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GHCL Ltd. Annual Report 2026

Jun 1, 2026

61607_rns_2026-06-01_4787f8d6-3299-454d-9180-0d31db0a4ed0.pdf

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GHCL Limited

GHCL

June 1, 2026

ज्येष्ठ (अधिक) - कृष्ण पक्ष, प्रतिपदा
विक्रम सम्वत २०८३

To
National Stock Exchange of India Limited
“Exchange Plaza”
Bandra – Kurla Complex,
Bandra (E), Mumbai – 400 051
NSE Code: GHCL

To
BSE Limited
Corporate Relationship Department,
1st Floor, New Trading Ring, Rotunda Building,
P.J. Towers, Dalal Street, Fort, Mumbai – 400 001
BSE Code: 500171

Dear Sir/Madam,

Sub: Filing of 43rd Annual Report (Integrated) including AGM notice of the Company for the financial year 2025-26 along with Notice to Shareholders for Annual General Meeting

We would like to inform that 43rd Annual General Meeting of the members of GHCL Limited (CIN: L24100GJ1983PLC006513) is scheduled to be held on Thursday, June 25, 2026 (गुरुवार, ज्येष्ठ शुक्ल पक्ष - एकादशी, विक्रम संवत २०८३) at 10.00 a.m. through Video Conferencing (VC) or Other Audio Visual Means (OAVM), in compliance with the applicable provisions of the Companies Act, 2013, read with relevant rules and Secretarial Standard-2 (SS-2), and in accordance with the framework prescribed by the Ministry of Corporate Affairs (MCA) through its General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, and the most recent Circular No. 03/2025 dated September 22, 2025 (collectively referred to as “MCA Circulars”) read with Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements), 2015 (“Listing Regulations 2015”), SEBI Master Circular no. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 and other applicable provisions, if any (including any statutory modification or re-enactment thereof for the time being in force).

We would further like to inform that pursuant to requirement of Regulation 34 read with 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and any other applicable provisions if any, please find enclosed herewith 43rd Annual Report (Integrated) of the Company for the financial year 2025-26, which includes Notice, Board’s Report along with report on Corporate Governance, Business Responsibility and Sustainability Report, Integrated Report, MDA, Audited Financial Statements along with Consolidated Financial Statements and Auditors Reports thereon. The dispatch of notice of the 43rd AGM through emails has been completed on June 1, 2026. Further, pursuant to Regulation 36(1)(b) of the SEBI Listing Regulations, the Company has sent a letter to the shareholders whose e-mail addresses are not registered with the Company/RTA/Depositories, providing a web-link and QR code for accessing the Integrated Annual Report of the Company.

Please find the weblink (including the exact path) and QR code of the 43rd AGM Notice and Integrated Annual Report 2025-26 of the Company as given below:

Details of the documents Web-link (including the exact path) QR Code
AGM Notice: https://ghcl.co.in/wp-content/uploads/2026/06/GHCL_43rd-AGM-Notice-2025-26.pdf
Integrated Annual Report: https://ghcl.co.in/wp-content/uploads/2026/06/43rd-Integrated-Annual-Report-2025-26.pdf

B-38, GHCL House, Institutional Area, Sector- 1, Naida, (U.P.) - 201301, India. Ph.: +91-120-2535335, 4939900, Fax: +91-120-2535209 CIN: L24100GJ1983PLC006513, E-mail: [email protected], Website: www.ghcl.co.in

Regd. Office: GHCL House, Opp. Punjabi Hall, Near Navrangpura Bus Stand, Navrangpura, Ahmedabad, Gujarat - 380009, India


GHCL Limited

GHCL

We would further like to inform that as per the Finance Act, 2025, dividends paid or distributed by a Company shall be taxable in the hands of the Shareholders. In compliance with the said Finance Act, Company shall therefore be required to deduct tax at source at the time of making the payment of the said Dividend to the Shareholders.

Please note that copy of this intimation is also available on the website of BSE Limited (www.bseindia.com/corporates), National Stock Exchange of India Limited (www.nseindia.com/corporates) and website of the Company (www.ghcl.co.in).

You are requested to kindly take note of the same.

Thanking you

Yours faithfully

For GHCL Limited

BHUWNESHWAR
Digitally signed by
BHUWNESHWAR PRASAD
MISHRA
Date: 2026.06.01 15:25:12
+05'30'

Bhuwneshwar Prasad Mishra
Vice President – Sustainability & Company Secretary

B-38, GHCL House, Institutional Area, Sector- 1, Naida, (U.P.) - 201301, India. Ph.: +91-120-2535335, 4939900, Fax: +91-120-2535209 CIN: L24100GJ1983PLC006513, E-mail: [email protected], Website: www.ghcl.co.in

Regd. Office: GHCL House, Opp. Punjabi Hall, Near Navrangpura Bus Stand, Navrangpura, Ahmedabad, Gujarat - 380009, India


43rd Integrated Annual Report 2025-26

GHCL

BUILDING TODAY. SUSTAINING TOMORROW.

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भगवान श्रीसोमनाथ जी की स्तुति

ध्यापेक्षिन्यं महेशं रजतगिरिनिभं चारु चन्द्रावतंसम् ।
रत्नाकल्पोज्वलाहं परशु मृगवराभौतिहरनं प्रसन्नम् ॥

पद्मासीनं समन्तात् स्तुतममरगणैव्यांघ्रकृतिवंसानम् ।
विश्वासं विश्वचन्द्रं निश्चितम्भ्यहरं पश्चवक्रं त्रिनेत्रम् ॥

माँ मीनाक्षी जी की स्तुति

श्रीविद्यां शिव वाम भाग निलयां डीड्कार मन्त्रज्वलां
श्रीचक्रादिक्त बिन्दुं मध्य वसति श्रीमन्त्रभा नायिकाम् ।

श्रीमत्थ्यमुख विद्यनराज जननीं श्रीमज्जगन्महिनीं
मीनाक्षी प्रणतस्मि सन्ततमहं कारुण्य वारानिधिम् ॥


THE REPORT

Pg 04-116

Pg 117-257

Corporate Overview

Company Information 03
Principles that Guide Us 04
Building Today, Sustaining Tomorrow 06
About the Report 08
Sustainability at a Glance 10
Company Overview 12
Value Creation Framework 16
Materiality & Stakeholder Focus: Identifying What Matters Most 22
Sustainability Vision & Strategy 26
Governance Excellence and Ethical Stewardship 28
Risk Management: Building Resilience in a Dynamic Environment 43
Capital Allocation & Integrated Thinking 43
Financial Capital 44
Manufacturing Capital 48
Intellectual Capital 54
Natural Capital 64
Human Capital 84
Social & Relationship Capital 104
Independent 115
Assurance Statement

Statutory Reports

Notice 117
Board's Report 129
Business Responsibility and Sustainability Report 152
Independent Reasonable and Limited Assurance Statement 202
Management 208
Discussion and Analysis 253
Corporate Governance 215
Secretarial Audit Report 253
Auditor's Report for Compliance of Conditions of Corporate Governance 256

Pg. 258-435

Financial Statements

Standalone

Independent Auditor's Report 259
Standalone Balance Sheet 270
Standalone Statement of Profit and Loss 271
Standalone Cash Flow Statement 272
Standalone Statement of Changes in Equity 274
Notes to the Standalone Financial Statements 276

Consolidated

Independent Auditor's Report 348
Consolidated Balance Sheet 356
Consolidated Statement of Profit and Loss 357
Consolidated Statement Cash Flow 358
Consolidated Statement of Changes in Equity 360
Notes to the Consolidated Financial Statements 362

POF

To view the report online, log on to www.phc258.org/phc258 report-integrated-report

Scan the QR Code to know more about the company

Notes to book for throughout the report:

Page Reference

Online Download Reference

Website Reference

COMPANY INFORMATION

Board of Directors

Mr. Anurag Dalmia
Non-Executive Chairman

Dr. Manoj Vaish
Independent Director

Smt. Vijaylaxmi Joshi, (Ex-IAS)
Independent Director

Secretary

Mr. Bhuwneshwar Prasad Mishra
Vice President - Sustainability & Company Secretary

Plant Locations

Inorganic Chemical Division:

Soda Ash Plant:

Village: Sutrapada Near Veraval, Dist.: Gir Somnath, Gujarat - 362275

Salt works:

Port Albert Victor, Via Dungar, Dist.: Amreli, Gujarat - 364555

Lignite Mines:

713/B, Deri Road, Near Diamond Chowk, Krishnanagar, Bhavnagar, Gujarat - 364001

Bankers / Financial Institutions

State Bank of India
HDFC Bank
IDBI Bank
ICICI Bank
Bank of Baroda
Export Import Bank of India
CTBC Bank
Axis Bank
HSBC Bank

Justice Ravindra Singh (Retd.)
Independent Director

Mr. Arun Kumar Jain (Ex-IRS)
Independent Director

Mr. Ravi Shanker Jalan
Managing Director

Registered Office

"GHCL HOUSE"
Opp. Punjabi Hall
Navrangpura
Ahmedabad - 380009 (Gujarat)

Salt Works & Refinery:

Kadinal Vayal, Vedaranyam, Dist. Nagapattanam, Tamil Nadu - 614707 Nemeli Road, Thiruporur, Dist. Kancheepuram, Tamilnadu - 603110

Limestone Mines:

GHCL Limited, Sutrapada, Dist.: Gir Somnath, Gujarat (Mines in Harnasa, Nakhda, Bhimdeol, Dhamanva & Gabha)
GHCL Limited, Junagadh - Somnath Highway, Bhanduri, Dist.: Junagadh, Gujarat - 362245 (Various Lime Stone Mines acquired by the Company)

Details of Registrar and Share Transfer Agent

MUFG Intime India Pvt. Ltd. (Formerly Link Intime India Private Limited).
Address: C101, 247 Park, L. B. S. Marg, Vikhrsili (West), Mumbai 400083;
Telephone number: +91 - 8108116767,
Email: rnt.helpdeskilin.mpms.mufg.com

As per Regulation 36 of the Listing Regulations, the company will send digital copy of the annual report to its shareholders and physical copy on demand.

Corporate Office

"GHCL HOUSE"
B-38, Institutional Area,
Sector-1, Noida - 201301 (U.P.)
Email: [email protected], [email protected]
Website: www.ghcl.co.in

Corporate Office

"GHCL HOUSE"
B-38, Institutional Area,
Sector-1, Noida - 201301 (U.P.)
Email: [email protected], [email protected]
Website: www.ghcl.co.in

Details of 43rd Annual General Meeting

Day, Date and Time of AGM: Thursday, June 25, 2026 at 10:00 A.M.
Record date / cut-off date: Thursday, June 18, 2026
E-voting Start date and time: Sunday, June 21, 2026 at 09:00 AM
E-voting End date and time: Wednesday, June 24, 2026 at 05:00 PM

Company Identification No.

L24100GJ1983PLC006513

Statutory Auditor

S.R. Batliboi & Co., LLP
Chartered Accountants, Gurugram

Secretarial Auditor

Chandrasekaran Associates
Company Secretaries, New Delhi

Cost Auditor

R J Goel & Co.
Cost Accountants, New Delhi


04
05

PRINCIPLES THAT GUIDE US

Our Mission

"Responsibly maximizing stakeholder value."

This mission reflects our commitment to delivering sustainable, long-term value by conducting business to the highest standards of integrity, transparency, and accountability.

Rooted in our core values of Respect, Trust, Ownership, and Integrated Teamwork, we strive to strengthen our organization, empower our people, and contribute meaningfully to society and the environment.

Through responsible growth and disciplined governance, we seek to create enduring prosperity for all stakeholders while building a sustainable future.

कृतकला विश्वव्यापी

Our Vision

To grow responsibly with governance, sustainability, and core values as our foundation.

This vision reflects our belief that meaningful and lasting growth must always be guided by strong values and responsible leadership. As we continue to strengthen our business and expand our footprint, we remain steadfast in our commitment to integrity, transparency, and a deep respect for the environment.

We work together with a shared sense of purpose to create long-term value for our stakeholders, contributing positively to society and protecting the environment for generations to come.

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Our Values

Respect

परस्पर देवो भय:

Thoughtful of showing regard for another person

Trust

विस्फोट: तथा च स्वल्यायम जानीहि

Confidence in each other' capabilities and intentions

Ownership

लोकत: सम स्ता: सुखिनो भयन्तु

Take responsibility for one's own decisions and actions

Integrated Team Work

योग: कर्मसु कौशलम

Every person to work towards the larger group objective

Integrated Annual Report 2025-26


A

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

BUILDING TODAY.

SUSTAINING TOMORROW.

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At GHCL, purpose is at the centre of everything we do. It drives us to make thoughtful and responsible choices that create enduring value. Our approach focuses on strengthening business fundamentals through operational efficiency, innovation, and sustainability, ensuring that we remain competitive, resilient, and relevant in a rapidly evolving global environment.

Our strategy is anchored in an integrated approach to managing our financial, manufactured, intellectual, human, social and relationship, and natural capital. Sustainability is not a separate agenda; it is embedded in our strategy, governance, and day to day decision-making. This ensures that our near-term performance consistently supports long-term value creation for all stakeholders.

During the year, we continued to strengthen our manufacturing footprint through focused investments in operational excellence and future-ready capabilities. Our efforts are focused on process optimization, energy efficiency, and enhanced resource productivity - delivering measurable performance improvements and a meaningful reduction in environmental intensity. We achieved a reduction of $2\%$ in absolute GHG emissions and $5.6\%$ in energy intensity, reflecting our steady progress towards a low-carbon future. Investments in technology and automation have further improved reliability, safety, and cost efficiency, while also enhancing our ability to respond to market dynamics and climate-related risks. ESG considerations are progressively integrated into our capital allocation and risk management frameworks, keeping our growth firmly aligned with evolving stakeholder expectations.

Our people remain at the heart of GHCL's progress. We continue to nurture a culture that prioritizes safety, inclusion, and continuous learning - enabling our teams to contribute meaningfully to innovation and operational excellence. At the same time, we have strengthened our engagement with communities, customers, suppliers, and other stakeholders through long-standing and trusted partnerships. Our community initiatives continue to focus on areas such as water management, sanitation, women empowerment, agriculture, and healthcare. During the year, we positively impacted the lives of 1,27,330 people - reinforcing our commitment to inclusive growth.

Strong governance continues to guide our journey, reinforcing our commitment to the highest standards of ethical conduct, transparency, and accountability. We have continued to strengthen our policies, internal controls, and disclosures to ensure that growth is pursued responsibly and with integrity.

As we continue to build today through stronger capabilities, sustainable practices, and deeper stakeholder relationships, we are laying a solid foundation for a future that is resilient, competitive, and sustainable. Building Today, Sustaining Tomorrow is not just a theme - reflects the way we think, act, and create long-term value at GHCL.

Integrated Annual Report 2025-26


08
09

ABOUT THE REPORT

This Integrated Annual Report presents a consolidated view of our financial and non-financial performance for the reporting year, reflecting our commitment to responsible and sustainable growth. Prepared in alignment with the International Integrated Reporting Framework, the report demonstrates how we create value over the short, medium, and long term through the effective management of the six capitals. It aims to provide a comprehensive, consistent and comparable view of how we create sustainable and responsible value for our stakeholders while meeting applicable regulatory requirements, including the Companies Act, 2013, Indian Accounting Standards, relevant SEBI regulations and Industry Standard note.

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Frameworks for Reporting Used

IR
International
INTERGRAPH
GOALS

Integrated
Reporting Framework

UN Sustainability
Development Goals

SEBI BRSR Guidelines and
Industry Standard Notes

GRI Standards 2021

Scope & Boundary of the Report

This Integrated Annual Report covers the reporting period from April 1, 2025 to March 31, 2026. It presents a comprehensive overview of our operations, performance, and strategic priorities, with a focus on manufacturing excellence, sustainability performance, governance practices, people and safety, and social impact. The report places particular emphasis on our soda ash and raw salt business operations, building on the progress and disclosures made in previous years.

Reporting Boundary

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Markarashra

Disclaimer: The India map is for visual representation only

  • Soda Ash
    Sutrapada, Gujarat

  • Limestone Mines
    Gir-Somnath, Gujarat
    Junagadh, Gujarat

  • Lignite Mine
    Bhavnagar, Gujarat

  • Raw Salt
    Vedaranyam, Tamil Nadu
    Thiruporur, Tamil Nadu

  • Bromine (To be commissioned in FY 2026-27)
    Port Victor, Gujarat

  • Vacuum Salt (To be commissioned in FY 2026-27)
    Sutrapada, Gujarat

  • Renewable Operations
    Banas Kantha, Gujarat
    Jamnagar, Gujarat

  • Offices
    Noida, Uttar Pradesh
    Mumbai, Maharashtra
    Ahmedabad, Gujarat
    Chennai, Tamil Nadu

Forward Looking Statement

This Integrated Annual Report includes certain forward-looking statements, identifiable by terms such as "anticipate," "believe," "estimate," "expect," and "intend." These assertions represent our present expectations but could change in light of new facts, developments, or outside influences. Factors such as economy conditions, regulation changes, labour disputes, and tax legislation could cause actual outcomes to differ materially from these projections.

While we remain committed to transparency, we undertake no obligation to update these statements, and stakeholders are advised to exercise due caution when interpreting forward-looking information.

Assurance Statement

We have obtained external assurance on this Integrated Annual Report to enhance the credibility and reliability of the information presented. Sustainability Actions Pvt. Ltd. has provided a reasonable level of independent assurance on the report and its contents in accordance with the International Standard on Assurance Engagements (ISAE) 3000 (Revised) for non-financial information, as detailed in the Assurance Statement included in this report.

Suggestions & Feedback

At GHCL, we value stakeholder feedback as an integral part of our commitment to transparent and meaningful reporting. We welcome your views, questions, and suggestions on the information presented in this Integrated Annual Report, as they help us strengthen our disclosures and better address stakeholder expectations. If you have any comments or feedback, please write to us at [email protected]

Integrated Annual Report 2025-26


10

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

SUSTAINABILITY AT A GLANCE

ESG Highlights for FY2025-26

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ESG Awards & Recognitions during FY2025-26

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Recognized among India's Top 50 Best Workplaces in Large manufacturing.

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Prestigious Star Performer Award by factoHR

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LEED Gold Certified: GHCL Noida Office

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Khadhaliya Lignite Mine secured 11 awards at the 26th Gujarat Lignite Mines Safety & Swachhata Week 2024-25.

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GHCL Foundation recognized as Best CSR Partner: Dharati Ratan Award

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Limestone Mines secured 10 awards at the 32nd Mines Environment & Mineral Conservation (MEMC) Week 2024-25.

Integrated Annual Report 2025-26

11


GHC

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

COMPANY OVERVIEW

A Business Built for Enduring Value

We are one of the leading participants in India's heavy chemicals sector, with a strong focus on soda ash and raw salt manufacturing. Since our incorporation in 1983, we have strengthened our capabilities, expanded our manufacturing footprint, and enhanced operational efficiency to support sustainable, long-term growth.

Our business is anchored in manufacturing excellence and disciplined execution, supported by continuous investments in capacity expansion, process optimization, and technology upgrades that ensure consistent performance and reliability.

Sustainability is integral to our operations. We embed resource efficiency, cleaner technologies, and responsible environmental practices to balance business growth with environmental and social responsibility.

Our progress is driven by a professionally managed workforce, robust governance, and strong stakeholder relationships, enabling us to navigate change with confidence and create enduring value.

35+ Years

Manufacturing Expertise

One of the

Leading

Soda Ash Producers in India

Sustainability

Embedded in Operations

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Manufacturing Sites

  • Soda Ash
  • Vacuum Salt (To be commissioned in FY 2026-27) Sutrapada, Gujarat
  • Raw Salt Vedaranyam, Tamil Nadu Thiruporur, Tamil Nadu
  • Bromine Port Victor, Gujarat (To be commissioned in FY 2026-27)
  • Renewable Projects Banas Kantha, Gujarat Jamnagar, Gujarat

  • Limestone Mines Gir-Somnath, Gujarat Junagadh, Gujarat

  • Lignite Mine Bhavnagar, Gujarat
  • Offices Noida, Uttar Pradesh Mumbai, Maharashtra Ahmedabad, Gujarat Chennai, Tamil Nadu

Our Mantra – Towards Sustainable Growth

At GHCL, our strategic direction reflects who we are - an organization built on resilience, innovation, and a strong sense of responsibility. From establishing integrated soda ash operations, we are now evolving towards a more diversified portfolio, with a growing focus on circularity and sustainable chemistry.

Our journey has been shaped by thoughtful execution, strong manufacturing capabilities, lasting customer relationships, and a consistent focus on sustainability. These strengths have enabled us to create value while responding effectively to changing market conditions.

As we look ahead, we draw confidence from our experience while remaining open to new possibilities. We continue to explore opportunities, adapt to emerging trends, and strengthen our capabilities to support long-term, sustainable growth.

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Foundations to Building Product Excellence

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Disclaimer: The India map is for visual representation only

Integrated Journal of Public Health 2019


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Scaling with Purpose

As the chemicals industry continues to evolve, we are strengthening our capabilities with a clear and disciplined approach i.e. focusing on operational excellence in our core business, improving cost competitiveness, and making measured progress in areas aligned with sustainability and circularity.

Our focus remains on enhancing efficiencies across our existing operations, optimizing resource utilization, and building resilience in our supply chain and

manufacturing processes. At the same time, we are exploring opportunities to expand our portfolio in areas that are closely linked to our core chemistry capabilities and long-term sustainability priorities.

In a sector where manufacturing processes are largely standardized, our emphasis is on consistent execution, reliability, quality, and responsible operations. These strengths enable us to remain competitive while continuing to create long-term value for our stakeholders.

Our product portfolio mentioned below reflects this approach:

Dense Soda Ash

At GHCL, we produce premium soda ash dense, an essential input for glass, detergent, and water treatment applications.

Vacuum Salt

To be commissioned in FY 2026-27, Vacuum salt, is an essential input for chemical, food processing, and water treatment industries.

Light Soda Ash

We produce Soda ash light, a sodium carbonate variant with a density of $\sim 0.7\mathrm{g / cc}$ serves as an essential input for detergent and soap industries.

Bromine

To be initiated in FY 2026-27, bromine produced at Port Victor shall serve an essential input for flame retardants, oil/gas drilling, and pharmaceuticals applications.

Sodium Bicarbonate

At GHCL, we produce sodium bicarbonate (baking soda), a natural alkaline used across cleaning, personal care, and pharmaceutical applications.

Raw Salt

Through our brands, we offer a range of edible salts, including triple refined iodized, iodized crystal, and iodized refined variants.

Mega trends impacting GHCL

GHCL operates at the intersection of India's rapidly evolving industrial ecosystem and the growing global demand for speciality chemicals. With decades of expertise in chemistry and a clear focus on innovation-led growth, we remain deeply attuned to emerging industry trends, changing customer requirements, and evolving regulatory frameworks across both domestic and international markets. Our strong foundation and forward-looking capabilities enable us to strategically align capacity expansion and product development with shifts in demand-creating sustainable value across multiple sectors and geographies.

Global Economic Outlook

The chemical industry has witnessed a prolonged downcycle, with growth forecasts declining to $2\%$ for 2026. Instead of stability, 2025 brought heightened uncertainty and volatility. Trade tensions and inflation pressures, driven by tariffs and policy unpredictability, are affecting growth. Going into 2026, the chemical industry is witnessing low Return on Capital. Despite its resilience through pandemic shocks and inflationary pressure, the sector now confronts overcapacity, soft demand, and persistent global uncertainty.

Indian Economic Outlook

The Indian chemical industry is entering a transformative decade, supported by consistent policy initiatives, growing global demand, and increased investments in innovation and sustainability. The sector is projected to expand at a CAGR of $9.2\%$ between 2025 and 2031. This growth will be driven by strong momentum across key end-use industries such as agriculture, textiles, and pharmaceuticals, along with a heightened emphasis on innovation and new product development.

Key Trends Influencing GHCL's Approach

Key Trends

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Soda ash production is energy intensive and highly dependent on imported fuel feedstock. Elevated global energy prices increase production cost benchmarks, influencing competitive parity vs. low cost producers.

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Government initiatives supporting the sector include National Chemical Policy focusing on infrastructure, R&D incentives, sustainable operations and PLI schemes promoting investment in chemical and petrochemical manufacturing.

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Chemical industries are expected to continue embedding AI in business to boost innovation, efficiency, and resilience, strengthening their future competitiveness

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The Indian chemical industry is entering a transformative decade, supported by consistent policy initiatives, growing global demand, and increased investments in innovation and sustainability. The sector is projected to expand at a CAGR of $9.2\%$ between 2025 and 2031.

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Chestomers are increasingly seeking environmentally sustainable products prompting the speciality chemicals sector to transform.

GHCL's approach

GHCL has reduced dependence on imported fuel and feedstock. Its' access to natural reserves for lignite and limestone are key enablers in achieving cost effective supply chains. Further diversification of fuel in the form of biomass and reliance on renewable energy has been instrumental in mitigating the impact.

GHCL is leveraging the benefits of government schemes by investing in the state of the technologies and infrastructure which has facilitated the addition of sustainable products in the form of vacuum salt and bromine.

GHCL has invested in building capacity in digital skills, enabling its workforce to stay attuned with the plant technologies like Supervisory Control and Data Acquisition (SCADA), Programmable Logic Controller (PLC) and new age Gen AI tools.

GHCL is undertaking a major greenfield expansion project in Kutch, Gujarat, aimed at nearly doubling its soda ash production capacity in near future.

GHCL has continued to innovate and diversify its product portfolio. Dense soda ash forms a key chemical component for the manufacture of solar glass. Further the commissioning of the vacuum salt manufacturing plant in the upcoming reporting period will serve as a testament to our commitment to producing low carbon products.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Operations

Statutory Reports

Financial Statements

VALUE CREATION FRAMEWORK

Value in Motion: Turning Capitals into Lasting Impact

At GHCL, value creation is not a linear outcome. It is a continuous and interconnected process. Our approach brings together six capitals i.e. financial, manufactured, human, natural, intellectual, and social & relationship, to create sustained and shared progress. This integrated perspective helps us balance business growth with environmental responsibility and social development.

Our operations, including soda ash and salt manufacturing, depend on these capitals as essential inputs. Through efficient processes, disciplined execution, and a strong focus on improvement, we convert these inputs into outcomes that support economic performance, protect natural resources, and strengthen stakeholder well-being. As value is created, we remain equally focused on reinvesting in and strengthening these capitals to support long-term continuity.

Sustainability is linked with our strategy and decision-making. This ensures that performance is aligned with purpose, while also strengthening transparency, resilience, and long-term competitiveness. Through this approach, GHCL continues to create meaningful and lasting value for its stakeholders in a changing business environment.

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Integrated Annual Report 2025-26


18
19

GHCL's Value Creation Framework:

Inputs

  • Financial Capital
  • CAPEX: ₹ 79.49 Cr
  • Equity Capital: ₹ 91.93 Cr

  • Manufactured Capital

  • Manufacturing Units: 3
  • Inbound Material: 40.83 Lakh MT

  • Intellectual Capital

  • No. of Kaizens: 625

  • Human Capital

  • Total Permanent Workforce: 1,037
  • Total Non-Permanent Workforce: 2,402
  • Total Women Workforce incl. employees & workers: 120
  • Average trainings hours: 19.37

  • Social & Relationship Capital

  • Total CSR spent: ₹ 18.05 Cr
  • Total No. of Vendors: 928
  • No. of Customers: 272

  • Nature Capital

  • Energy Consumed: 1,22,34,073 GJ
  • Water Consumption: 80,17,589 KL
  • Waste Generated: 38,38,893 MT

How we create value

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Core operations

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Value Creation Enablers

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Outputs

  • Financial Capital
  • Revenue Generated: ₹ 3,144 Cr
  • Earnings per Share: ₹ 50.83

  • Manufactured Capital

  • Soda Ash Production Capacity: 1.2 Million MTPA
  • Salt Production Capacity: 30000 MTPA

  • Intellectual Capital

  • CAPEX proportion spent on Environment and Social projects: 74.78%

  • Human Capital

  • LTIFR: 0.73
  • % of Women Representation: 3.5

  • Social & Relationship Capital

  • No. of CSR beneficiaries impacted: 1,27,330
  • Spend on Local Sourcing: 100%
  • Net Promoter Score: 92%

  • Nature Capital

  • Energy Intensity: 9.89 GJ/MT
  • GHG intensity: 0.97 tCO₂e/MT
  • Renewable Energy Consumption: 1.78,492 GJ (fuel + Electricity)
  • Fresh Water % in Water Consumption: 28.7%
  • Waste Reused/Recycled: 99.8%

Strategic Outcomes

  • Financial Capital
  • Sustainable profitability and shareholder value creation; strengthened balance sheet; enhanced capital efficiency and long-term financial resilience

  • Manufactured Capital

  • Reliable production capability; improved operational continuity

  • Intellectual Capital

  • Culture of continuous improvement; cost leadership; strengthened innovation capability and operational excellence

  • Human Capital

  • Safe and inclusive workplace; enhanced employee capability and engagement; leadership pipeline strength and workforce sustainability

  • Social & Relationship Capital

  • Strong community trust; resilient local supply chain; enhanced brand reputation and customer loyalty

  • Nature Capital

  • Reduced environmental footprint; improved resource efficiency; climate resilience; regulatory preparedness and long-term sustainability

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Alignment of GHCL's Capitals with UN Sustainable Development Goals

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Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

MATERIALITY & STAKEHOLDER FOCUS: IDENTIFYING WHAT MATTERS MOST

At GHCL, materiality plays a central role in shaping our strategy, strengthening risk management, and guiding our long-term value creation. It helps us focus on the Environmental, Social, and Governance (ESG) topics that are most relevant to our business and matter the most to our stakeholders.

Our approach is aligned with the principles of the International Integrated Reporting Framework, SEBI's BRSR requirements, and recognized global sustainability standards. This indicates that sustainability considerations remain closely linked with our business strategy and day-to-day decision-making.

We follow a structured and inclusive process to identify and prioritize material topics. This includes reviewing industry practices and regulatory developments, engaging with key stakeholders to understand their perspectives, and evaluating the significance of each topic based on its impact on the business and its

importance to stakeholders. The identified priorities are reviewed and validated by senior management to ensure alignment with organizational goals.

Our materiality process is designed to systematically identify, assess, and prioritize ESG topics that influence our long-term performance.

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Our materiality assessment is reviewed periodically to reflect changes in the regulatory environment, evolving stakeholder expectations, and emerging ESG trends. This ongoing process helps us to remain responsive and forward-looking, while continuing to deliver positive outcomes across people, planet, and profit.

The insights from this assessment guide our sustainability priorities and are integrated into our strategy and operations, ensuring that our efforts remain focused, relevant, and aligned with long-term value creation.

Priority Material Issues Identified Material Topics Financial Impact KPIs IR Capitals Relevance SGDs Relevance
E1 Energy and GHG emissions reduction Negative • Energy intensity • Scope 1,2,3 emissions Natural Capital
E2 Water management Negative • Total water withdrawal • % of water recycled or reused • Sites in water-stressed areas Natural Capital
E3 Waste reduction and management Negative • Total waste generated • % of waste recycled Natural Capital
S1 Employee engagement, training, & professional advancement Positive • Training hours per employee • % of employees covered under performance reviews Human Capital
S2 Health and Safety Negative • Safety training hours • LTIFR • Total Recordable Injury Human Capital
S3 Human Rights and Fair Labour Standards Negative • % of employees covered under human rights policy • Grievances reported/ resolved Human Capital
S4 Corporate social responsibility Positive • CSR spend amount • No. of beneficiaries impacted Social & Relationship Capital
G1 Ethical supply chain management Negative • % of suppliers assessed for ESG • Supplier audits conducted Social & Relationship Capital
G2 Sustainable products and packaging Positive • % revenue from sustainable products • Recyclable packaging share Manufactured Capital
G3 Process improvement and innovation Positive • Number of improvement initiatives • Energy/resource savings from innovation Intellectual & Manufactured Capitals

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Collective Wisdom, Shared Progress

Stakeholder Engagement & Responsiveness

At GHCL, active stakeholder engagement is fundamental to responsible growth and informed decision-making. Guided by the Sanskrit principle 'आ नो भद्रा: क्रमशे यन्तु विचार'; we believe in drawing strength from collective wisdom and diverse perspectives. Through structured, continuous dialogue, we seek to understand evolving expectations, identify material issues, and respond proactively to risks and opportunities. Stakeholder insights play a vital role in shaping our strategy, enhancing operational effectiveness, and strengthening long-term value creation.

Why they are important to us Key expectations How we engage Value delivered SDG Alignment
Customers E1 G1 G2 Customers shape our market presence, and our success depends on consistently understanding and fulfilling their evolving expectations. · High quality and continuous innovation · Reliable delivery and responsive service · Transparent pricing and credit terms · Safe and compliant packaging · Satisfaction surveys and feedback · Direct relationship management · Regular customer and distributor communication · Soda Ash Production Capacity: 1.2 Million MTPA · Salt Production Capacity: 30000 MTPA · Customer Satisfaction Survey · Strong brands supported by high-quality products · Comprehensive engineering and technical support
Supplier S2 S3 G1 They provide the operational support needed to streamline the value chain, remain cost-effective, and surpass customer expectations. · Timely and transparent payment terms · Mutual growth and long-term partnership · Ethical, fair, and transparent business conduct · Well-maintained operational and hygiene facilities · Regular supplier and vendor meetings · Ongoing feedback mechanisms and periodic site visits · Digital collaboration through the VENIDX portal · Encouraging ESG compliance and continuous skill development · Supplier Assessment · 15.19% of suppliers assessed on ESG · Capability building through training and skill development · Timely financial support and stability
Employees S1 S2 S3 G3 Employees are essential to business success, contributing their skills and dedication to drive performance. Their efforts enable effective strategy execution and sustained growth. · Career growth and development opportunities · Safe, healthy, and hygienic work environment · Access to healthcare support · Effective grievance redressal mechanisms · Fair rewards and recognition programs · MD Connect platforms such as MD Speak, GHCL TEA, and MILAP · Regular DISHA meetings and engagement surveys · Monthly and quarterly newsletters and updates · Inclusive and healthy workplace · Average 19.37 hours of training per employee · 100% employees are provided with career growth opportunities through promotion · Strong grievance and welfare support
Local communities S4 Thriving, engaged local communities are crucial for our business. Our operation's legitimacy depends on our capacity to generate value for these communities. · Livelihood support · Healthcare, hygiene sanitation facilities · Education, local employment · Infrastructure development · Resource optimization · Community meetings and visits for engaging through CSR programmes · Participatory rural appraisals including focus group discussions, awareness camps, exposure, and training visits for engaging through CSR programmes · Total CSR expenditure: ₹ 18.05 Cr. · Total number of beneficiaries: 1,27,330
Investor E1 S2 S3 S4 G1 Investors play a crucial role in enabling businesses by providing the capital needed to sustain operations and drive strategic growth initiatives. Their support forms the foundation for long-term stability and expansion. · Sustainable business growth · Attractive shareholder returns · Efficient capital allocation · Strong return on capital employed (ROCE) · Strong ESG and governance standards · Annual General Meetings (AGMs) · Quarterly earnings calls and investor presentations, with timely financial disclosures · Participation in investor conferences · Media releases · Investor satisfaction surveys · ₹ 768.50 Crore EBITDA · ₹ 478.82 Crore PAT · AA-/Stable from Crisil & India Ratings Credit Rating

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

SUSTAINABILITY VISION & STRATEGY

At GHCL, sustainability is integral to our purpose and strategy. We believe that long-term success lies in balancing business growth with responsibility, ensuring the decisions we make today strengthen value creation for the future.

Our ESG Goals and Targets

We have established ambitious objectives and benchmarks that permit us to monitor and evaluate our advancement toward sustainability and promoting equitable advancement. These goals span decarbonization, protection of the environment and improved well-being of our employees as shown below:

Climate Warriors

Targets Progress (in FY2025-26) Linkage to business strategy
30% reduction in Scope 1 and Scope 2 emission intensity by FY2029-30 against FY2021-22 baseline We have reduced our absolute scope 1, 2 and 3 emissions by ~2% from FY 2024-25. This progress is driven by a multi-pronged approach across fuel transition, renewable energy adoption, process efficiency, and carbon removal, including nature-based solutions, alongside supply chain decarbonization through higher-capacity vehicles, EVs, and sea transport. Cost effectiveness
30% reduction in Scope 3 emission intensity by FY2029-30 against FY2021-22 baseline
Internal Carbon Pricing in Decision making GHCL has adopted an internal carbon price of USD 23 per ton of CO2e to incorporate climate considerations into its procurement and investment decisions. This approach enables us to internalise the cost of carbon emissions and reflect it appropriately in our financial evaluations. Superior customer serviceability
The internal carbon pricing mechanism supports more informed decision-making by bringing greater visibility to the long-term impact of carbon-intensive choices. It encourages the selection of projects and initiatives that are more efficient, lower in emissions, and aligned with our sustainability objectives.
This framework helps us identify emission reduction opportunities and supports a measured transition towards cleaner and more sustainable technologies. As a result, climate considerations are increasingly integrated into our operational and capital allocation decisions.

Stakeholder Centricity

Targets Progress (in FY2025-26) Linkage to business strategy
Achieve 5% representation of overall female employee and maintain single digit attrition rate across our permanent workforce We are pleased to maintain a commendable attrition rate of 8.35% in the executive cadre, maintaining a single-digit attrition since FY 2020, reflecting our focus on employee retention and creating a fulfilling work environment. This year, we achieved 3.5% female representation against our target of 5%, deliberate and structured steps are being taken to accelerate progress towards this goal. Talent attraction and retention
Trusted CSR Brand Through GHCL Foundation Trust, we drive meaningful change in local communities near our plants, focusing on education, healthcare, women empowerment, skill development, and environmental conservation. Collaborating with local stakeholders, NGOs, and government agencies, we enhance livelihoods and promote sustainable development. In FY2025-26, we partnered with 10 NGOs to extend our support and uplift communities. Social License to Operate
To be among the Top 100 Great Place to Work GHCL was awarded the "Great Place to Work" award for the 10th consecutive year in a row, underscoring our dedication to creating a conducive work environment and cultivating a culture of trust and excellence. We are proud to be recognized consistently among the top 50 companies in the manufacturing sector Talent attraction and retention

Zero Harm Initiative

Targets Progress (in FY2025-26) Linkage to business strategy
Zero reportable injuries In FY 2025-26, we achieved a 15% reduction in the Lost Time Injury Frequency Rate (LTIFR) compared to FY 2024-25. Social License to Operate
This improvement reflects focused efforts across the organization, including comprehensive safety assessments, regular audits, proactive hazard identification, and effective control measures. These initiatives have helped create a more vigilant and responsive safety environment.
The use of technology, digital tools, and data analytics has further enhanced our ability to monitor safety performance, identify emerging trends, and take timely actions to mitigate risks.
We are also working closely with dos+, a global leader in operational risk and safety transformation, to further strengthen our safety practices and embed a proactive safety culture across the organization.
Zero environmental incidents We successfully achieved zero environmental incidents in FY2025-26, reaffirming our commitment to environmental stewardship. Our robust environmental management systems drive sustainable practices, ensuring efficient resource utilization, waste management, pollution prevention, and energy conservation while proactively managing environmental risks. Social License to Operate

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

GOVERNANCE EXCELLENCE AND ETHICAL STEWARDSHIP

At GHCL, governance excellence is fundamental to sustainable value creation and long-term stakeholder trust. Our governance philosophy is built on integrity, accountability, transparency, and responsible leadership. We recognize that strong governance safeguards organizational interests, enables sustainable growth, strengthens risk resilience, and enhances stakeholder confidence.

Strong governance is the foundation of sustainable and responsible growth.

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The Board of Directors

The Board of Directors forms the cornerstone of GHCL's corporate governance, providing strategic leadership, ensuring adherence to regulatory requirements, and safeguarding stakeholder interests. With a strong focus on integrity and independent decision-making, the Board supervises management and ensures that business operations remain aligned with the company's values and overarching purpose.

Its members bring diverse experience and insights, enabling responsible growth and upholding robust governance standards. The process for nominating and appointing board members is overseen by the Nomination and Remuneration Committee, which prioritizes professional expertise, ethical conduct, and suitability for the role.

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Board Composition and Diversity

As of March 31, 2026, GHCL's Board of Directors has eight members, led by Chairperson Mr. Anurag Dalmia. The Board meets regulatory requirements with 50% Independent Directors, enhancing objectivity and stakeholder protection. 12.5% of the Board members are women, reflecting a commitment to diversity and inclusive leadership. The average Board

tenure is 16.5 years, balancing continuity with fresh perspectives. The Board composition complies fully with relevant SEBI and Companies Act regulations.

A brief profile of the Board Members is available on our website at https://ghcl.co.in/leadership

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Board Skills and Expertise

Our Board of Directors provides strategic direction and strong governance oversight, guiding the Company toward sustainable growth and long-term value creation. Comprising an optimal mix of Executive, Non-Executive, and Independent Directors, the Board brings together diverse industry experience and independent judgment that enhance the quality of deliberations and decision-making.

Skills/ Expertise/ Competencies

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Skills/ Expertise/ Competencies

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Skills/ Expertise/ Competencies

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Skills/ Expertise/Competencies

Leadership

Public Policy

Sustainability

Capital Market

Digitalisation

Strategic Thinking

Public Advocacy

CSR

Information Technology

Technical Skills of the Industry (Chemical, Manufacturing)

Governance

Law

Cyber Security

Government Management

EHS

Finance & Accounts

Data Protection

Committees

Audit & Compliance Committee

Stakeholders Relationship Committee

Nomination & Remuneration Committee

CSR Committee

Risk & Sustainability Committee

Banking and Operations Committee

Integrated Annual Report 2025-26


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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Board Committees

To ensure focused governance supervision we have established a set of specialised committees, each with a distinct focus and set of responsibilities that align with our organizational objectives and regulatory requirements. These committees are essential to the Board's effective stewardship of the entity by offering strategic guidance, ensuring accountability and fostering transparent relationships with our stakeholders.

We conduct periodic Board and committee performance evaluations to assess governance effectiveness and identify opportunities for continuous improvement. These evaluations are complemented by ongoing knowledge enhancement initiatives that equip Directors with insights on regulatory developments, industry trends, and ESG priorities, ensuring leadership readiness in a rapidly evolving business environment.

Read about the roles and responsibilities of the Board Committees in section "Corporate Governance" of the Annual Report.

ESG Governance Framework

Our ESG governance framework integrates regulatory compliance, ethical business conduct, and sustainability considerations into the way we operate and make decisions. It ensures that our business priorities remain aligned with stakeholder expectations while supporting long-term value creation.

The framework is built on clear oversight, defined accountability, and strong internal control systems. Regular reviews help us stay responsive to evolving regulations, emerging risks, and changes in the business environment, while maintaining consistency in execution across the organization.

At the leadership level, the Board provides strategic direction and oversight on ESG matters, supported by the Risk & Sustainability Committee, which reviews progress, evaluates risks, and ensures alignment with organizational priorities.

The Vice President – Sustainability and Company Secretary is responsible for driving the ESG agenda through the Steering Group. The Steering Group comprises the Managing Director, Chief Financial Officer & Executive Director (Finance), Executive Director – Growth and Diversification, and the Plant Head. This group is responsible for translating ESG priorities into actionable plans, monitoring performance, and ensuring consistent implementation across functions and locations.

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Provides strategic direction and oversight on ESG matters, periodically reviewing progress, risks, and alignment with long-term business objectives.

Translates ESG priorities into actionable plans, reviews performance and risks, and monitors progress across functions and locations on a regular basis.

Drives on-ground implementation of ESG initiatives, tracks performance, and ensures consistent execution across corporate and site-level operations.

Frequency of Board Meetings

During the financial year, GHCL's Board held four meetings to review and approve key operational, financial and corporate strategies. The Board adhered to governance requirements by ensuring no more than 120 days between meetings for timely decision-making. Each meeting met quorum requirements with consistent Independent Director participation. For any changes in bylaw, shareholder approvals were sought by the Board. During the year, Board engagement was high, with 100% average attendance.

Board evaluation

GHCL's Board conducted its Annual Performance Evaluation in accordance with the Companies Act, 2013 and applicable SEBI regulations, assessing the Board, its Committees, the Chairperson and individual Directors through a structured, NRC-approved framework. This evaluation covered all Directors, focusing on factors like Board composition, effectiveness, participation and leadership. The Chairperson and Committees were also assessed for their roles and clarity of mandate, and most non executive/independent Directors holding four or fewer mandates. Executive Director compensation follows NRC recommendations, while Non-Executive Directors receive commissions within statutory limits, based on their contributions. There is no limitation to directors' liabilities.

Managing Director's Compensation

During the financial year, the Managing Director's total compensation increased by 13.91%, comprising fixed salary, perquisites, retiral benefits and variable components such as commission and stock options linked to performance matrix and tenure. These variables are based on targets including revenue, profit, cash flow, shareholder return, personal KPIs, strategic goals, client satisfaction, ESG and diversity. Details of stock options are provided in the annexure to the Board's report.

14.89 Cr

MD's Annual Compensation

5.72 lakhs

Median Employee Compensation

260.51

Ratio of MD Annual Compensation to Median Employee Compensation

Embedding Ethics and Integrity Across Our Business

We cultivate a culture of ethical leadership anchored in robust governance policies, behavioural standards, and responsible business principles. Our Code of Conduct sets clear expectations around integrity, fairness, transparency, and accountability for Directors, employees, and business associates, ensuring that our decisions consistently reflect our values and stakeholder commitments.

Our governance framework incorporates policies addressing anti-bribery and anti-corruption, conflict of interest management, insider trading compliance, and related party transaction governance. These frameworks guide responsible decision-making, strengthen regulatory compliance, and reinforce disciplined risk management across our operations.

GHCL maintains a strictly apolitical stance, making no contributions to political entities. Instead, we only make charitable donations to support sustainability, local charities and cultural or sporting events that are legal and ethical under local laws and practices and within the corporate governance framework of the organization.

We further strengthen ethical awareness through structured training programmes and extend responsible business practices across our value chain through supplier engagement and compliance expectations.

Our Whistleblower policy and Vigil Mechanism promote an open and transparent reporting culture by providing secure and confidential channels for employees and stakeholders to raise concerns. We maintain a strict non-retaliation policy and ensure independent investigation of reported matters, with oversight from the Audit & Compliance Committee to reinforce accountability and trust. Further details on the Whistle Blower Policy can be found in the Corporate Governance Report.

By embedding ethics and integrity into everyday decision-making, we strengthen stakeholder confidence and reinforce the foundation for sustainable and responsible growth.

ZERO

Breaches of the code of conduct recorded during the year

ZERO

Cases of bribery and corruption recorded during the year

ZERO

Complaints under the vigil mechanism or whistle blower policy

100%

Employees received training on Anti-corruption and Anti-Bribery

Policy positions and guidelines

At GHCL, our ethical framework is supported by a comprehensive set of governance and ESG-related policies that reinforce our commitment to integrity, transparency and sustainable business practices. These policies guide our conduct, ensure compliance with global standards and promote accountability across all stakeholder interactions.

Our policies are available in the public domain: https://ghcl.co.in/policies-and-code-of-conduct

Conflict of interest

GHCL upholds strict ethical standards and governance practices, as outlined in its Code of Conduct, particularly for Directors and Key Managerial Personnel. The Code aims to prevent conflicts of interest across areas such as external employment, cross board membership, personal investments, related party transactions and use of corporate opportunities. Key measures include prior Board approvals, restrictions on investments and employment of relatives and oversight of sensitive transactions like gifts and donations. The company enforces transparency through regular disclosures and has systems to monitor compliance. During the financial year, no conflict-of-interest breaches were identified, reaffirming GHCL's strong commitment to ethical conduct.

Integrated Annual Report 2025-26


G H C L Limited

Corporate Overview

Statutory Reports

Financial Statements

Tax Strategy

GHCL's Tax Strategy reflects an unwavering commitment to integrity, transparency and sound corporate governance. It outlines our approach to managing tax responsibilities and establishes the principles that guide tax-related decisions across the entire organization. This strategy is deeply embedded within our core value system, our enterprise risk management (ERM) framework and our internal compliance programs, including the Code of Business Conduct.

Approach to tax governance

GHCL has a strong Tax Governance Framework overseen by the Board of Directors and its Audit and Risk Management Committees, which regularly review significant tax issues, audits and litigations. A quarterly tax compliance certificate, internally and externally audited, is presented to the Board and committees. The Chief Financial Officer (CFO) is responsible for the Company's tax strategy, risk management and governance. A tax team, supported by external advisors, manages daily operations. Compliance is monitored through a tracking system with early warning mechanisms, ensuring timely updates to the Audit Committee.

Tax planning and risk management

GHCL's tax planning approach is rooted in legality, transparency and commercial purpose, avoiding aggressive strategies or the use of tax havens. Tax treatments are applied consistently, and significant matters are proactively discussed with tax authorities. The tax function provides strategic guidance, oversees filings, manages interactions with authorities and ensures accurate reporting, with support from internal audits for control and escalation. GHCL maintains open, transparent and cooperative relationships with tax authorities to address concerns promptly.

A summary of our consolidated tax disclosure is as below:

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Earnings before Tax (in € Cr)

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Reported Taxes (in € Cr)

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Effective Tax Rate (in %)

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Cash Taxes Paid (in € Cr)

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Cash Tax Rate (in %)

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Integrated Annual Report 2025-26


A

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

RISK MANAGEMENT: BUILDING RESILIENCE IN A DYNAMIC ENVIRONMENT

At GHCL, risk management is an integral part of how we plan, operate, and grow. It supports disciplined decision-making, strengthens organizational resilience, and enables sustainable value creation. Risk considerations are closely linked with strategy, operational execution, and capital allocation, helping us respond to uncertainty with clarity and confidence.

Our risk management framework is aligned with ISO 31000 and is designed to identify, assess, and manage evolving risks across the business environment.

This approach is supported by a structured risk governance framework that clearly defines oversight, accountability, and escalation mechanisms across the organization.

Risk Governance Framework and Oversight

Our Risk Governance Framework is structured around a four-tier model to ensure clear accountability, effective oversight, and timely escalation of material risks. Governance responsibility rests with the Board, supported by the Risk and Sustainability Committee for oversight, Management for implementation, and Site-level working groups for operational risk management and escalation.

GHCL follows a robust governance structure for effective risk oversight and management

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Provides overall oversight of the organization's risk management framework and approves risk appetite. Ensures key risks are identified, managed, and aligned with strategic objectives.

Committee Level-Governance

Oversees the effectiveness of risk management practices and monitors the overall risk profile. Reviews major risks and mitigation actions before escalation to the Board.

Management Level-Governance

Implements the risk management framework and ensures risks are properly identified, assessed, and controlled. Reports significant risks and incidents to the Committee.

Working Group

Identifies and manages operational risks at site level. Implements controls and escalates significant issues to Management.

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Approach to Risk Identification

At GHCL, we proactively assess risks and opportunities across our business landscape to support informed decision-making and organizational resilience. Our risk management approach encourages collaboration across functions, strengthens awareness of emerging risks, and aligns business objectives with our risk considerations.

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Risk Review and Exposure

We maintain a structured framework for continuous risk review and exposure assessment, embedding risk management into both strategic planning and day-to-day operations across the organization. Through defined accountability and ongoing monitoring, we evaluate the nature, likelihood, and potential impact of key risks to ensure timely mitigation and sustained business performance.

Risks are reviewed monthly by Management to track exposure levels and mitigation effectiveness. The Risk and Sustainability Committee conducts a comprehensive half-yearly assessment of enterprise-wide risk exposure and presents its findings to the Board, ensuring informed oversight and alignment with strategic priorities.

Risk Culture

At GHCL, we are committed to building a strong risk-aware culture across the organization. This is supported through structured training programmes, active leadership involvement, focused awareness initiatives, and practical simulations that help employees better understand and manage risks in their day-to-day roles.

Risk awareness is closely integrated into decision-making at all levels, ensuring that potential risks and opportunities are considered alongside business priorities. ESG considerations also form an important part of our risk framework, enabling us to address emerging challenges while supporting responsible and sustainable operations.

Risk Appetite

The Board provides overarching oversight of the Company's enterprise-wide risk management framework, setting the tone and culture for robust risk governance. It approves key risk policies and frameworks, while the Risk and Sustainability Committee supervises the implementation of the ERM framework, including risk policies, procedures, defined risk appetite, and ongoing monitoring mechanisms.

The Board-approved Risk Appetite Framework, aligned with global best practices, articulates the Company's risk-taking boundaries across strategic, financial, operational, cyber, and governance domains. It enables consistent and informed decision-making through clearly defined risk appetite statements, key risk indicators, and tolerance thresholds, which are periodically reviewed and reported to senior management and the Board Committees.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Linking Risk to Value Creation

Our risk profile is organized around five broad categories that reflect the key drivers of business performance and sustainability:

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Cost competitiveness

Raw material availability and volatility

Risk overview

GHCL's operations are significantly dependent on the uninterrupted and cost-effective supply of critical raw materials and fuels such as salt, limestone, coal, pet coke and ammonia. Volatility in pricing, quality, and availability, arising from geopolitical uncertainties, environmental regulations, and logistics constraints poses a risk to production continuity and cost control.

Risk Mitigation Strategy

  • Long-term security of supply: Establishing secure and cost-effective sourcing through long-term supply agreements for salt, limestone, coal, and ammonia.
  • New captive leases: Acquired Ajmera limestone to improve domestic limestone availability and continuous efforts are being made to augment more new leases. Further various operational improvements at plant resulted into reduction of nearly 5% total limestone usage
  • Supply chain diversification: Minimizing logistics risk and quality variability by optimizing port logistics and exploring alternative import geographies.

  • Sustainable raw material use: Enhance self-reliance through increased captive yield, use of by-products (e.g., ammonium carbonate),

  • Enhanced infrastructure and strategic partnerships: To mitigate impacts of unseasonal rain, created significant infrastructure improvements at our captive raw salt business operations in last 4 years which improved production potential.
Capitals Impacted Manufacturing capital Natural capital Financial capital Responsibility Managing Director and Procurement Head

Margin pressure – low-cost competition and oversupply

Risk overview

GHCL operates in a highly competitive market where oversupply and aggressive pricing by low-cost producers can erode margins and profitability. Rising input costs, inflationary pressure, and supply chain inefficiencies further intensify this challenge.

Risk Mitigation Strategy

  • Operational efficiency enhancement: Driving marginal improvements by optimizing consumption of fuel, steam, ammonia, limestone and CO₂.
  • Cost optimization initiatives: Rationalizing fixed overheads, including manpower restructuring and logistics efficiency.

  • Financial leverage & vendor terms: Strengthening negotiation with banks and vendors to lower interest and procurement costs.

Capitals Impacted Manufacturing capital Natural capital Financial capital Responsibility Plant Head

Financial cost and disciplined capital allocation

Risk overview

Rising interest rates, inflationary trends, and capital deployment inefficiencies pose significant risks to GHCL's financial health and long-term value creation. Unchecked financial costs can compress margins, while poor capital allocation may limit return on investments.

Risk Mitigation Strategy

  • Refinance high-cost debt: Proactively reducing interest burden by retiring high-cost loans and leveraging competitive banking options.
  • Optimize capital allocation: Prioritizing investments in projects with strong return profiles and tightly control capex disbursements.

  • Negotiate financial terms: Improving terms with banks and vendors to reduce fees, enhance liquidity, and preserve working capital efficiency.

Capitals Impacted Financial capital Responsibility CFO & Executive Director (Finance)

Currency fluctuation

Risk overview

GHCL faces significant exposure to currency volatility due to dependence on imported raw materials such as limestone, coal, and chemicals. Adverse forex movements can lead to increased procurement costs and impact margins.

Risk Mitigation Strategy

  • Geographic diversification of imports: Sourcing raw materials like limestone from multiple countries to minimize currency and geopolitical dependency.
  • Active forex risk management: Hedging exposures and maintaining forward cover to manage short-term currency volatility.

  • Build inventory buffers: Maintaining critical raw material stock to offset currency swings and avoid emergency high-cost purchases.

Capitals Impacted Financial capital Responsibility CFO & Executive Director (Finance)

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Sustainability

Social licence to operate

Risk overview

GHCL's ability to operate sustainably and expand its presence depends on maintaining trust and goodwill with local communities, regulatory bodies, and other stakeholders. Failure to address community concerns or deliver inclusive growth may result in reputational damage, project delays, or operational disruption.

Risk Mitigation Strategy

  • Community-centric CSR initiatives: Designing long-term programs focused on livelihoods, health, and education to build community trust and relevance.
  • Alignment with global frameworks: Ensure CSR projects align with the UN

Sustainable Development Goals (SDGs) and address local development needs.

  • Transparent stakeholder engagement: Strengthen communication and grievance redressal mechanisms to foster inclusion and early issue resolution.

Capitals Impacted

Social and relationship capital

Responsibility

CSR Committee

EHS Performance

Risk overview

Ensuring robust Environment, Health, and Safety (EHS) performance is critical to GHCL's operational continuity, legal compliance, and stakeholder confidence. Inadequate safety protocols or environmental lapses can lead to regulatory penalties, accidents, or reputational damage.

Risk Mitigation Strategy

  • Strengthen safety culture and governance: Embarked cultural transformation and risk management journey through 'Sumit' to instil safety as the top priority across all levels including contract workers. Dedicated safety committees are formed to ensure comprehensive focus on all aspects.
  • Environmental compliance and certifications: Monthly monitoring

of environmental compliance and ensuring alignment with international EHS standards towards water conservation, energy consumption reduction and green building

  • Proactive infrastructure and monitoring: Upgrade critical systems related to cooling, waste, and water to reduce incident risk and environmental impact.

Capitals Impacted

Social and relationship capital

Natural capital

Human capital

Responsibility

Plant Head

Succession planning-right people at right place

Risk overview

GHCL recognizes that an inadequate succession pipeline or the absence of future-ready leadership can hinder long-term performance, organizational continuity, and cultural alignment. The risk intensifies with changing business models, digital transformation, and an evolving external talent landscape.

Risk Mitigation Strategy

  • Identify critical roles across the organization: Building a succession pipeline by mapping leadership roles that are vital to business continuity and growth.
  • Implement structured talent assessment frameworks: Using standardized tools and leadership

models to evaluate readiness and future potential of key individuals.

  • Invest in leadership development programs: Partnering with premier institutions to design development journeys that bridge skill and capability gaps.

Capitals Impacted

Human capital

Responsibility

Managing Director and HR with NRC Committee

Climate change and natural calamity

Risk overview

GHCL faces increasing exposure to climate-related risks including extreme weather events, rising temperatures, and water scarcity, all of which can disrupt operations, impact raw material availability, and increase regulatory compliance burdens.

Risk Mitigation Strategy

  • Implement a decarbonization roadmap: Developing a structured long-term goal for GHG reduction, renewable energy use, and energy efficiency focused at steam consumption reduction and higher RBC production.
  • Invest in climate-resilient infrastructure: Strengthen physical infrastructure to mitigate disruptions from extreme weather and water stress such as mangrove plantations

  • Conduct Third-Party Climate Risk Assessments: Partner with external experts to assess vulnerabilities and align with emerging climate regulations.

  • Achieved scope 3 GHG emission reduction: Reduced emissions across value chain through utilization of EV trucks and CNG fleet, increase in RO-RO (Roll on/Roll off) usage, truck on train transportation and operating higher capacity fleets

Capitals Impacted

Manufacturing capital

Natural capital

Financial capital

Responsibility

Managing Director and Plant Head with Risk & Sustainability Committee

Regulatory and policy landscape

Governance, compliance and regulatory changes

Risk overview

GHCL operates in a dynamic regulatory landscape where evolving governance norms, sustainability disclosures, and compliance requirements pose ongoing challenges. Inadequate alignment with these expectations can lead to reputational risk, legal exposure, and stakeholder disengagement.

Risk Mitigation Strategy

  • Align with leading ESG frameworks: GHCL continues to set industry benchmarks for transparency, earning consistent praise from monitoring agencies for its best-in-class disclosure practices. Reflecting this commitment to excellence, the company's SES Governance Score

  • Strengthen board and policy disclosures: Enhancing transparency, independence, and accountability in governance structures and corporate policies.

  • Improve compliance tracking systems: Institutionalizing systems to proactively monitor legal, regulatory, and stakeholder-driven compliance requirements.

Capitals Impacted

Social and relationship capital

Responsibility

Vice President Sustainability & Company Secretary with Managing Director, CFO & EDI Finance) and Audit & Compliance Committee

Integrated Annual Report 2025-26


GHC

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Ethical business practices

Risk overview

Maintaining high standards of ethics and integrity is critical to GHCL's reputation, stakeholder trust, and long-term sustainability. Any lapse in ethical conduct, whether internal or across the value chain, can lead to regulatory action, reputational damage, and financial penalties.

Risk Mitigation Strategy

  • Institutionalize a zero-tolerance culture: Embedding ethics and compliance towards anti-corruption and prevention of sexual harassment practices as non-negotiable values across all levels of the organization.
  • Standardize ethical conduct policies: Maintaining and regularly update

Code of Conduct, anti-corruption, anti-harassment, and whistleblower policies.

  • Integrate ethics into people processes: Aligning ethics with onboarding, training, leadership development, and supplier assessment mechanisms.
Capitals Impacted Social and relationship capital Responsibility Managing Director with Board

Cybersecurity

Risk overview

With increasing digitalization of operations and growing reliance on interconnected systems, GHCL faces cybersecurity risk including data breaches, ransomware attacks, and system downtime. Any compromise in information security could lead to financial loss, regulatory penalties, and reputational damage.

Risk Mitigation Strategy

  • Implement robust technical safeguards: Deploying advanced security infrastructure including firewalls, antivirus, SIEM, and endpoint protection to guard against cyber threats.
  • Cybersecurity infrastructure: Security Operation Centre (SOC) contract given to pro-active 24x7 monitoring of critical IT infrastructure and data

  • Leveraging industry expertise: Appointed a renowned consultant for Cyber security posture assessment and Vulnerability Assessment and Penetration Testing (VAPT) and providing roadmap.

  • Enhance user awareness and policy compliance: Training employees on IT security practices, data protection policies, and emerging cyber risks.
Capitals Impacted Intellectual capital Responsibility CFO & ED (Finance) with IT Head

Business Growth and Innovation

Digitization / Automation

Risk overview

As GHCL advances its digital transformation journey, the risk lies in delayed adoption, fragmented systems, or ineffective automation, which can lead to operational inefficiencies, higher costs, and cybersecurity risks.

Risk Mitigation Strategy

  • Drive end-to-end process automation: Implementing automation across logistics, production, and HR systems to reduce manual intervention and improve efficiency.

  • Integrate enterprise-level digital platforms: Adopting centralized systems to streamline data flow, enable analytics, and ensure business continuity.

Capitals Impacted Intellectual capital Responsibility CFO & ED(Finance) with IT Head

Capex & non-capex growth

Risk overview

GHCL's long-term competitiveness and market leadership depend on its ability to execute capital and non-capital growth projects efficiently and in alignment with strategic priorities. Delays, cost overruns, or investments in sub-optimal projects can lead to underutilized assets, margin pressure, and reduced return on investment.

Risk Mitigation Strategy

  • Prioritize high-return investments: Focusing capital allocation on projects that deliver strong returns, energy savings, and long-term efficiency improvements.
  • Strengthen project evaluation and execution framework: Conducting thorough cost-benefit analyses and ensure tight monitoring of project timelines and budgets.
  • Integrate digital solutions for growth: Leveraging automation and smart technologies to unlock non-capex operational gains.
Capitals Impacted Manufacturing capital Intellectual capital Financial capital Responsibility Managing Director with CFO & ED(Finance)

New product and process enhancement

Risk overview

GHCL's ability to stay competitive and meet evolving customer expectations depends on continuous product innovation and process efficiency. A lack of investment in R&D, delayed innovation cycles, or failure to scale new processes can lead to operational inefficiencies, higher costs, and loss of market share.

Risk Mitigation Strategy

  • Strengthen R&D and Process Innovation: Continuously investing in process upgrades and product refinement to improve efficiency and cost competitiveness.
  • Leverage by-products and alternative Inputs: Exploring sustainable substitutes to reduce raw material dependency and enhance product quality.
  • Implement quality-driven modifications: Upgrading core systems

(e.g. filters, towers) to increase yield and reduce rework or wastage.

  • Scaling product basket: GHCL is expanding its product portfolio with the commissioning of the Vacuum Salt plant and Bromine Project
  • Business Growth through M & A approach: Evaluate opportunities and undertake feasibility studies on an ongoing basis
Capitals Impacted Intellectual capital Responsibility Managing Director, CFO & ED(Finance) with Plant head

Superior customer serviceability

Risk overview

In today's competitive market landscape, GHCL's ability to retain and grow its customer base depends on consistently delivering quality, timely, and responsive service. Any disruption in supply chain, product quality issues, or lack of real-time service visibility can impact customer satisfaction, loyalty, and revenue.

Risk Mitigation Strategy

  • Digitize supply chain and logistics operations: Implementing automation and real-time tracking to improve delivery accuracy and responsiveness.
  • Cost effective supply chain: Multiple modes of transport have been established to ensure delivery in 24 hours
  • Enhance customer experience through packaging & CRM: Upgrade packaging solutions and strengthen customer relationship management tools.

  • Focus on institutional customer development: Customize offerings and service frameworks for large institutional clients to ensure long-term retention.

  • Customer satisfaction: Undertakes regular customer satisfaction surveys
Capitals Impacted Financial capital Social and relationship capital Responsibility Managing Director with Marketing Head

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42

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Emerging risks

Changing economic and geopolitical conditions leading to supply chain volatility

Risk overview

Global ocean freight volatility and supply chain fluctuations may increase cycle times in meeting customer demand, leading to challenges in long-term freight rate visibility and potential revenue loss. Geopolitical tensions, such as war and civil unrest in certain regions, could further impact our export sales.

Risk Mitigation Strategy

We are identifying stocking options to reduce cycle time and monitor freight rates, ensuring the sales team stays informed. Diversifying our customer base will help mitigate the risk of demand drops in specific regions.

Capitals Impacted Financial capital
Responsibility Managing Director with Procurement Head and Marketing Head
--- ---

Carbon tax on chemical products

Risk overview

The EU is expected to introduce a carbon tax on chemical products in 3 to 5 years, potentially impacting our margins in line with existing rates for other sectors.

Risk Mitigation Strategy

GHCL will continuously monitor foreign trade policy and utilize free trade agreements. Additionally, we are collaborating with our business partners to increase the visibility of our carbon footprint throughout the supply chain.

Capitals Impacted Financial capital Natural capital
Responsibility Managing Director with Plant Head
--- ---

CAPITAL ALLOCATION & INTEGRATED THINKING

At GHCL, the way we allocate capital plays a critical role in delivering sustained value and supporting long-term growth. Our decisions are guided by a well-defined value creation framework that goes beyond financial outcomes to also consider environmental, social, and governance priorities.

We incorporate the principles of the six capitals i.e. financial, manufactured, human, social & relationship, intellectual, and natural, into our planning and decision-making processes.

Integrated thinking is an integral part of how we evaluate and allocate resources. It enables us to strengthen operational resilience, improve capital efficiency, and create balanced value across the short, medium, and long term.

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GHCL Limited

Corporate Operation

Statutory Reports

Financial Statements

Financial Capital

img-59.jpeg

img-60.jpeg

Strengthening Foundations. Powering Sustainable Progress

‘यत्र धनो यत्र धान्यं, यत्र ज्ञानं तथैंय च।
तत्र सर्वे सुखा: सन्ति, निधेनं नास्ति कक्षन॥’

Taking inspiration from the above ancient verse, which stresses on the inter-connectiveness of various forms of capital, we believe that true happiness can be achieved when wealth, abundance in resources, and wisdom coexist.

At GHCL, we embody this philosophy by integrating economic progress with sustainability and knowledge-driven innovation, ensuring long term value for all stakeholders and contributing to a more prosperous, balanced, and sustainable future.

Key Highlights

₹3,144 Cr ₹479 Cr ₹3,552 Cr ₹769 Cr
Total Revenue Profit after tax continuing operations Net Worth (Equity) EBITDA
0.018 ₹590 Cr 16.86 % 13.42 %
Debt to Equity Ratio Cash Profit Return on Capital Employed Return on Equity

Our Financial Strategy- Key Focus Areas

We continue to focus our strategy on deploying capital where it creates enduring value. We balance investments across capacity expansion, cost optimization, and ESG-led transformation, reinforcing GHCL's resilience and readiness for the future.

Our objective to drive long-term sustainable growth supported by strong financial outcomes remains pivotal to our strategy. Revenue streams are not limited to our core operations but also stem from prudent asset utilization and investments that add lasting value.

We have channelled resources into strategic priorities, notably expanding Soda Ash production capacity, while

preparing for the launch of our Vacuum Salt and Bromine projects in FY 2026-27.

Our financial strategy goes beyond operational efficiency. By investing in digital transformation, research and development, employee engagement, and process innovation, we are strengthening cost competitiveness, improving margins, and building a more adaptive organization.

GHCL Financial Snapshots

img-61.jpeg
Revenue

img-62.jpeg
Net Worth

img-63.jpeg
Net Debt

img-64.jpeg
Inventory Turnover Ratio

img-65.jpeg
Market Capitalization

img-66.jpeg
Operating cashflow

Integrated Annual Report 2025-26


CROSS

Corporate Operations

Statutory Reports

Financial Statements

CRISIL Rating status

AA-
FY23-24

AA-
FY24-25

AA-
FY25-26

Economic Value Generation and Distribution

At GHCL, our financial capital strategy is rooted in a clear vision — to create economic value while ensuring its fair and transparent distribution. This approach goes beyond conventional financial dealings, serving instead as a catalyst for organizational advancement and broader societal impact. It reflects our conviction that genuine business success must be intertwined with the growth of the communities, ecosystems, and economies where we operate.

Direct Economic Value Distribution

img-67.jpeg
Operating cost

img-68.jpeg
Employee wages and benefits

img-69.jpeg
Payment to shareholders in the form of Dividends and buyback

img-70.jpeg
Payment to Government by way of direct tax

img-71.jpeg
CSR Initiatives

img-72.jpeg
*Net of dividend paid on treasury shares of ₹ 0.56 Cr acquired by GHCL Employee Stock Option Trust

Integrated Annual Report 2025-26


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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Manufacturing Capital

img-73.jpeg

Strengthening Foundations. Powering Sustainable Progress

“उद्यमेन हि सिद्धप्रति कार्याणि न मनोरमै:। न हि सुमस्थ मिहस्य प्रविशति मुखे मृगा:।।

img-74.jpeg

Manufacturing excellence is built on relentless effort, precision, and disciplined execution

Anchored in the spirit of the above verse, we view Manufacturing Capital not merely as investment in assets, but as a catalyst for innovation and operational excellence—strengthening long-term value creation.

At GHCL, Manufacturing Capital extends beyond physical assets—it reflects our commitment to precision engineering, safety, efficiency, and responsible production. Our

integrated manufacturing facilities, supported by utilities and supply chain infrastructure form the foundation of our competitiveness.

We continued to strategically deploy capital towards modernization, debottlenecking, automation, and energy optimization—ensuring resilient operations, improved cost leadership, and sustainable value delivery to all stakeholders.

Key SDGs

img-75.jpeg

Material Topics

  • Sustainable products and packaging
  • Process improvement and innovation

Key Highlights

5

Operating Locations India

1.2 Million MTPA

Soda Ash Production Capacity

30,000 MTPA

Salt Production Capacity

₹ 79.49 Cr

Capex Expenditure

Delivering Top-Quality Products Through Integrated Excellence

Our production facilities in Gujarat and Tamil Nadu form the foundation of our manufacturing capabilities. These facilities are designed to meet the highest quality standards and ensure consistent performance, reliable output, and operational stability.

While production remains central, our captive mining operations in Gujarat for lignite and limestone extraction, and dedicated salt fields support a significant portion of our raw material needs. This integrated model strengthens supply chain security, enhances cost effectiveness, and reduces operational uncertainties.

Further, through long-standing sourcing partnerships for key inputs such as anthracite, coal, and limestone we build self-reliance. This balanced combination of captive resources and reliable procurement enables us to operate with confidence—even in volatile market conditions.

Our competitive strength rests on:

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Soda Ash Operations Overview

As one of India's leading soda ash manufacturers, GHCL operates its flagship facility at Sutrapada, Gujarat, with an annual production capacity of 1.2 million MTPA. The plant plays a pivotal role in serving domestic demand and also catering to export markets.

India's soda ash market continues to benefit from structural growth drivers, including expansion in glass manufacturing (including solar glass), detergents, infrastructure development, and emerging applications linked to EV batteries and sustainability trends. With a strong domestic presence, GHCL remains well positioned to participate in this long-term growth trajectory.

img-77.jpeg

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GHCL Limited

Corporate Operations

Statutory Reports

Financial Statements

We continue to invest in process modernization and capacity strengthening reinforcing our readiness for the next phase of growth.

Integrated Bromine Plant: Advancing Value Addition Through Circular Manufacturing

The Opportunity

As part of our value-add strategy, we will leverage existing infrastructure and operational synergies to establish an Integrated Bromine Plant with a capacity of 2,800 MT P.A. at our captive salt field in Port Victor, Rajula.

The Integrated Model

Bromine, a naturally occurring mineral found in seawater, will be extracted through an integrated process within our captive salt operations. The plant will utilize the same seawater that supports solar salt production. Following bromine extraction, the de-brominated seawater will be returned to the salt pans, ensuring optimal resource utilization and alignment with circular manufacturing principles.

This integrated salt–bromine model will reflect global best practices in efficient resource management and is expected to be the first of its kind in the Saurashtra region.

Technology & Smart Manufacturing

The plant will incorporate advanced process technologies and automation systems, including:

  • Advanced bromine extraction and purification
  • State-of-the-art automation and Distributed Control Systems (DCS)
  • Advanced scrubbers, gas detection systems, and online analyzers

Designed as a smart manufacturing facility, the plant will integrate automation, process control, and digital monitoring to ensure consistent, safe, and efficient operations.

Strategic & Regional Impact

Strategically located near Pipavav Port and key industrial clusters, the facility will efficiently serve both domestic and export markets. In addition to strengthening value-added product capabilities, the project is expected to generate employment for nearly 100 skilled and semi-skilled personnel, contributing to regional economic development.

Through this initiative, we will reinforce our commitment to responsible manufacturing, operational efficiency, and resource circularity.

Operational innovation and modernization

Despite softness in global soda ash pricing and supply-side pressures during the year, our cost optimization initiatives and agility enabled us to sustain margins and maintain stable performance. Building on this strong operational foundation, we continue to strengthen process integration and expand our product portfolio through targeted capability additions. The commissioning of our Vacuum Salt facility during the year reflects this focus on modernization, efficiency enhancement, and value-added growth.

Vacuum Salt Operations: Enhancing Process Efficiency and Integration

The Opportunity

As part of our strategy to expand into value-added salt segments, GHCL is in the process of commissioning its Vacuum Salt facility for the upcoming financial year. The initiative shall strengthen product diversification while enhancing thermal efficiency, sodium recovery, and overall process integration.

The Initiative

The Vacuum Salt plant operates on a multi-effect evaporation and crystallization system designed to optimize heat utilization and resource efficiency. Steam generated from waste brine is recovered and redeployed across evaporation stages, reducing dependence on fresh steam. Controlled supersaturation enhances sodium crystallization efficiency, while calibrated purge management maintains impurity balance without compromising product quality.

An integrated solids handling system — comprising centrifugation, fluidized bed drying, and controlled additive dosing — ensures consistent moisture levels, particle size uniformity, and high product purity.

The Impact

  • Reduced specific steam consumption through heat recovery
  • Improved sodium recovery and production yield
  • Enhanced product consistency and quality
  • Strengthened overall process efficiency

The Vacuum Salt project reflects our continued focus on modernization, operational efficiency, and portfolio expansion, reinforcing long-term competitiveness and sustainable value creation.

Empowering People to Deliver Quality

Manufacturing excellence is not driven by infrastructure alone—it is powered by people. At GHCL, we embed quality ownership across all levels of operations. Our workforce plays a central role in maintaining process discipline, operational safety, and product consistency.

These initiatives align with our broader social sustainability objectives by:

  • Encouraging safe work practices and minimizing operational risks
  • Boosting employee engagement and skill development
  • Supporting decent work and economic growth through capability enhancement

Through structured training programs, operational reviews, and continuous improvement forums, we foster a culture where accountability and excellence are part of everyday operations.

Quality is not a checkpoint at the end of production—it is built into the process at every stage.

Mining Operations: Securing Resource Resilience

Our captive lignite and limestone mines, along with dedicated salt fields, form a critical foundation of GHCL’s integrated manufacturing model. Their proximity to our production facilities reduces logistical complexity, strengthens raw material security, and enhances cost efficiency.

Responsible mining at GHCL extends well beyond regulatory compliance. It is a strategic priority that supports the long-term sustainability of our operations and the well-being of surrounding communities.

Our approach to responsible mining is anchored in:

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Through advanced technologies, data-driven exploration, and disciplined operational practices, we maintain transparency, ecological stewardship, and accountability across all stages of mining—from exploration to rehabilitation.

Biodiversity and Ecological Restoration

We adopt an integrated approach to ecological restoration across our mining sites. This includes promoting native plant species through ecoparks and restoring vegetation in rehabilitated areas.

Circularity principles are embedded into our operations by reusing and recycling materials generated from soda ash processes and mining activities wherever feasible. These initiatives help reduce environmental footprint while enhancing ecological balance.

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Water Stewardship

Excavated mining pits have been converted into rainwater reservoirs with an annual storage capacity of approximately 1.42 million KL and the harvested water is reused for dust suppression and air quality management within the mining lease area.


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Operational Eco-Efficiency

We enhance the energy efficiency of our mining operations through cleaner energy and improved material management. Key measures include:

  • A captive 3 kVA solar plant at Bhimdeol Limestone Mine supporting renewable energy use.

  • Deployment of electric vehicles (five two-wheelers and one four-wheeler) to reduce diesel consumption

  • Use of an MB Crusher at Kadaya stockyard to improve material handling and ensure consistent plant feed.

Our efforts are testified by the mine ratings received by our mines:

4 star rating

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Dhamanva-Gabha Limestone Mine

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Bhimdeol Limestone Mine

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Khadsaliya Lignite Mine

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Harnaa Limestone Mine

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Nakhada Limestone Mine

3 star rating

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Kadaya Limestone Mine

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Bhanduri Limestone Mine

*We have applied for 5 star rating for Bhimdeol Limestone Mine and Khadsaliya Lignite Mine.

Recognized for Excellence in Sustainable and Safe Mining

The Achievement

GHCL's mining operations received multiple industry recognitions during the year, underscoring our commitment to environmental stewardship and operational safety.

Environmental & Mineral Conservation Excellence

At the 32nd Mines Environment & Mineral Conservation (MEMC) Week 2024-25, organized by the Indian Bureau of Mines, GHCL's Limestone Mines secured 10 awards for excellence in environmental management and mineral conservation practices.

Safety & Operational Discipline

The Khadsaliya Lignite Mine further strengthened its safety credentials by winning 11 awards at the $26^{\text{th}}$ Gujarat Lignite Mines Safety & Swachhata Week 2024-25, recognizing high standards in safety performance, workplace cleanliness, and operational discipline.

The Significance

These recognitions validate our structured mining framework, reinforce our "Zero Harm" philosophy, and reflect our sustained commitment to responsible, compliant, and environmentally conscious mining operations.

Quality Excellence Driving ESG Outcomes

Quality systems are not limited to product standards—they are integral to sustainable manufacturing. By integrating people, processes, and digital systems, we ensure that operational excellence translates into measurable environmental, social, and governance benefits.

Mapping Quality Initiatives to ESG Benefits

Quality Initiative ESG Dimension Benefit / Impact
Statistical Process Control (SPC), Six Sigma Environment Reduces material loss and energy use; improves process stability
Harmonised Lab Processes & Advanced Equipment Environment Minimizes chemical waste; enhances analytical accuracy
Workforce Training Social Strengthens safety culture and technical capability
Gemba Walks & Quality Dialogues Social Enhances accountability and operational discipline
ERP Platform Integration Governance Ensures traceability, compliance, and data integrity
Digital Quality Records Environment Reduces paper use; improves transparency
EPR Compliance Environment Ensures lifecycle accountability and regulatory compliance

Institutionalised Management Systems

Our management systems are anchored in globally recognized standards that embed quality, safety, and environmental discipline across our operations. These certifications institutionalise structured processes, continuous monitoring, and accountability at every level.

Key certifications include:

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ISO 14001:2015
Environmental Management

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ISO 22000:2018
Food Safety Management System

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OH&S Management System

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HALAL Certificate

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ISO 45001:2018
Quality Management System

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Free Star Rating by British Safety Council

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ISO 50001:2018
Energy Management System

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Great Place to Work
Great place to work

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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Intellectual Capital

img-0.jpeg

Knowledge That Drives Operational Excellence

“न हि ज्ञानेन सद्भ्यम पवित्रामिह विद्यते”

There is nothing more powerful than knowledge.

Taking inspiration from the above verse, we view intellectual capital as the invisible force that strengthens execution, sharpens decision-making, and sustains long-term competitiveness.

Intellectual capital at GHCL resides in our technical expertise, digital integration, structured innovation frameworks, and disciplined problem-solving culture. It enables us to optimize processes, enhance efficiency, strengthen quality systems, and drive sustainable growth.

Our transformation journey is powered by people-led intelligence, data-driven decision-making, and agile systems that systematically convert knowledge into measurable performance outcomes.

img-1.jpeg

Material Topics

  • Process improvement and innovation

Key Highlights

LCA conducted for

~93%

of product volume

Zero

Incident of information

security breach

625

Kalzens

At GHCL, innovation is embedded as a structured people-driven capability that strengthens intellectual capital and supports long-term value creation. In a dynamic and competitive environment, continuous improvement remains central to enhancing operational excellence, optimizing costs, and improving quality and productivity.

Our approach to innovation is rooted in active employee participation through Kaizen initiatives and a structured Incarnation framework that helps translate ideas into measurable business outcomes.

We continue to promote an environment where employees are encouraged to think creatively, test ideas responsibly, and scale successful initiatives across operations. This collective effort enables us to convert knowledge and experience into tangible results, strengthening efficiency, competitiveness, and long-term organizational capability.

Kaizen - Culture of Continuous Improvement

As a core pillar of our innovation ecosystem, Kaizen reinforces a culture of disciplined and continuous improvement across all functions. Through systematically converting frontline insights into standardized best practices, Kaizen strengthens our intellectual capital and embeds problem-solving capabilities across the organization. It fosters cross-functional collaboration, accelerates learning cycles, and institutionalizes knowledge for sustained impact. Beyond delivering measurable financial savings, these initiatives enhance process stability and build long-term operational resilience.

Recovering Value through Kaizen in Salt Operations

Challenge

Across operations, recurring issues such as material losses during monsoon, equipment downtime, high-cost specialised components, and process inefficiencies were impacting productivity and cost performance. These challenges required practical, low-cost, and scalable solutions driven by internal expertise.

Kaizen Interventions

Cross-functional teams implemented targeted Kaizen initiatives, including:

  • Installation of collection pits in the Salt storage area to recover dissolved salt and saline water during monsoon
  • Modification of die segment material in the Briquette plant to eliminate jamming and improve operational stability
  • Replacement of specialised level transmitters with standard D.P. type transmitters to reduce inventory cost and improve maintainability
  • In-house redesign of belt filter cloth tracking assembly to minimize downtime and plant disturbance

Impact Created

र51.5 lakh

annual savings from salt and water recovery

र4.65 lakh

cost reduction per die set in the Briquette plant

र2.51 lakh

cost benefit per transmitter replacement

  • Reduction in equipment downtime and improved plant stability
  • Improved resource efficiency and reduced special inventory dependency

Value Creation Linkage

These initiatives institutionalise employee-led innovation, enhance process reliability, and optimize costs. By converting operational insights into standardised improvements, GHCL drives sustained efficiency and measurable financial and operational impact.

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Corporate Overview

Statutory Reports

Financial Statements

Incarnation – Structured Innovation in Action

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Complementing Kaizen-led incremental improvements, Incarnation serves as GHCL's structured platform for advancing high-impact, scalable innovation. It provides a disciplined pathway that transforms employee ideas into strategic solutions, ensuring that creativity is evaluated rigorously and translated into measurable business value.

The framework operates through three integrated stages:

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GHCL TEA

Think, Experiment & Adopt

A year-round idea platform that empowers employees to generate innovative concepts, pilot solutions, and integrate successful initiatives into operations.

img-4.jpeg
Journey of Operational Excellence in Lime Kiln

SIR Day

Strategy, Innovation & Research

Ideas are assessed by a designated jury against defined criteria including strategic relevance, cost-effectiveness, operational efficiency, and resource optimization. High-potential initiatives are shortlisted for leadership review.

Incarnation

The Leadership Showcase

Shortlisted ideas are presented to the Senior Leadership Team, with a focus on enhancing efficiency, strengthening quality, optimizing costs, improving process performance, and unlocking value from waste. Select initiatives are recognized and accelerated for implementation.

The Incarnation 2025 event, held on 18th–19th December, saw 15 innovative ideas presented. Among these, four ideas stood out and were awarded top positions:

1st

Winning Idea

img-5.jpeg
Weight Variation Control in 50 KG Bags through Six Sigma Technique

3rd

Performer (Tie)

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Improvement of Limestone Feeding

img-7.jpeg
Optimization and Saving of Water & Chemicals in Water Treatment DM Plant

All ideas were reviewed and addressed by the Senior Leadership Team, and feasible suggestions have been implemented, resulting in process improvements, cost savings, and enhanced operational efficiency. Other participants were recognized with Innovator Awards, reinforcing motivation and engagement in GHCL's culture of innovation.

Through Incarnation, GHCL reinforces a culture where innovation is structured, merit-based, and outcome-driven—

converting collective intelligence into sustained competitive advantage and strengthening our intellectual capital.

The true strength of our innovation ecosystem lies in its measurable impact across core business priorities. Beyond idea generation and recognition, our focus is on translating innovation into operational excellence and sustainable value creation. This commitment is reflected in targeted advancements in process and energy efficiency, lifecycle impact assessment, and digital enablement—areas that collectively enhance performance, reduce environmental footprint, and future-proof our operations.

Product Innovation Anchored in Lifecycle Thinking

Our product innovation approach is guided by lifecycle thinking, integrating environmental considerations across all stages of product development. From material selection to manufacturing, distribution, product use, and end-of-life management, environmental criteria are considered to reduce impacts while maintaining product quality and performance. This approach supports responsible resource use, operational efficiency, and continuous improvement in product sustainability.

Key environmental considerations integrated into product development include:

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Raw Material Selection

Preference for responsibly sourced materials with lower environmental impact and reduced hazardous content.

img-9.jpeg

Manufacturing & Operations

Efforts to improve production efficiency while minimizing emissions, waste, energy and water use.

Distribution & Logistics

Optimizing packaging and transportation (EV integration) to improve logistics efficiency and reduce material use.

Product Use Phase

Designing products for efficient use of resources at customer operations.

End-of-Life Management

We consider recycling, recovery, and responsible disposal to support circular resource use.

Systematic focus on these priorities helps us enhance product reliability, strengthen regulatory compliance, and reduce our environmental footprint, while also contributing to the development of sustainable intellectual property.

Our structured R&D initiatives, along with ongoing process optimisation and sustainability assessments, support continuous improvements in product performance, operational efficiency, and resource utilization. These efforts enable us to refine existing processes while identifying opportunities for meaningful enhancements.

A lifecycle-oriented approach further strengthens our decision-making. The application of Life Cycle Assessment (LCA) methodologies allows us to evaluate environmental impacts across the entire product lifecycle and supports more informed choices in product development and sustainability initiatives.

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Corporate Overview

Statutory Reports

Financial Statements

Life Cycle Assessment of Soda ash

At GHCL, we apply comprehensive Life Cycle Assessment (LCA) to evaluate the environmental impacts of our key products—Light Soda Ash, Dense Soda Ash, and Sodium Bicarbonate—across their entire value chain. Our LCA studies follow globally recognized ISO 14040 and ISO 14044 standards, ensuring a robust and transparent methodology for assessing environmental performance.

LCA conducted for

~93%

of product volume.

The assessment adopts a Cradle-to-Gate approach, evaluating impacts from raw material extraction through manufacturing and product dispatch. This enables the identification of environmental hotspots and supports data-driven decisions for improving resource efficiency and reducing emissions across operations.

The study was conducted using SimaPro 9.4.3 LCA software and the ReCiPe impact assessment methodology, which evaluates environmental performance across 18 midpoint and 3 endpoint indicators. These indicators help quantify potential environmental impacts and provide a comprehensive view of product sustainability across the lifecycle.

Environmental Impact Categories Assessed

The LCA evaluates a range of environmental impact categories to provide a comprehensive understanding of product-level environmental performance.

Impact Categories
Resource Use Ecological Consequences Human Health
Fossil Resource Scarcity Acidification Human toxicity
Mineral Resource Scarcity Dust & particulate matter Ionizing radiation
Land Use Ecotoxicity
Water Depletion Eutrophication
Global Warming
Ozone Depletion

Key LCA Result - Carbon Footprint

As part of the lifecycle assessment, the carbon footprint (Global Warming Potential) of GHCL's key products has been quantified under a cradle-to-gate boundary.

1.86 kg CO₂e/kg

Light Soda Ash (Carbon Footprint)

2.58 kg CO₂e/kg

Sodium Bicarbonate

(Carbon Footprint)

1.91 kg CO₂e/kg

Dense Soda Ash (Carbon Footprint)

Further insights from these assessments help identify environmental hotspots and support informed decision-making for process improvements, product development, and broader sustainability initiatives across GHCL's operations.

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Through a structured combination of advanced technologies, digital tools, and continuous improvement initiatives, we are streamlining operations to deliver greater value with lower input intensity.

We have identified significant growth opportunities at Sutrapada and through the Greenfield Soda Ash project in Kutch, which has received environmental clearance. These expansions incorporate modern, energy-efficient technologies aligned with our long-term sustainability objectives.

By embedding engineering discipline into both operations and expansion planning, we strengthen the foundation of GHCL's competitive advantage.

Applying Technical Insight to Enhance Salt Productivity and Resilience

The Challenge

Salt yield is highly dependent on brine concentration and climatic conditions. Seawater brine typically provides 3–3.5° Baumé concentration (measurement of proportion of Sodium Chloride in water), while subsoil brine offers significantly higher concentrations of 7–10° Baumé—nearly doubling productivity. Additionally, salt operations are exposed to rainfall, flooding, and cyclone risks.

The Technical Intervention

Based on geological evaluation and process analysis, GHCL commissioned approximately 200 borewells at Port Victor and Bherai to extract higher-concentration subsoil brine.

Further, outer and internal earthen bunds were structurally strengthened using quarry waste material to mitigate flooding risks and protect concentrated brine reserves.

The Impact

  • Improved brine concentration and process efficiency
  • Enhanced salt yield and production economics
  • Reduced vulnerability to extreme weather events
  • Greater operational preparedness at the start of the production season

While salt production remains influenced by natural conditions, the application of technical expertise and engineering discipline significantly enhances resilience and long-term efficiency.

Digital Integration for Manufacturing Excellence

Technology serves as a critical enabler of operational stability and performance across our manufacturing operations. We continue to strengthen plant capabilities through a secure, scalable, and data-driven digital ecosystem that enhances both workforce enablement and manufacturing efficiency. Some of our key technology inclusions are as follows:

Robust Infrastructure

We maintain a secure, high-availability data environment that supports mission-critical systems while advancing cloud readiness for scalable operations.

IoT and IT/OT Integration

We monitor plant operations through PLC and SCADA systems, integrating real-time production data and Energy Management Systems to enhance efficiency and operational transparency.

Advanced IT Applications

We utilize SAP S/HANA to enable real-time data capture, integrated workflows, and analytics-driven decision-making across core business processes.

ESG Data Management Tool

We leverage dedicated ESG platforms to collect, validate, and manage sustainability data, enabling accurate tracking and transparent reporting of ESG performance.

Artificial Intelligence

We deploy AI and Generative AI tools to optimize processes, improve productivity, and enable predictive, data-led insights across functions.

Compliance Software

We use digital compliance tools to monitor regulatory requirements, track obligations, and support timely and consistent regulatory reporting.

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Information Security Management

As a responsible organization, we maintain a robust cybersecurity framework to safeguard digital assets, ensure regulatory compliance, manage risks, and support uninterrupted business continuity. We leverage a robust digital foundation to enhance operational continuity, data integrity, and governance across manufacturing and corporate functions. Our enterprise platforms enable real-time visibility, structured reporting, and secure data flows that support informed decision-making and ESG-aligned performance.

Through continuous investments in automation, system integration, and secure digital architecture, we enhance reliability while improving transparency and operational discipline.

Our Approach to Information Security Management

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Our digital risk governance is strengthened through a dedicated 24x7 Security Operations Centre (SOC) that enables real-time threat surveillance and swift incident response across our technology landscape.

100%

Employees completed mandatory cybersecurity training

We continue to reinforce our cyber defence architecture through advanced Security Information and Event Management (SIEM) solutions, Endpoint Detection and Response (EDR) systems and enhanced Web Application Firewall (WAF) controls. Our secure cloud infrastructure and data backup ecosystem further safeguard critical information assets and support operational continuity.

100%

Operational sites underwent information security risk assessments and annual IT audits.

We are strengthening our cyber preparedness through focused employee awareness programmes, a cross-functional security champions framework and periodic system evaluations aligned with CERT-in guidelines and global information security standards. We are also advancing digital resilience through the development of a Cyber Crisis Management Plan aligned with ISO 27001.

ZERO

Incidents of information security breaches or disciplinary action

Together, these integrated measures strengthen our ability to anticipate emerging digital risks, protect stakeholder data and ensure secure and uninterrupted business operations.

Strengthening Information Security Governance

Digital resilience is reinforced through structured oversight and leadership accountability. Our information security framework operates under clearly defined policies, governance mechanisms, and monitoring structures.

Board Oversight

Provides strategic guidance and reviews cybersecurity and data protection policies aligned with business objectives.

Committee Level-Governance

Risk and Sustainability Committee reviews cyber risk posture, policy effectiveness, and regulatory compliance, and recommends enhancements to strengthen the information security framework.

Management Level-Governance

Oversees implementation of security architecture, risk mitigation measures, incident response protocols, and operational control mechanisms.

Working Group

Led by the IT Head, the Information Security team drives cross-functional coordination, awareness initiatives, and continuous improvement in cyber preparedness.

IT Security Incident Reporting & Response Framework

In an evolving cyber risk landscape, we operate a structured, severity-based IT Security Incident Reporting and Response framework to ensure timely containment, clear escalation, and continuous strengthening of controls. Our approach integrates a defined response lifecycle with governance-led escalation protocols to safeguard business continuity and regulatory compliance.

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Incident Response Lifecycle

Government

Government

Government

Government

Government

Government

Government

Government

Government

Government

Government

Government

Government

Government

Government


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Digital Transition Training Programmes

As part of its commitment to innovation, operational excellence, and future-ready capabilities, GHCL is actively advancing its digital transformation journey through the adoption of emerging technologies such as Artificial Intelligence (AI). The Company recognizes the growing importance of AI in enhancing operational efficiency, enabling data-driven decision-making, and strengthening long-term business competitiveness.

GHCL, in collaboration with Indian Institute of Management Ahmedabad, launched the three-month executive development program "Artificial Intelligence for Manufacturing Industry". The program was designed to build strategic and operational capabilities in Artificial Intelligence across the manufacturing value chain. It covers foundational elements such as understanding the digital ecosystem, core AI models and their practical applications, and effective data storytelling for decision-making. 36 executives were identified through this programme, who were groomed to build understanding of AI technologies and equip them with the skills required to identify high-impact AI applications across manufacturing, operations, and enterprise processes. The program concluded with the participants being organized into six cross-functional teams, each assigned a strategic AI project aligned with key operational priorities. These initiatives focus on leveraging advanced analytics, automation, and AI-enabled optimization to improve operational performance and organizational effectiveness.

Further, GHCL has also extended AI awareness and capability building opportunities to 27 executives within the organization at the Sutrapada plant in collaboration with Daten & Wissen Pvt Ltd. This training program introduced participants to the fundamentals of Artificial Intelligence and its practical applications in manufacturing and enterprise operations. The program covered key use cases such as predictive maintenance, demand forecasting, quality control, process automation, and data-driven decision-making. Participants were also exposed to emerging technologies including Generative AI, Internet of Things (IoT) integration, and Digital Twin concepts, enabling them to explore innovative approaches for improving operational performance.

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Executives trained in digital skills Protecting Data, Preserving Trust

We respect and protect the privacy of all individuals who entrust their personal information with us. Conscious efforts are taken by the IT Security Team to assure sound privacy management in compliance with the applicable laws and emerging regulations such as the Data Protection Bill, when enacted.

Our privacy policy provides appropriate information on data collection, storage & processing practices and security measures to protect against unauthorized access, alteration, disclosure or destruction of the user's personal information and data stored in the online platform. As covered under the policy, we seek consent from consumers before collecting any personal identifiable information such as the name, email address, age, gender, except in cases when the consumer specifically and knowingly provides such information on www.ghcl.co.in. Also, we condemn sharing personal information to any third party without first receiving their permission. We disclose that there have been no incidents concerning breach of customer privacy and loss of customer data in last 3 years.

Continuous reviews reinforce accountability and strengthen trust in our data governance practices.

ZERO

Complaints about data breaches from external parties or regulators

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Statutory Reports

Financial Statements

Natural Capital

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Stewarding Natural Resources. Sustaining the Future

माता भूमि: पुत्रोदड़ पृथिव्य:

The Earth is our mother, and we are her children

Rooted in this belief, we view natural capital not merely as a resource base, but as a shared responsibility. Sustainable stewardship of land, water, energy, and biodiversity is integral to our operational resilience and long-term value creation.

Our environmental strategy is embedded across manufacturing and

mining operations—focussed on climate action, energy transition, water security, circular resource use, and ecological restoration. Through measurable targets and disciplined execution, we continue to reduce environmental intensity while strengthening efficiency and compliance.

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Key SDGs

Material Topics

  • Energy and GHG emissions reduction
  • Water management
  • Waste reduction and management

Key Highlights

99.9%

Waste recycled/ reused

6.7 MW

Renewable Energy Capacity

1,030 KL

Total rainwater harvesting capacity

5.6%

Reduction in Energy intensity from FY 2024-25

2%

Reduction in Absolute Scope 1.2 and 3 emissions from FY2024-25

Climate Response

India is experiencing the escalating effects of global warming, marked by a surge in the frequency and severity of climate-related events such as cyclones, extreme heatwaves, and rising sea levels. These environmental shifts pose significant threats to communities, infrastructure, and long-term business stability. For GHCL, taking early and deliberate action to manage climate-related risks is vital to protecting our operations, strengthening resilience, and continuing to deliver shared value to all stakeholders.

A Climate Risk Assessment (CRA) involves a structured process to identify, analyze, and evaluate climate-driven risks that could influence an organization's operations, supply chain, financial outcomes, and long-term sustainability. As climate change reshapes weather patterns, regulatory expectations, and market behaviours, companies must proactively assess both physical risks—acute and chronic—and transition risks arising from policy changes, technological shifts, evolving customer preferences, and reputation-related factors.

GHCL has conducted an in-depth climate risk assessment to understand risks that may have a material impact on its business. This assessment aligns with TCTO requirements and applies advanced tools and analytical models to map climate vulnerabilities across physical and transition dimensions. The scope of this assessment covers GHCL's soda ash and raw salt business operations, which represents 100% of the business revenue.

Climate Governance

The Board of GHCL oversees climate-related and sustainability matters through its Risk and Sustainability Committee, which is responsible for guiding the company's approach towards managing climate risks and advancing sustainability priorities. To further strengthen this commitment, GHCL has embedded sustainability considerations into its business operations by integrating both qualitative and quantitative sustainability-related key performance indicators (KPIs) into the annual performance evaluation

framework for employees. This approach enables the company to incorporate climate change and broader ESG considerations into day-to-day decision-making and supports continuous improvement in its overall sustainability performance.

Board Oversight

Provides strategic direction and oversight on climate-related risks, opportunities, and long-term climate strategy.

Committee Level-Governance

Reviews climate-related risks, sustainability performance, and progress on climate initiatives before reporting to the Board.

Management Level-Governance

Implements climate strategy, manages climate-related risks and opportunities, and reports progress to the Committee.

Working Group

Supports implementation of climate initiatives, monitors data (e.g., emissions), and escalates key issues to management.

Climate Risk Scenario Analysis

Our risk assessment framework is built on two key parameters: probability of occurrence and expected impact.

Probability of Occurrence refers to the likelihood of a specific climatic event happening at the regional (district) level due to projected changes in climatic conditions.

Expected Impact indicates the potential extent of the effects that GHCL may experience from these identified climate related physical events. The magnitude of this impact is influenced by GHCL's resilience to the identified risks.

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The time horizons considered for climate-related risks and opportunities are defined below:

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Physical Risk Assessment

We analyzed physical climate change risks using two Representative Concentration Pathways (RCP) defined by the Intergovernmental Panel on Climate Change (IPCC) for our operations in India:

RCP 4.5 (Optimistic)

Emissions stabilise by 2100, limiting temperature rise to below 2°C.

RCP 8.5 (Business-as-usual)

Emissions continue to rise, leading to a 3.7°C increase

A comprehensive evaluation of operational asset locations focused on acute and chronic risks was conducted (Gujarat and Tamil Nadu). Based on reports from National Disaster Management Authority (NDMA) and organizations like the World Bank and WRI Aqueduct, we assessed potential vulnerabilities to physical risks, including water scarcity, floods, extreme heat, cyclones, and sea level rise. Our risk assessment covered 2023 to 2050, categorising risks into short, medium, and long-term time horizons.

A risk impact map illustrates these physical risks for each timeframe under both RCP scenarios, representing varying risk levels for all districts where our operational sites lie.

Acute Physical Risks

As part of the physical risk assessment, acute risk arising out of increasing severity of extreme weather events and chronic risks resulting from longer-term changes in climate patterns were assessed. For future hazard trends, climate change scenarios based on IPCC Representative Concentration Pathways (RCP) for medium-term 2030 and long-term 2050 were assessed.

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Riverine Floods

Type of Risk

Medium Risk

Implications

  • Operational disruption: Flooding can interrupt supply chains and halt plant operations.
  • Asset damage: Infrastructure and equipment may suffer physical damage, leading to repair or replacement costs.
  • Financial impact: Production downtime and asset damage can result in significant financial losses.

Mitigation Measures

  • Construction of flood barriers and elevation of critical equipment to reduce flood damage.
  • Installation of systems to remove excess water from operational areas.
  • Use of IMD alerts and district-level warnings to prepare and activate protective measures.

21

Cyclone and Winds

Type of Risk

Medium Risk

Implications

  • Operational disruption: Storms or cyclones may interrupt supply chains and halt plant operations.
  • Infrastructure damage: Strong winds and storms can cause severe structural damage to facilities.
  • Asset loss risk: Extreme events may lead to partial or complete destruction of critical assets.

Mitigation Measures

  • Identify vulnerable structures and reinforce critical facilities to withstand high winds and flying debris.
  • Implement measures such as retention ponds and improved drainage to protect production and chemical storage areas.
  • Monitor cyclone alerts and activate site safety protocols to minimize operational disruption and asset damage.

22

Extreme Rainfall

Type of Risk

Medium - High Risk

Implications

  • Production disruption: Extreme rainfall can interrupt salt harvesting operations.
  • Salt loss: Heavy rain may wash away salt crystals from salt pans, reducing yield.
  • Operational delays: Excess water accumulation can delay drying and processing.

Mitigation Measures

  • Strengthening drainage systems to prevent water accumulation during heavy rainfall.
  • Use of IMD alerts and local weather updates for early preparedness
  • Implement contingency plans to minimize disruption to salt production and protect infrastructure.

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Chronic Physical Risks

We used reports from NDMA and organizations like the World Bank and WRI Aqueduct for assessment of physical risk such as Water Stress, mean air temperature and precipitation. A summary of the climate risks posed to manufacturing site under two RCP scenarios are presented in the table below.

Nature of Risk Optimistic Business-as-usual
RCP 4.5 RCP 8.5
Time Horizon 2030 2050 2080 2030 2050 2080
Water Stress low Low-Medium Medium low Low-Medium Medium

Implications

  • Water scarcity risk: Reduced availability of water may affect plant operations and production processes.
  • Higher operational costs: Increased expenses for sourcing or transporting water from alternative suppliers.
  • Alternative sourcing needs: Requirement to identify and develop additional or sustainable water sources.

Mitigation Measures

  • Alternative water sources: Adoption of rainwater harvesting, greywater recycling, treated wastewater reuse, and desalination to reduce dependence on freshwater resources.
  • Water efficiency measures: Implementation of water-efficient technologies such as low-flow fixtures, water-saving valves, and automated controls to optimize water usage.
Nature of Risk Optimistic Business-as-usual
RCP 4.5 RCP 8.5
Time Horizon 2030 2050 2080 2030 2050 2080
Sea Level Rise Medium Medium-High Medium-High Medium Medium-High Medium-High

Implications

  • Structural stability risk: Rising sea levels may weaken or damage coastal infrastructure.
  • Saltwater intrusion: Increased salinity in coastal aquifers may affect groundwater quality.
  • Water treatment needs: Higher salinity may require additional treatment before use in operations.

Mitigation Measures

  • Coastal protection: Strengthen coastal infrastructure and elevate critical facilities to reduce flood and erosion risks.
  • Salinity management: Monitor groundwater quality and install treatment systems to manage saltwater intrusion.
  • Site planning: Implement drainage improvements and protective barriers in vulnerable coastal areas.
Nature of Risk Optimistic Business-as-usual
RCP 4.5 RCP 8.5
Time Horizon 2030 2050 2080 2030 2050 2080
Extreme Heat low Medium Medium-High low Medium Medium-High

Implications

  • Higher cooling demand: Need for more efficient heating and cooling systems to maintain optimal operating conditions.
  • Equipment stress: Increased risk of frequent breakdowns or reduced lifespan of machinery due to overheating.
  • Worker safety risks: Higher temperatures may pose health and safety risks to on-site workers.

Mitigation Measures

  • Worker protection: Provision of cooling stations and shaded rest areas, along with heat-related emergency response plans.
  • Equipment protection: Development of protocols to safeguard critical equipment from overheating during heatwaves.
Nature of Risk Optimistic Business-as-usual
RCP 4.5 RCP 8.5
Time Horizon 2030 2050 2080 2030 2050 2080
Sea Surface Temperature Increase Medium Medium-High High Medium Medium-High High

Implications

  • Higher rainfall risk: Rising sea temperatures may increase the likelihood of heavy rainfall events.
  • Operational disruption: Heavy rainfall can hamper plant operations and production activities.
  • Efficiency loss: Increased temperatures may reduce system efficiency and impact power plant performance.

Mitigation Measures

  • Infrastructure resilience: Strengthen drainage and plant infrastructure to manage heavy rainfall impacts.
  • Operational planning: Implement contingency plans to minimize disruption to plant operations and production.
  • System optimization: Regular maintenance and efficiency upgrades to maintain power plant performance under changing temperature conditions.
Nature of Risk Optimistic Business-as-usual
RCP 4.5 RCP 8.5
Time Horizon 2030 2050 2080 2030 2050 2080
Sea Salinity Low-Medium Medium Medium-High Low-Medium Medium Medium-High

Implications

  • Cooling system impact: Higher salinity in seawater may affect the efficiency and performance of cooling towers.
  • Increased treatment needs: Additional water treatment may be required, increasing operational costs and manpower.
  • Groundwater quality risk: Rising salinity may lead to increased salinisation of nearby groundwater sources.

Mitigation Measures

  • Water treatment upgrades: Implement advanced treatment systems to manage higher salinity levels in cooling water.
  • Monitoring and management: Regular monitoring of seawater and groundwater salinity to prevent operational impacts.
  • Efficient water use: Optimize cooling system operations to reduce dependence on highly saline water.

Transition Risks

The transition to a low-carbon economy presents evolving risks and opportunities for energy-intensive industries such as chemicals and soda ash manufacturing. To assess potential impacts, factors such as changing regulatory frameworks, energy system transitions, technological developments, and shifting stakeholder expectations were evaluated to understand short-, medium-, and long-term transition risks.

A scenario-based approach was adopted to explore possible developments over the next 20-30 years, considering changes in regulations, technology, market dynamics, and reputational expectations. The assessment included key transition risks such as carbon pricing mechanisms, energy efficiency and water management regulations, renewable energy policies,

technology obsolescence, and shifts in public perception.

The analysis referenced scenarios developed by the International Energy Agency, including the Stated Policies Scenario (STEPS), Announced Pledges Scenario (APS), and the Net Zero Emissions by 2050 (NZE) pathway to understand potential transition pathways and inform strategic decision-making.

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The following parameters and assumptions were considered:

We identified transition risks, financial impacts, and vulnerabilities for scenarios with global warming exceeds 2°C and scenarios well below 2°C, focussing on the time periods of 2030 and 2050.

Scenarios were developed using publicly available data and reports from the International Energy Agency (IEA).

Each risk was evaluated independently, without considering trade-offs between different risks.

The assessed transition risk includes policy and legal risks, technology risks, and market risks.

The transition to a low-carbon economy introduces regulatory, market, technological, and reputational challenges for GHCL.

These risks have been assessed under national and international climate policy pathways.

Risks Map STEP APS NZE 2050
2030 2050 2030 2050 2030 2050
POLICY
Action to constrain emission intensive activities No foreseeable carbon price in India. No foreseeable carbon price in India, however as per IEA APS Scenario Emerging market and developing economies with net zero pledges to have high Carbon Price. No foreseeable carbon price in India, however as per IEA NZE Scenario Emerging market and developing economies with net zero pledges to have high Carbon Price.
LEGAL
Increase in climate related litigation claims. India Specific Regulations: Renewable Purchase Obligations National Carbon Market Perform achieve and Trade scheme Energy Conservation Act.
The above can increase indirect (operating) cost.
MARKET
Shifts in supply and demand as consumers prefer sustainable alternatives Continued reliance on fossil fuels risks exposure to global market fluctuations and trade penalties. Energy price spikes likely as demand for renewables and clean technologies outpaces supply. Energy price fluctuations moderate as renewables gain a larger share, but reliance on hybrid systems continues to pose risks. Accelerated demand for alternatives such as natural based soda ash from synthetic based soda ash. carbon neutral products, pushing noncompliant brands to irrelevance.
Competitive pressures to reduce carbon footprints across the value chain Lower reliance on fossil fuels ensures stable pricing; initial high costs for renewable adoption are offset by long-term stability in energy costs. Predominant reliance on renewables ensures price stability, but initial investments in renewable infrastructure might increase capital expenditure in earlier phases.
Risks Map STEP APS NZE 2050
--- --- --- --- --- --- ---
2030 2050 2030 2050 2030 2050
TECHNOLOGY
Development of Emerging technology to support a lower-carbon economy Regulatory authority mandating use of more energy efficient systems. Investments required in storage systems as flexibility needs arise. Rise in flexibility requirement for reliable source of renewable energy. Rise in flexibility requirements for reliable source of renewable energy. Rapid improvements in energy efficiency. Complete reliance on renewable energy.
India's pledges to reach net-zero emissions by 2070 drive a faster decline in fossil fuel demand than in the STEPS. Increased cost due to investment in carbon capture technology.
Costs to adopt/deploy new practices and processes will experience such as high per unit cost of utility-scale stationary batteries & Hydrogen electrolysers. Increased research and development (R&D) expenditures in new and alternative technologies & physical modifications. Increased research and development (R&D) expenditures in new and alternative technologies & physical modifications Costs to adopt/deploy new practices and processes will incur high per unit cost. (Utility-scale stationary batteries & Hydrogen electrolysers etc.)
REPUTATION
Perception of an organization's contribution to a lower-carbon economy Limited decarbonization efforts and weaker ESG performance may reduce appeal to socially responsible investors. Pressure to transition toward reduced-risk products could intensify. Companies failing to meet net-zero commitments risk exclusion from global ESG-focused investor portfolios.
Disruption in social license to operate.
Decrease in revenue due to demand for low carbon products.

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Energy Efficiency and Climate Action

Recognizing the strategic importance of energy efficiency and climate responsibility, we have strengthened our approach to energy and emissions management through advanced technologies and structured performance monitoring. Our technology-enabled Energy Management System (EnMS) provides real-time insights into energy consumption and operational performance, enabling continuous efficiency improvements across our facilities.

Aligned with our climate goals, we are progressively reducing greenhouse gas (GHG) emissions across Scope 1, Scope 2, and key Scope 3 categories through cleaner energy adoption, smart technologies, and globally benchmarked energy management practices.

GHG emissions profile

In FY2025-26, our total GHG emissions across Scope 1, 2, and 3 accounted to 17,88,476 MT CO₂e. Scope 1 emissions accounted for 66% of total emissions, Scope 2 contributed 1%, and Scope 3 represented the remaining 33%.

Absolute Scope 1 and Scope 2 emissions stood at 11,99,218 MT CO₂e in FY2025-26, an increase of approximately 6% compared to FY2024-25, primarily reflecting higher soda ash production volumes during the year. Despite this increase, our Scope 1 and Scope 2 emission intensity per metric tonne of physical output remained broadly stable at 0.97 MT CO₂e/MT compared to 0.96 MT CO₂e/MT in FY2024-25, demonstrating that operational efficiency has been maintained even as production scaled up.

Scope 3 emissions declined significantly by approximately 14.4% year-on-year — from 6,88,454 MT CO₂e in FY2024-25 to 5,89,257 MT CO₂e in FY2025-26 — driven by a structured value chain decarbonisation programme.

GHCL is pursuing two parallel internal decarbonisation targets by FY2029-30 against the FY2021-22 baseline: a 30% reduction in Scope 1 and Scope 2 emission intensity, and a 30% reduction in Scope 3 emission intensity.

*product is defined as sum of production volumes for soda ash, raw salt and other inorganic chemicals

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Total GHG (Scope 1, Scope 2) emissions (tCO₂e)

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Scope 1 and Scope 2 GHG Emissions (tCO₂e)/ GHG Intensity (tCO₂e/MT)

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Emissions Contribution

At GHCL, we recognize the significance of greenhouse gas (GHG) emissions throughout our entire value chain. We actively assess and address emissions from our suppliers, to minimize our environmental footprint comprehensively. The following Scope 3 categories are covered in our assessment for FY2025-26.

Scope 3 GHG emission Category

FY2025-26 (tCO₂e)

187,832
Category 1
Purchased Goods and Services

1,192
Category 7
Employee Commuting

2,44,545
Category 4
Upstream Transportation and Distribution

10,485
Category 9
Downstream Transportation and Distribution

107
Category 5
Waste Generated in Operations

1,44,937
Category 11
Use of Sold Products

160
Category 6
Business Travel

5,89,257
Total Scope 3 Emissions

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Methodologies Adopted for Emissions Calculation

To support our journey toward a low-carbon future at GHCL, we are committed to adopting globally recognized methodologies to ensure the transparency, accuracy, and comparability of our greenhouse Gas (GHG) emissions reporting. Our GHG inventory encompasses Scope 1, Scope 2, and key categories of Scope 3 emissions in accordance with the GHG Protocol.

Scope 1 (Direct emissions):

These emissions, primarily from fuel combustion in on-site operations are estimated using the most recent emission factors provided under the IPCC's Sixth Assessment Report (AR6). This approach ensures our direct emission calculations are in accordance with the latest global warming potent.

Scope 2 (Indirect emissions):

Emissions from purchased electricity are estimated using latest emission factors published by the Central Electricity Authority (CEA) of India. This methodology ensures alignment with national grid characteristics and reflects regional variations in electricity generation.

Scope 3 (Other indirect emissions):

To capture a comprehensive view of GHCL's upstream and downstream environmental impact, Scope 3 emissions are assessed in line with the GHG Protocol's Corporate Value Chain Standard. Relevant categories are identified based on materiality, influence, risk, and industry practices. Activity data is sourced from GHCL's SAP system, ensuring accuracy and traceability across procurement, logistics, and operational records, and is complemented by primary supplier data where available and secondary emission factors otherwise. Emissions are calculated using internationally recognized databases, including CML-IA baseline V3.07/EU25, US-EEIO, India GHG Rail Transport Emission 2015 V.1, GHG protocol Emission factor March 2017, GOV.UK Conversion factor 2021 and the UK Department for Environment, Food & Rural Affairs (DEFRA).

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Our Commitment to Low Carbon Emissions

GHCL has established two parallel and ambitious internal decarbonisation targets, both to be achieved by FY2029-30 against the FY2021-22 baseline.

Target 1: A 30% reduction in Scope 1 and Scope 2 GHG emission intensity across our manufacturing operations.

Target 2: A 30% reduction in Scope 3 GHG emission intensity across our upstream and downstream value chain.

The FY2021-22 baseline for Scope 1 and Scope 2 emission intensity is 1.09 MT CO?e/MT and for Scope 3 emissions is 0.55 MT CO?e/MT. Against the Scope 1+2 target, our FY2025-26 emission intensity of 1.07 MT CO?e/MT represent a reduction of approximately 2% from baseline emission intensity. Against the Scope 3 target, our FY2025-26 emission intensity of 0.51 MT CO?e/MT represent a reduction of approximately 6.6% from baseline.

Our approach to emissions management focuses on:

Scope 1 & 2 Heat Integration & Energy Recovery Equipment Efficiency Upgrades Process Optimisation
Strengthening waste heat recovery systems and improving thermal integration across processes. Installation of IE2/IE3 motors, VFDs across boilers, and high-efficiency transformers and lighting Enhanced kiln operations, scrubber integration, and improved CO, absorption efficiency.
Fuel Diversification Emission Control & Capture Nature-Based Carbon Solutions
Scope 3 Biomass co-firing in boilers to reduce fossil fuel dependency. Deployment of scrubber systems and strengthened process controls to minimize fugitive emissions. Mangrove restoration and coastal ecosystem development to support carbon sequestration.
Low-Carbon Products Low-Carbon Value Chains Sustainable Research & Technology
Exploring circular and renewable electricity-based product lines, including green hydrogen and ammonia sourcing Exploring circular and renewable electricity-based product lines, including green hydrogen and ammonia sourcing Conducting Life Cycle Assessments to decarbonize supply chains, with focus on bio-based inputs and sustainable logistics. Evaluating CCUS pathways and aligning long-term targets with science-based climate frameworks.

Optimising Energy Performance

Energy efficiency remains central to our sustainability and cost competitiveness strategy. Through structured monitoring, process optimisation, and technology-driven interventions, we continue to improve energy productivity across all operations.

Despite higher production volumes, our total energy consumption decreased by 0.3% compared to the previous financial year, demonstrating enhanced efficiency. Further, targeted efficiency initiatives and enhanced monitoring enabled a reduction specific energy consumption (GJ/MT product) by 5.6% compared to FY 2024-25, reflecting on our improved operational discipline.

*product is defined as sum of production volumes for soda ash, raw salt and other inorganic chemicals

Total Energy Consumption (GJ)

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Renewable Energy

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Non-Renewable Energy

Total Energy Consumption

img-23.jpeg
Total Energy Consumption

We continue to optimize fuel mix through cogeneration, expand biomass integration, and strengthen waste heat recovery systems.

Our approach to energy management

Evaluating CCUS pathways and aligning long-term targets with science-based climate frameworks. Reduce energy consumption through process optimisation and new technologies
Use of clean or green energy Investments in innovation or research and development to decrease energy consumption
Evaluate progress in reducing energy consumption Provide energy efficiency training to employees on awareness of energy consumption reduction

Our Climate Actions

Our climate strategy focuses on improving energy efficiency, integrating renewable energy, and adopting innovative technologies across our operations. Through targeted interventions in process optimization, fuel efficiency, and resource recovery, we aim to reduce our carbon footprint while strengthening operational reliability. We are also advancing the use of alternative fuels and nature-based solutions to support long-term climate resilience.

The following initiatives highlight key actions undertaken during the reporting period to drive our climate transition.

Initiative Key Actions / Description Impact / Outcome
Operational Efficiency Installation of 9 Variable Frequency Drives (VFDs) across Soda Ash and Utility departments • Improved process control and power savings of 2,350 GJ.
• Additional 14 VFDs planned for next financial year
Replacement of existing motors with IE2/IE3 motors Improved electrical efficiency resulting in 514 GJ annual savings
Commissioning of CO₂ gas scrubber in Carbonation area to increase CO₂ concentration in liquor • Improved process efficiency and energy savings
• One more scrubber planned in the upcoming financial year
Planned installation of new ramp in Dargah yard for imported limestone Reduction in number of belt drives and lower power consumption

Integrated Annual Report 2025-26

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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Initiative Key Actions / Description Impact / Outcome
Renewable Energy Integration Integration of 6.7 MW solar and wind energy into operations Increased use of sustainable power in operations
Steam Consumption Optimization Installation and commissioning of fifth scrubber in wash water area to recover heat energy 30,761 GJ heat energy recovered, increased boiler feed water temperature by -4.2°C, improved thermal efficiency and reduced fresh energy demand
Recovery of steam from distiller waste liquor for use in Vacuum salt plant Reduce energy losses and improve resource utilization
Installation of DCB tower in RBC plant to adopt wet calcination instead of dry calcination Strengthen process reliability, stability, and improve downstream integration
Fuel Efficiency in Kiln Operations Identification and mitigation of heat loss in kiln system; brick relining of four vertical shaft kilns and improved operational practices 103,348 GJ savings in fuel energy consumption
Bio Feedstock Co-Firing Transition from pet coke to biomass briquettes and investment in advanced technologies 1.9% of total boiler energy replaced with biomass usage
Nature-Based Solutions Restoration of 122 hectares of coastal land with 5 lakh mangrove saplings Enhanced climate resilience, biodiversity, CO2 sequestration, livelihood opportunities, improved fishing income, and coastal protection

Building a Clean Mobility Ecosystem for Industrial Logistics

The Context

Logistics contributes to $41.5\%$ of GHCL's total Scope 3 emissions. A key focus area is the movement of imported raw materials from Pipavav Port to our Soda Ash plant in Sutrapada—a critical supply chain corridor. Transitioning this high-frequency logistics route toward electric mobility presented an opportunity to reduce diesel dependency while demonstrating the viability of clean freight transportation in industrial operations.

The Initiative

Supporting this transition, is our partnership with Ampvolts Ltd, one of

India's leading EV infrastructure and green mobility solution provider. Together this will enable us to demonstrate capabilities for setting up a platform for green corridor with Zero Emission Trucking (ZET) connecting Pipavav Port and the Sutrapada plant, enabling electric mobility for bulk material transportation.

Currently, 30 EV trucks are deployed along key material movement routes, supported by dedicated EV charging infrastructure that enables reliable round-trip operations and uninterrupted logistics flow. This integrated clean mobility ecosystem has been designed to ensure operational efficiency while progressively replacing diesel-based freight movement with low-emission electric transportation.

By electrifying one of our most critical supply chain routes, we are building a scalable model for sustainable industrial logistics that aligns with India's broader clean mobility transition.

Impact

In FY 2025-26, our EV fleet has cumulatively travelled 20,84,480 kilometres, resulting in $\sim 1800$ tonnes of carbon emissions avoided during the year. Beyond emissions reduction, the initiative demonstrates how electrification of freight transport can support both climate action and operational efficiency, while reducing dependence on fossil fuels.

Air Emission Management

We remain committed to reducing air emissions and maintaining high standards of environmental compliance across all our manufacturing locations. Our approach focuses on process efficiency, robust emission control systems, and continuous monitoring to safeguard ambient air quality.

Key air pollutants monitored include Particulate Matter (PM), Nitrogen Oxides (NOx), and Sulphur Oxides (SOx) which are tracked as per consent conditions and applicable regulatory standards.

We ensure compliance and transparency by implementing the following measures:

Real-Time Monitoring (OCEMS)

Online Continuous Emission Monitoring Systems enable real-time tracking of key emission parameters.

Third-Party Verification

Emissions are periodically monitored and validated through NABL-accredited agencies.

Source-Level Controls

Advanced scrubbers and bag filters manage flue gas and particulate emissions at source.

Dust Suppression Measures

Covered conveyors and water sprinkling systems minimize dust during coal and raw material handling.

Fugitive Emission Control

LDAR practices are implemented to identify an address leakages promptly.

Details of Non GHG emissions

Air Emissions

Direct NOx
(in MT)
img-24.jpeg
*Our air emissions in FY2025-26 remain well-within the norms prescribed by the CPCB. However, emissions have increased on account of change in fuel mix owing to disruptions in the biomass supply chain.

Direct SOx
(in MT)
img-25.jpeg
*Our air emissions in FY2025-26 remain well-within the norms prescribed by the CPCB. However, emissions have increased on account of change in fuel mix owing to disruptions in the biomass supply chain.

PM (PM 2.5/ PM 10)
(in MT)
img-26.jpeg

Integrated Annual Report 2025-26


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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Water Stewardship & Effluent Management

We recognize water as a critical input for our industrial processes and a shared resource essential to surrounding communities. In view of growing concerns around groundwater depletion, we have strengthened monitoring of water consumption across our operations and continue to implement measures aimed at conservation and efficient use.

In FY2025-26, freshwater withdrawal constituted 2% of the total water withdrawn by GHCL, while seawater comprised 98% of our operations. Water withdrawal and consumption increased by 10% compared to the previous reporting period. This increase is attributed to increased production by 6% during the reporting period.

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Water Withdrawal Contribution for FY2025-26 (KL)

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Water Withdrawal and Consumption (KL)
Surface Water

  • product is defined as sum of production volumes for soda ash, raw salt and other inorganic chemicals

Ground Water

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(in KL)

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Third party water

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Fresh Water Withdrawal

Seawater/desalinated water

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(in KL)

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Total Water Withdrawal

Water Discharge (excluding saltwater)

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(in KL)

Water Discharge (saltwater)

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(in KL)

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Total Water Discharge

Effective Water Management

The reduction in water intensity reflects focused interventions aimed at minimizing freshwater consumption and strengthening reuse across operations. Our approach includes:

Conduct water audits to assess usage at all sites and identify opportunities for improving water efficiency and conservation.

Optimising our processes and operating conditions to minimize water consumption.

Total Net Freshwater Consumption

img-37.jpeg
(in KL)

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Total Net Water Consumption

Implementing process improvements and upgrading equipment to enable water recycling

Setting water intensity targets to drive continuous improvement in water efficiency

Conducting employee awareness and training sessions on water efficiency management programme

We continue to implement targeted initiatives to enhance resource efficiency across operations, including:

  • Increasing solid content in sludge drain at the purified brine section to reduce water loss
  • Improving filter performance to lower specific water consumption in process operations
  • Optimising vacuum pump systems to significantly reduce freshwater draw
  • Diverting CO₂ compressor scrubber water to wash-water systems to enable recovery and reuse

These measures are supported by structured monitoring systems that help identify risks, improve utilization efficiency, and enhance operational resilience—particularly in water-stressed regions.

Through continuous improvement and disciplined water management, we remain committed to reducing our environmental footprint while creating long-term value for our operations and surrounding communities.

Effluent Management

All manufacturing locations are equipped with advanced wastewater treatment systems to ensure effluent discharge remains within prescribed regulatory limits. Effluent generated during production undergoes appropriate treatment prior to discharge or reuse. Treated water is reused within plant operations wherever feasible, including for non-process applications such as humidification and greenbelt irrigation, reducing freshwater dependence.

Non-recyclable wastewater is discharged only after meeting applicable quality standards. Seawater used for cooling is returned after primary treatment in compliance with regulatory norms, minimizing thermal and chemical impact on the marine environment. Through continuous monitoring, regulatory reporting, and system upgrades, we maintain strict compliance while strengthening responsible water management practices across operations

Integrated Annual Report 2025-26

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GHC

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Responsible Waste Stewardship

At GHCL, we adopt a structured and responsible approach to waste management that integrates circular economy principles across our operations. Our focus extends beyond waste reduction to include material recovery, reuse, and continuous process optimization, thereby improving resource efficiency and reducing environmental impact.

We reinforce accountability and ownership, by conducting regular training and awareness sessions for employees, strengthening organization-wide understanding of responsible waste practices.

Our Approach to Waste Management

Our framework follows a hierarchy-driven model focused on prevention, recovery, and responsible disposal:

Waste Prevention at Source

Optimizing process design and material balance to minimize waste generation.

Resource Recovery and Reuse

Reintegrating by-products and process residues as secondary resources wherever feasible.

Waste Prevention at Source

Channeling recyclable waste streams through authorized mechanisms to enhance circularity.

Safe Treatment and Responsible Disposal

Ensuring compliant handling and environmentally sound disposal of residual waste.

Monitoring and Continuous Improvement

Tracking waste intensity and recovery performance to drive ongoing efficiency gains.

Total Waste Generated (MT)

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Plastic Waste

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E-waste

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Bio-medical waste

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Battery Waste

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Other hazardous waste

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Other non-hazardous waste

Waste generated and Intensity Trend

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Our Waste Profile

Total waste generated at our facility was 38,38,893 MT resulting in an increase by 1,05,350 MT of the total waste generated,

0.001%

of the waste comprised of hazardous waste which includes used oil, E-waste, Battery waste, Biomedical waste.

99.999%

of the total waste is non-hazardous, which consists of scrap waste, fly ash, overburden, wood scraps, plastic waste, metal scrap, sludge and packaging material.

Hazardous Waste Management

During FY2025-26, 39.77 MT of hazardous waste was generated, of which 100% was diverted from landfill. We ensure all hazardous waste generated are disposed of through authorized third-party recyclers in alignment with relevant waste management guidelines provided by Central/State Pollution Control Board (CPCB/SPCB).

Details of Hazardous Waste

Unit FY2022-23 FY2023-24 FY2024-25 FY2025-26
Total hazardous waste generated MT 10.23 36.09 66.58 39.77
Total hazardous waste recycled/reused MT 10.16 36.03 66.51 39.67
Total hazardous waste disposed MT 0.07 0.06 0.07 0.10
Hazardous waste landfilled MT - - - -
Hazardous waste incinerated with energy recovery MT 0.07 0.06 0.07 0.10
Hazardous waste incinerated without energy recovery MT - - - -
Hazardous waste otherwise disposed, please specify MT - - - -
Hazardous waste with unknown disposal method MT - - - -

Non-Hazardous Waste Management

During FY2025-26, 38,38,853 MT of non-hazardous waste were generated. Of the non-hazardous waste generated, approximately 97% was re-used, while 3% was recycled through authorised recyclers. Through collaboration with the multiple vendors (brick, tile, cement etc manufacturer), we achieved a zero-landfill outcome for fly ash disposal. Further we ensure 100% of the plastic packaging is recovered from the market through authorized plastic waste recyclers in accordance with our EPR plan.

Non-Hazardous Waste (in MT)

Unit FY2022-23 FY2023-24 FY2024-25 FY2025-26
Non-Hazardous waste generated MT 59,79,492 47,83,865 37,33,476 38,38,853
Non-Hazardous waste Recycled MT 1,42,145 2,22,307 1,35,867 1,24,395
Non-Hazardous waste Reused MT 58,37,347 45,57,446 35,91,591 37,11,861
Non-Hazardous waste Disposed MT - - - -
Waste landfilled MT - 4,111 6,018 2,597
Waste incinerated with energy recovery MT - - - -
Waste incinerated without energy recovery MT - - - -
Waste otherwise disposed MT - - - -
Waste with unknown disposal method MT - - - -

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Resource Optimisation and Circular Value Creation

Efficient management of raw materials remains fundamental to our operational excellence and environmental responsibility. GHCL continues to strengthen supply chain resilience, enhance material productivity, and embed circular practices across its value chain. Through disciplined sourcing, process optimisation, and innovation-led resource recovery, we strive to reduce environmental impact while improving cost and operational efficiency.

We have implemented resource management steps for some quantities of major raw materials:

Major raw materials Annual consumption (in MT) Management Approach
20,46,621 We have implemented several strategies aimed at enhancing the yield of salt. This includes the reinforcement of both the interior and exterior bund, optimizing the blend of seawater and groundwater, preventing seepage, and increasing the procurement of washery salt.
20,37,218 For limestone, our approach prioritizes the maximal utilization of captive resources. While we prioritize use of the oversize limestone grade for our process, we effectively plan for utilization of low-grade limestone in local cement industries.

Biodiversity and Ecosystem Protection

At GHCL, we view biodiversity as a vital foundation for maintaining ecological stability and enabling sustainable growth. As a responsible organization, we are dedicated to reducing our environmental impact while actively supporting and improving biodiversity within the areas where we operate.

Our biodiversity approach is built around two key objectives: restoring ecological balance—particularly in regions surrounding our manufacturing sites—and generating long-term environmental and social benefits for our stakeholders. An important component of this approach is the reclamation of post-mining land, ensuring that areas affected by mining activities are rehabilitated and transitioned into productive, sustainable landscapes. Our approach to land reclamation and restoration includes:

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As part of our broader climate resilience initiatives, GHCL has also launched a five-year climate change adaptation programme in collaboration with the Aga Khan Agency for Habitat India (AKAHI). This initiative centres on mangrove plantation along coastal regions to enhance ecosystem resilience and reduce climate-related vulnerabilities. In addition to restoration efforts, the programme prioritizes building the capacity of local communities by providing training and resources that strengthen their ability to effectively manage and respond to climate impacts.

Coastal Conservation Through Mangrove Plantation

Background

Committed to environmental sustainability and aligned with its climate adaptation strategy, GHCL launched a five year mangrove restoration program along the Gujarat coastline, to address key environmental challenges in the region, including coastal erosion, biodiversity loss, and rising salinity levels.

With an investment of ₹2.30 crore, the initiative spans 122 hectares, primarily using Avicennia marina, a species well adapted to saline coastal conditions and focuses on strengthening coastal resilience, restoring marine ecosystems, and supporting climate mitigation through natural carbon sinks.

Impact created

Environmental Impact

122

hectares of coastal land restored

Socio-economic Impact

Employment for

30

local workers

Project Implementation

In FY2022-23, 267,000 saplings were planted across three villages in Bhavnagar district. While Khandhera achieved a 40% survival rate, plantations in Katpar and Tarsara were lost due to environmental challenges.

Based on these learnings, we adopted adaptive restoration measures in FY2024-25. This included replanting 216,000 saplings in Khandhera and expanding the initiative to Gadula village with 250,000 new saplings.

These corrective and expansion efforts have increased the total number of thriving mangroves to approximately 546,000 plants, strengthening ecosystem recovery and coastal protection.

Improved

fish populations supporting local fisheries

Strengthened

coastal protection for nearby communities

Opportunities

for eco-tourism and sustainable aquaculture

Positive

contribution to carbon sequestration

Going forward, we plan to expand mangrove plantations across additional coastal regions of Gujarat, strengthen monitoring through AI-enabled drone technology, and explore carbon credit opportunities. We will also continue to deepen community engagement and promote sustainable livelihood opportunities linked to coastal ecosystem restoration.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Human Capital

img-47.jpeg

img-48.jpeg

Built on Trust, Driven by Teamwork

अमंत्रमक्षो नास्ति नास्ति मूलमन्त्रैषधम्।
अयोग्य: पुरुषो नास्ति, योजकस्त्र दुर्लभ:

Every word holds the power of a mantra, every plant possesses herbal qualities, and every individual has inherent value

At GHCL, our approach to human capital is guided by four core values- Respect, Trust, Ownership and Integrated Teamwork. These principles shape our work culture and define how we engage with one another across the organization.

We promote an environment built on mutual trust and respect, where

individuals take ownership of their responsibilities and collaborate effectively as a team. By embedding these values into our daily practices, we aim to create a workplace that supports professional growth, accountability, and collective performance.

Key Highlights

3.5%

Women Workforce

3,439

Total Workforce

8,045

Total Safety

Training Hours

19.37

Average Training

Hours

19.37

15%

Reduction in LTIFR

100%

Employees

Receiving Career

Development Review

Our Human Resource Strategy & Governance

Our HR strategy is guided by our core values- Respect, Trust, Ownership and Integrated Teamwork, which shape how we nurture talent and build organizational capability. Aligned with our business priorities, this approach enables us to strengthen performance, enhance agility and ensure long-term continuity through four strategic pillars- Growth, Customer Centricity, Cost Efficiency & Succession Planning

Pillars

of our HR Strategy

img-49.jpeg

Growth

We invest in continuous capability building and provide cross-functional opportunities that encourage employees to take ownership of their development and contribute meaningfully to business expansion.

Customer Centricity

We foster a culture of accountability and collaboration, ensuring teams work together to deliver responsive, high-quality solutions that build lasting customer trust.

Cost Efficiency

We maintain disciplined workforce planning and a performance-linked reward framework that balances competitiveness with responsible cost management.

Succession Planning

We proactively identify and develop future leaders, reinforcing organizational stability and sustaining leadership continuity across critical roles.

Together, these pillars enhance our ability to remain resilient and competitive in an evolving business landscape.

Further, our mission for our people is centered on cultivating a performance-driven culture within a modern, digitally enabled workplace. We are committed to creating an environment where our people feel valued, supported and empowered to contribute at their full potential.

Our HR governance structure ensures clear accountability, strategic oversight and effective execution across the organization. It enables disciplined decision-making while aligning people priorities with business objectives.

Chief Human Resource Officer

At the top, our Chief Human Resources Officer (CHRO) provides strategic direction and steers the overall people agenda in alignment with business priorities

Steering Committee

Strategic committees review key policies, talent initiatives and workforce matters to ensure consistency, compliance and informed decision-making

Acting Group

At the operational level, dedicated action groups implement HR initiatives, monitor progress and drive on-ground impact across our sites and offices

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Our Diverse Workforce

We recognize that a diverse workforce strengthens our organization and supports long-term performance. Different perspectives, experiences and backgrounds improve decision-making, encourage innovation and build resilience.

Our workforce reflects diversity across gender, age, geography and ability. We follow inclusive recruitment practices and uphold equal opportunity principles to ensure fair access to employment and growth opportunities. We also encourage participation from persons with disabilities and aim to create a balanced work environment that values both experience and new ideas.

By fostering an inclusive and respectful workplace, we continue to build a team that is capable, adaptable and aligns with our future goals.

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Workforce by Management Positions

55

Top Management Positions

266

Junior Management Positions

186

Middle Management Positions

530

Shopfloor Positions

Women Representation at GHCL

Women currently constitute 3.5% of our total workforce, reflecting our starting point and reinforcing our commitment to accelerate progress. To enhance transparency, we disclose the Diversity Indicator showcasing women representation as per different positions within the company in a detailed manner.

Diversity Indicator

Percentage (0 - 100%)

Share of women in total workforce (as % of total workforce) includes permanent and non-permanent.

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Share of women in all management positions, including junior, middle and top management (as % of total management positions)

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Share of women in junior management positions, i.e. first level of management (as % of total junior management positions)

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Share of women in top management positions, i.e. maximum two levels away from the CEO or comparable positions (as % of total top management positions)

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Share of women in management positions in revenue-generating functions (e.g. sales) as % of all such managers (i.e. excluding support functions such as HR, IT, Legal, etc.)

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Share of women in STEM-related positions (as % of total STEM positions)

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We are committed towards gender equality and equal remuneration for men and women. Accordingly, we monitor our average annual men and women salary ratios to review our progress towards our commitment.

Employee Level Average Women Salary (Rs.) Average Men Salary (Rs.)
Executive level* (base salary only) N.A. 1,17,16,012
Executive level* (base salary + other cash incentives) N.A. 2,78,05,770
Management level (base salary only) 9,78,945 13,80,101
Management level (base salary + other cash incentives) 9,94,538 14,40,818
Non-management level (base salary only) 2,82,809 4,34,871

*In this category - no woman employee.

Short Term

Launch of Vacuum Salt Project fully operational by women

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Long Term

Overall Women Workforce Strength by 5%

Goal

Medium Term

2% Women Representation in Top Management Roles

As the first structured step towards increasing women participation in our operations, we will be launching the Vacuum Salt Project which will be operated completely by women.

At GHCL, gender diversity is not merely a metric, it is a strategic commitment to build representation, expand opportunities, and create a workplace where women can contribute, grow, and lead.

Talent Acquisition & Management

We are focussed on building a capable, future ready workforce that supports our long-term business objectives. Our approach to talent acquisition is guided by merit, fairness and alignment with our organizational values. We seek individuals who bring strong professional capabilities and resonate with our culture and purpose-driven environment.

Our hiring strategy follows a balanced approach. We recruit experienced professionals to strengthen specialized capabilities, while campus engagements help us attract young talent with high potential. This blend allows us to combine fresh perspectives with domain expertise.

We also encourage internal mobility to support career progression and retain institutional knowledge. Through structured job rotations and cross functional role transitions, we enable employees to broaden their exposure while addressing evolving business needs.

Integrated Annual Report 2025-26


1

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

GHCL Internship Schemes

  • We at GHCL, have a well-defined Internship Policy aimed at nurturing future talent by providing structured learning opportunities to students in their respective fields of study. Each year, we offer internship opportunities to approximately 60 interns, who are supported through a combination of classroom training, on-the-job exposure, and mentorship by experienced professionals. Interns are required to prepare and submit an internship report to the HR Department upon successful completion of the program.
  • In alignment with national skill development initiatives, we have set a target to accommodate 50 interns under the Prime Minister's Internship Scheme (PMIS). During the year, internship opportunities were extended to 16 interns under this scheme.
  • Further, the Company continues to strengthen its talent pipeline through its apprenticeship program. In compliance with the Apprentices Act, 1961, GHCL Limited engaged 65 apprentices during the year, providing them with practical exposure and industry-relevant skills.

These initiatives reflect the Company's commitment to developing skilled manpower and contributing to nation-building through capability enhancement and employability creation.

New Hires

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Total number of new employee hires

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Average hiring cost/FTE

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New Hires by Gender-FY2025-26

New Hires by Age-FY2025-26

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Succession Planning at GHCL

Our goal is to develop more than 90% of our future leaders from within the organization

The Talent Management and Succession Planning Framework is designed to ensure leadership continuity, strengthen the internal talent pipeline, and support the long-term sustainability of our organization. The framework focuses on identifying critical roles, assessing internal talent, and systematically preparing potential successors through structured development interventions.

As a first step, critical positions across business functions are identified based on their strategic importance, business impact, role complexity, and leadership excellence. This helps prioritize roles where leadership continuity is essential. Potential successors are then identified through a structured evaluation process that considers performance history, leadership potential, and readiness levels. Tools such as performance-potential mapping, leadership potential reviews, and assessment centers

are used to objectively evaluate employees and identify high-potential talent.

Once successors are identified, targeted Individual Development Plans (IDPs) are created to prepare them for future roles. These plans may include leadership development programs, cross-functional

assignments, mentoring by senior leaders, and exposure to strategic projects. Such interventions help bridge capability gaps and accelerate leadership readiness.

The framework also incorporates regular monitoring and governance mechanisms to track progress, measure bench strength for

critical roles, and review succession pipelines periodically. This ensures that we maintain a strong pool of capable leaders who are ready to take on key responsibilities as business needs evolve.

Talent Management & Succession Planning - Way Forward

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Prioritizing

Positions for

Succession Planning

  • Criticality Score of the Position
  • Incumbent Age

1

Identifications of Critical

Position/Leadership Position

  • Definition Finalization Along with Criticality Grid
  • Identification of Critical Position across GHCL - Soda Ash & GTL.

4

Assess Potential and Measure the Readiness Level

  • Development Assessment Centre for Critical/ Important Positions
  • Hogan Assessment for Leadership Position
  • Successor Readiness Classification

5

Create Tailor

Made Individual

Development Plan (IDP)

  • Role Specific Learning
  • Shadow Learning
  • Coaching
  • Leadership Exposure

6

Review and

Governance

  • Periodic-Review Quarterly
  • Accelerate Learning Support

Integrated Annual Report 2025-26


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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Mentoring & Development Programs at GHCL

Leadership Development Program/Coaching

As part of our strategic talent development approach, we continue to strengthen our leadership pipeline through focused and structured interventions. In response to the evolving business environment, we introduced an "Extensive Leadership Development Intervention" for selected high-potential employees, delivered in partnership with certified coaches.

Through this structured programme, participants gain deeper insights into their strengths and development areas, aligned with our organizational competencies and future leadership expectations. This initiative reflects our commitment to developing internal talent, enhancing leadership capability and building a high-performance, future-ready culture. Currently, 16 employees are part of this ongoing development journey.

Mentorship Programme

We have also established structured development guidelines for our GET, MT and DET campus recruits to ensure a smooth transition into the organization and accelerate their growth. As part of this framework, each new joiner is paired with a mentor under a formal Mentor-Mentee Programme, providing guidance, support and structured learning during the initial phase of their career with us.

Workforce's Engagement & Well-being at GHCL

We recognize that employee well-being and engagement are essential to building a resilient and high-performing organization. Our approach focuses on creating a supportive work environment where employees feel secure, valued and motivated to contribute meaningfully.

We offer a comprehensive range of benefits and support mechanisms that address financial security, health, professional development and work-life balance. These include competitive compensation, medical coverage, performance-linked incentives, retirement benefits and employee-friendly policies. Together, these initiatives help create stability and encourage sustained engagement.

We also operate an Officers' Club to encourage interaction and community building. The Club is supported through employee contributions, with the Company

contributing twice the amount to promote participation. The Udaan Committee oversees its functioning and curate various engagement and recreational initiatives for officers.

We provide contingency support to the families of employees in the unfortunate event of their demise. This financial assistance is extended to help the family manage immediate needs and provide a measure of stability during a difficult period.

In addition, we place strong emphasis on continuous learning, wellness programmes and recognition platforms that support both personal and professional growth. Through these efforts, we remain committed to creating a positive, inclusive and supportive workplace that strengthens employee satisfaction, engagement and overall well-being.

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Well-being Calendar at GHCL

Drawing inspiration from the "People-First" philosophy exemplified by industry leaders, we recognize that our workforce is the cornerstone of our sustainable growth. In FY2025-26, we launched a comprehensive Employee Engagement and Well-being Calendar a strategic framework designed to foster a resilient, inclusive, and energized workplace.

This holistic initiative transcends traditional HR practices by addressing five critical dimensions of the employee experience: Physical, Emotional & Mental,

Social, Occupational, and Financial Well-being. From preventive healthcare and mindfulness-based stress management to financial literacy sessions and inclusive team building, the program ensures a 360-degree support system for our people. By integrating these pillars, we aim to enhance cognitive focus, manage occupational stress, and strengthen the interpersonal bonds that drive our collaborative success. Reflecting our commitment to ESG (Environmental, Social, and Governance) excellence, this

initiative is backed by strong leadership endorsement and a rigorous HR-led monitoring mechanism. All activities are tracked to ensure meaningful participation and impactful execution, aligning individual growth with our organizational values. Through this structured investment in human capital, we are not only boosting productivity and innovation but also cultivating a vibrant organizational culture that remains a key differentiator in our journey towards long-term sustainability.

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Integrated Annual Report 2025-26


GHCL Limited

Corporate Operations

Statutory Reports

Financial Statements

MILAP (Medium for Interactive, Lateral and Actionable Partnership)

At GHCL Limited, MILAP (Medium for Interactive, Lateral and Actionable Partnership) is a structured employee engagement platform that encourages open communication and participative management across all levels of the organization. It serves as a formal yet collaborative forum where employees can share ideas, express perspectives, and suggest improvements to enhance the workplace environment.

MILAP aims to channel employee creativity and collective wisdom into actionable outcomes that support operational excellence and organizational growth. By providing a space for constructive dialogue, the initiative strengthens ownership, builds leadership capabilities, and fosters a culture of transparency and mutual respect.

Meetings were conducted on quarterly basis at our Soda Ash manufacturing plant. Suggestions discussed during these meetings are documented, reviewed, and evaluated for feasibility. All suggestions are also addressed by the Senior Leadership Team; ensuring employees' inputs are heard and acted upon. Appropriate recommendations are implemented in alignment with business priorities, and employees are kept informed about the progress and outcomes of key suggestions.

During the MILAP sessions conducted during the reporting period, a total of 38 issues/suggestions were raised by employees. Of these, 16 issues have been resolved. The issues covered administrative, safety, process improvement, technology, and infrastructure-related concerns.

Through MILAP, GHCL reinforces its commitment to inclusive engagement, continuous improvement, and creating a positive and supportive work environment where every voice matters.

Trend of Employee Wellbeing- Our Success Metrics

We at GHCL conduct regular surveys amongst our employees to understand their experiences, expectations and overall levels of satisfaction and engagement. These surveys help us capture employee sentiment across areas such as workplace culture, well-being, leadership support and growth opportunities. The insights gathered enable us to identify improvement areas and implement targeted actions that enhance engagement, strengthen trust and create a more supportive work environment, thereby retaining high potential talent.

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Our Turnover Rate Over the Years

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Total employee turnover rate

Particulars FY2022-23 FY2023-24 FY2024-25 FY2025-26
Male Female Male Female Male Female Male Female
Total employee turnover rate 10.00% 20.69% 8.00% 21.4% 5.66% 13.79% 7.20% 25.81%
Particulars FY2022-23 FY2023-24 FY2024-25 FY2025-26
--- --- --- --- --- --- --- --- ---
Total employee turnover rate-age wise
Age<30 31.51% 23.70% 17.57% 22.75%
Age 30-50 9.54% 8.45% 4.61% 5.84%
Age>50 1.63% 0.87% 2.71% 4.48%

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Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

UDAAN - Fostering a culture of togetherness at GHCL

Through our program UDAAN, we are committed to fostering a culture of joy, camaraderie, and creativity within our organization. Whether through team-building games, wellness activities, or simply celebrating milestones, we believe that injecting a little fun into the everyday of our employees is the key to building a happy and thriving organization.

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Event & Initiatives in FY2025-26 under UDAAN
Earth Day Celebration at GHCL's Noida office

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Diwali pooja

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AAM-MA-MIA (The Mango Fest)

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Have you a few glimpses from the celebration - filled with smiles, fixed and fun moments.
Fun Friday with Potluck

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Dilchasp Shanivaar

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Cricket Tournament

Retirement Transition Programme at GHCL

At GHCL Limited, the journey of an employee is honoured with the same respect and dignity at retirement as it is at the time of joining. The transition from active service to retired life is thoughtfully planned to ensure financial security, emotional reassurance, and a smooth settlement process. All retrial benefits are processed and disbursed in a timely and transparent manner, reaffirming our commitment to fairness and gratitude.

In addition, we provide counselling & encourage to take post-retirement Mediclaim benefits (on a chargeable basis) to support continued healthcare needs, reflecting our belief that care for our people does not end with their last working day.

We at GHCL also facilitates reimbursement of charges for shifting household belongings and travel assistance to the employee's permanent place of settlement, ensuring that this new chapter begins without logistical or financial stress.

Beyond financial and procedural support, GHCL Limited celebrates retirement as a proud milestone. As a gesture of appreciation and emotional connection, retiring employees are honoured with a commemorative T-shirt and a framed photograph of Somnath Mahadev, symbolizing blessings, gratitude, and enduring association with the organization.

This thoughtful send-off strengthens the lifelong bond between the us and our people, reinforcing our identity as a compassionate and value-driven company that respects dedication, celebrates contribution, and stands by its employees even beyond their years of service.

Maternity Benefits at GHCL Limited

We at GHCL, are committed to nurturing a caring and inclusive workplace where employees feel supported during life's most meaningful moments. Women employees are provided paid maternity leave with full job security, ensuring financial stability and peace of mind during pregnancy and post-delivery recovery. We facilitate a smooth return-to-work transition, flexible working support wherever feasible, and a safe working environment. These initiatives reflect our belief that when employees feel valued as individuals and parents, they contribute with greater passion, loyalty, and confidence.

Beyond statutory provisions, we extend thoughtful associated benefits such as nursing breaks without loss of pay, access to crèche/childcare support, and a family-friendly work culture that helps mothers balance career and motherhood comfortably. The presence of childcare support enables employees to stay focused while remaining close to their child, strengthening emotional well-being and productivity. Through these progressive measures, we are proudly reinforcing our image as a compassionate employer that empowers women, supports families, and builds a workplace where both careers and families grow together.

Performance, Learning & Development at GHCL

Recognizing and developing our people is central to building a strong and fulfilling workplace. We follow a structured performance management process that provides clear expectations, regular feedback and targeted learning opportunities to support individual growth.

Our organizational goals are translated into departmental KRAs and further aligned to individual objectives. Each employee's performance is assessed against 11 different behavioural competencies, 4 core values and role-specific functional skills, ensuring clarity and fairness. Senior leaders (AGM and above) are reviewed quarterly through a Balanced Scorecard approach, while other employees undergo an annual evaluation based on multidimensional performance.

The insights from this process guide succession planning, learning and development interventions, and reward decisions. This ensures that performance, capability building and recognition remain closely aligned with our strategic priorities.

100%

Employee Performance Appraisal

Trainings, Learning & Development Programs

19.37

Average hours per FTE of training and development

12,832

Average amount spent per FTE on training and development.

At GHCL, Learning & Development (L&D) is positioned as a strategic enabler of business performance and long-term sustainability. The L&D framework has been designed to move beyond traditional training

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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

administration and establish a structured, governance-driven, and outcome-oriented capability development ecosystem.

The framework integrates induction, Training Needs Identification (TNI), capability building, governance oversight, budget discipline, digital enablement, and effectiveness measurement into single cohesive system. It ensures that learning interventions are aligned with organizational priorities, operational excellence, and leadership pipeline development.

A key strength of the framework is the clearly defined governance structure. The Centre of Excellence (COE) has been formally established with a defined mandate to review, consolidate, and validate training inputs across functions. The COE ensures that learning initiatives align with business priorities, eliminate duplication, and optimize resource utilization. Along with the Apex Team, it provides strategic oversight and approval for major development initiatives and budgets. This structured initiator-reviewer-approver mechanism ensures accountability, transparency, and financial discipline.

The Training Needs Identification process is multi-dimensional and systematic. It integrates inputs from business plans, operational challenges, performance management systems, compliance requirements, and talent management processes. This ensures that capability building is not reactive but strategically aligned. The Annual Training Calendar is prepared based on validated inputs, ensuring clarity in priorities, defined target groups, and measurable outcomes.

The framework also emphasizes structured trainer identification, combining internal subject matter experts and external trainers through a rigorous selection process. Training execution is planned to minimize operational disruption while maximizing impact. Effectiveness is measured using structured evaluation models, linking learning outcomes to behavioral change and business results.

Overall, the L&D framework at GHCL ensures that learning investments directly contribute to organizational capability enhancement, operational efficiency, leadership readiness, and sustainable growth.

Way Forward: FY2026-27

For FY2026-27, we have taken a significant step forward by redesigning the Training Need Identification (TNI) process to ensure that training directly supports business outcomes rather than merely fulfilling individual learning requests.

Previously, the TNI approach was largely individual-driven, focusing on collecting training nominations from employees. While participative, this model did not always guarantee alignment with critical organizational capability requirements. Therefore, we have strategically shifted from

an individual-request model to a business-driven capability-building approach.

The redesigned TNI process is based on a structured three-kins approach:

  • Business Lens- Identifying capabilities required to achieve business goals, address operational challenges, and meet future strategic requirements.
  • Role Lens- Defining competencies required each role to perform effectively.
  • People Lens- Assessing actual skill gaps at the individual level.

This holistic framework ensures balanced focus across our organizational priorities, role effectiveness, and individual development.

The execution of the redesigned TNI process follows a structured step-by-step approach:

  1. Business Inputs from HODs / Function Heads: Training needs are captured based on business plans, operational challenges, capability gaps, and future growth requirements.

  2. Consolidation and Review by L&D: The L&D team consolidates department-wise inputs, removes duplication, and maps each intervention against business impact, target audience, and training category.

  3. Senior Management Validation: Consolidated training needs are presented to senior leadership for prioritization and approval.

  4. Department Mapping on GEMS Portal: Approved trainings are mapped department-wise on the digital platform.

  5. Employee Input with Manager Validation: Employees are provided with controlled access to select relevant programs, subject to reporting manager validation. This eliminates random nominations and ensures only role-relevant, validated needs move forward.

  6. Final TNI and Annual Training Roadmap: All validated inputs are compiled into a consolidated Annual Training Calendar with clear priorities, defined target groups, and expected outcomes.

Expected Outcomes

Through this redesigned and structured approach, we aim to achieve:

  • A clear, prioritized annual capability development roadmap
  • Strong alignment between training and business strategy
  • Improved utilization of the learning budget
  • Balanced focus on business, role, and individual development

  • Higher ownership from HODs and reporting managers

  • Enhanced transparency and governance
  • Improved return on investment in training initiatives

Skill Enhancement for Blue Collars

At GHCL Ltd, we recognized that our skilled workmen are the backbone of our operations; yet structured learning for them was limited. To prepare for evolving technologies, safety standards, and quality requirements, we launched the Skill Assessment Initiative- a program designed to evaluate skills, identify gaps, and provide targeted development opportunities.

We began by mapping the skills of 62 workmen trade-wise and developing a Skill Dictionary covering technical competencies, SMEs and area experts then designed practical, role-specific training modules. Over seven sessions, 49 workmen benefited through classroom and on-the-floor training, gaining enhanced skills, confidence, and safety awareness.

Impact for GHCL: Improved operational efficiency, stronger safety compliance, better cross-functional coordination.

Way Forward: Expand the initiative to all workmen, link assessments to training outcomes, and establish a self-sustaining learning ecosystem on the shop floor.

Conclusion: This initiative reinforces our commitment to inclusive growth, operational excellence, and building a future-ready workforce.

GHCL's Rewards & Recognition (R&R) Framework

At GHCL, recognition is not just a moment of appreciation, it is a philosophy that shapes our culture. We believe that progress is driven by people, and every contribution, big or small, deserves to be valued. This belief is strengthened through our structured Rewards & Recognition (R&R) Framework.

Designed to celebrate excellence in all its forms, the program features multiple award categories- Good Job, You Are Awesome, On-the-Spot Award, Long Service Award and Exemplary Award- each recognizing dedication, innovation, teamwork, and exceptional performance. Whether it is a small improvement on the shop floor, timely cross-functional support, a proactive step that safeguards the business, or a breakthrough idea that drives growth and safety excellence, every effort finds meaningful acknowledgment.

For Executives, the process is enabled through our digital platform, GEMS, where nominations are initiated and routed through a defined approval workflow. At the same time, the spirit of recognition goes far beyond a system. The same R&R framework proudly extends to technicians, workmen, and contract manpower.

Beyond recognition, we have also instituted a well-structured Production Incentive Policy for both Executives and Workmen. By directly linking rewards to clearly defined business and operational targets, this initiative strengthens a performance-driven culture, fosters ownership, and motivates teams to consistently strive for operational excellence.

We also celebrate loyalty and commitment through the Long-Term Service Award, honouring those who dedicate years of service to building GHCL's legacy.

Together, these initiatives reflect who we are - a Company that values performance, celebrates effort, and builds pride at every level, because at GHCL, recognition is not just a program, it is the foundation of our growth.

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98

CHICAGO

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

99

Integrated Annual Report 2025-26

Award categories Number of employees
Good Job 3
You are Awesome 8
On the Spot Award 56
Long Service Award 23

Our continuous investment on human capital has resulted in a positive Human Capital Return on Investment (HCROI) over the years as disclosed below

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Human Capital Return on Investment (HCROI)

Human Rights Assessment & Due Diligence

Commitment • Due Diligence • Safeguards

Policy Foundation

Our Commitment to Human Rights

We are committed to respecting and protecting human rights across our workforce and operations. Our Human Rights Policy is anchored in the following principles:

  • Fair wages and ethical employment practices
  • Zero tolerance for child labour and forced labour
  • Equal opportunity and non-discrimination
  • Prevention of human rights abuses
  • Safe and healthy working conditions
  • Freedom of association and collective bargaining

Due Diligence Framework

Strengthening Risk Identification & Oversight

To enhance governance, we are working towards implementing a structured Human Rights Assessment framework that will:

  • Identify potential risks across operations and value chain
  • Evaluate impact and exposure in critical functions
  • Integrate human rights into risk management and supplier reviews
  • Establish monitoring and review mechanisms
  • Enable corrective and preventive action planning

This forward-looking approach will strengthen accountability and proactive risk mitigation

Grievance & Protection Mechanism

Accessible, Transparent & Structured Redressal

We maintain a transparent and structured grievance redressal mechanism that allows employees to raise concerns without fear of retaliation.

  • Two-tier committee structure:
  • Location-level Grievance Redressal Committee
  • Apex Committee for escalation
  • Secure submission and tracking through the GEMS ESS digital portal
  • Defined timelines for fair and confidential resolution

This system promotes open communication, strengthens trust and supports an inclusive and accountable workplace culture.

Safety first- Protecting People, Powering Performance

At GHCL, creating a safe and healthy workplace is fundamental to how we operate. We place strong emphasis on protecting our people and fostering an environment where every individual feels secure, supported, and empowered to perform at their best.

Our approach to Environment, Health and Safety (EHS) is guided by structured systems and preventive practices aligned with ISO 45001 standards. We view safety not merely as compliance, but as a core value embedded in everyday operations. It is a collective responsibility shared across all levels of the organization.

Safety Target (from FY2025-26)
Safety KPI Short Term(2 years) Medium Term(5 years) Long Term
Fatality ZeroFatality ZeroFatality ZeroFatality
LTIFR <0.27 <0.11 -
TRIFR <1.68 <0.70 -

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1

GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Our Safety Governance Structure at GHCL

Over the past 18 months, our Soda Ash, Sutrapapda Plant has been actively implementing the dss+ (DuPont Sustainable Solutions) Safety Management System with the objective of strengthening safety culture, enhancing operational discipline, and ensuring sustainable risk reduction across all operational areas. The governance framework has been structured to ensure strong leadership commitment, clear accountability, and active participation at all levels of the organization, including employees and contractors.

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Leadership Commitment and Top Management Oversight:

Safety governance at our plants is led from the top. Our Plant Head and senior leadership team set the direction, allocate resources and review safety performance monthly to ensure alignment with key objectives and the dss+ roadmap. Through regular safety interactions, safety action meetings, PSM implementation and active participation in safety observations, we demonstrate visible leadership commitment and reinforce a strong culture of safety excellence.

Senior Management Steering and Strategic Monitoring:

Our structured Apex Committee, comprising senior functional heads, oversees the effective implementation of the dss+ framework. We monitor progress, review leading and lagging indicators, assess risk management effectiveness, and drive corrective and preventive actions. Through active leadership involvement, we integrate safety into operational planning, strengthen accountability, and promote proactive risk identification and mitigation across our operations.

Line Management Ownership and Operational Execution:

Our line management forms the backbone of our safety governance by integrating it into daily operations. Area in-charges and frontline supervisors actively implement dss+ tools, ensure compliance with safe work procedures, reinforce safe behaviours and promptly address unsafe conditions. Through strong ownership at the operational level, we embed safety into routine decision-making and day-to-day activities.

Workforce and Contractor Engagement:

Recognizing that safety excellence requires collective ownership, active participation from employees and contractors remains a key pillar of our governance structure. Both employees and contractor personnel are involved in toolbox talks, permit to work processes and safety improvement initiatives. Through focused training, awareness programmes and strengthened contractor safety management, we enhance accountability and ensure alignment with plant safety standards across our operations.

Hazard Identification and Risk Assessments (HIRA)

At GHCL, proactively identifying and managing health and safety risks is central to our commitment to achieving 'Zero Incidents'. We conduct Hazard Identification and Risk Assessments (HIRA) and Job Safety Analysis (JSA) for both routine and non-routine activities to systematically evaluate potential risks and classify them based on severity.

Based on these assessments, we implement appropriate control measures to reduce risks to acceptable levels. Our approach is further strengthened through root cause analysis, drawing learnings from incident investigations, safety audits, observations and expert recommendations to drive continuous improvement.

Reporting Hazardous Risks at Workplace

We foster a workplace where employees are empowered to promptly report hazards, unsafe conditions and near-miss incidents without fear of retaliation. Clear reporting channels, supported by structured training and thorough investigations, enable timely resolution and continuous safety improvement while safeguarding employee well-being and job security.

The following channels are available for employees/workers to report work related hazards/risks and unsafe situation:

Safety committee meeting Incident reporting forms
Google form for reporting unsafe conditions, Housekeeping etc. Near-miss reporting electronically or physically
Safety Tamare Aangane Safety action meeting

Health & Safety Trainings & Events at GHCL

At GHCL, we strive towards instilling a safe working culture among our employees. We go beyond formal training by conducting various health and safety communication campaigns, engaging our workforce in proactive participation, aligning them to our safety vision.

8.045

Total safety training hours

Our List of Trainings Includes

Safety Awareness for Female Employee as Per Rule 111a of GFR Chemical Safety Chlorin Kit Demo Construction Safety
Conveyor Safety Defensive Drive Electrical Safety Emergency Awareness
Fire Demonstration Fire/Safety Quiz Fundamentals Of Fire General Safety Rules
Hand And Powered Tools Safety Loading & Unloading Loto Awareness Machine Guarding
Material Handling PPES Process Safety Safety During Confined Space Work
SCBA Awareness On the Job Slips, Trips, Falls Ladder And Staircase Safety Working On Height Welding Cutting & Storage of Cylinders

Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

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To strengthen safety awareness and encourage responsible behaviour on the shop floor, we introduced SUMIT - Suraksha Mitra at our Sutrapada plant. The initiative has been implemented in collaboration with dss+, a global expert in safety and operational excellence, as part of our ongoing efforts to enhance safety standards.

SUMIT serves as a symbolic safety ambassador, reinforcing the importance of safe practices and collective responsibility among employees and workers. Through this initiative, we aim to encourage individuals to remain vigilant, follow established safety procedures, and contribute to a safer working environment.

To extend our safety beyond just compliance, we lay emphasis on psychological safety by fostering an environment where employees feel comfortable raising concerns and sharing feedback. Mechanisms such as the POSH Committee, Open Door Policy, and Grievance Redressal System support this commitment and help ensure that employees feel secure, respected, and supported at the workplace.

Our Safety Performance During the Year

At GHCL, safeguarding our people remains central to our operational philosophy. Through continuous improvement, adoption of advanced technologies, structured training programmes and focused safety initiatives, we strive to maintain a secure and healthy working environment across all our locations.

We upheld a culture of transparency and accountability by ensuring timely reporting and systematic tracking of all workplace incidents, including lost time injuries and fatalities, through our structured incident management system. This disciplined approach enables us to monitor trends, strengthen preventive measures and drive sustained improvements in our health and safety performance, as detailed below.

Work-related Injuries

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Employee

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Contractors
*Work-related injury includes medical treatment cases and restricted work cases and lost time injury cases

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LTIFR
Employee

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Contractors

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Fatalities
Employee

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Contracts
Process Safety Events: Tier 1

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Number per million hours worked

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Corporate Overview

Statutory Reports

Financial Statements

Social & Relationship Capital

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Rooted in Wisdom, Driven by Impact

“अयं निजः परो येति गणना लघुचेतमाम्।
उदारचरितानां तु वमुधैव कुटुम्बकम्”

This timeless Sanskrit shloka embodies our belief in collective progress and shared responsibility. It reminds us that success is built on interconnected growth where businesses thrive alongside the communities and ecosystems they serve. Guided by this philosophy, we at GHCL look beyond financial performance to create tangible social value, deepen community partnerships, and uphold our standing as a responsible corporate entity.

At GHCL, social and relationship capital is strengthened through purposeful engagement and sustained trust based collaboration. Our Corporate Social Responsibility initiatives are designed to deliver measurable and lasting impact, with focused interventions in education, healthcare, livelihood enhancement, and environmental stewardship.

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Key SDGs

Material Topics

  • Corporate Social Responsibility
  • Ethical Supply Chain Management

Key Highlights

₹18.05 Cr. 1,27,330 92% 15.19% 10
CSR Spent Lives Impacted Net Promoter Score Suppliers Assessed on ESG Indicators Partnership with NGOs, Trusts & Government

Community Development

Guided by a strong sense of responsibility, we embed community development into our growth journey. We strive to balance financial performance with social progress, ensuring that our business expansion contributes meaningfully to the well-being of surrounding communities.

Established in 2010, the GHCL Foundation Trust serves as our dedicated CSR arm, through which we design and implement structured programmes aimed at delivering measurable and sustainable impact across our areas of operation.

Our CSR Strategy and focus areas

At GHCL, the Stakeholder Engagement Policy and CSR policy provides a structured approach for mapping affected communities and a broad range of local stakeholders, including the identification of vulnerable and marginalized groups.

Our engagement strategy is built on meaningful and locally contextualized dialogue with communities, and the insights from these interactions inform our operational and community development decisions.

Through strategic planning, active monitoring, and collaboration with partners, we strive to create long-term social value while reinforcing our commitment to being a responsible and engaged corporate citizen.

Our Focus Areas

Agriculture-based
Livelihood

11,733
Beneficiaries Impacted

531.14
Amount Spent (₹-lakhs)
(includes animal husbandry)

Healthcare

73,966
Beneficiaries Impacted

210.94
Amount Spent (₹-lakhs)

Education

8,838
Beneficiaries Impacted

255.95
Amount Spent (₹-lakhs)

Skill Development (NSDC)

2,701
Beneficiaries Impacted

534.29
Amount Spent (₹-lakhs)

Water Resource Development

103
Beneficiaries Impacted

35.00
Amount Spent (₹-lakhs)

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Integrated Annual Report 2025-26


GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Agriculture-based Livelihood

img-90.jpeg

11,733

No. of Beneficiaries

₹531.14 lakhs

Total Spent

(including Animal Husbandry)

We continue to advance rural development by promoting sustainable agriculture practices and responsible livestock management. Through our Comprehensive Organic Farming Initiative, we have supported 330 progressive farmers in

obtaining C1 level organic certification under Gujarat Organic Products Certification Agency (GOPCA), enabling the adoption of improved organic practices that enhance soil health, productivity, and environmental sustainability. At the same

time, we are addressing fodder scarcity by developing Gauchar land into dedicated fodder plots in the Greenfield project area, strengthening livestock-based livelihoods and enhancing long-term resilience within rural communities.

From Chemicals to Confidence

Transforming a Farmer's Journey Through Sustainable Agriculture

Location

Hasanavdar village, Veraval Taluka

Beneficiary Name

Pratapbhai Nathabhai Barad

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Need Identified

Pratapbhai Nathabhai Barad, managing 8.5 vighas of land while working as a Security Guard at G.I.S.F., was increasingly concerned about declining soil fertility and rising input costs caused by chemical fertilizers and pesticides. Seeking sustainable alternatives, he explored natural farming practices to restore soil health and reduce dependency on chemicals.

GHCL's Foundation Intervention

Through structured training and exposure programmes on organic farming, we through GHCL Foundation supported Pratapbhai in transitioning to natural farming practices. He adopted organic formulations such as Jeevamrut, Beejamrut, Dasparni Ark, Neemastra, and Agniastra.

With assistance from the Foundation, he implemented drip irrigation supported by GGRC and GHCL subsidies, reducing water usage and labour requirements. He was

also provided with N-Aerobic liquid mixture bags, vermicompost fertilizer kits, and solar light traps to improve efficiency and lower input costs.

To strengthen income streams, the Foundation encouraged direct marketing of farm produce. Pratapbhai branded his products under "Radhika Natural Farm" and began selling processed groundnut oil and organic crops directly to consumers.

Outcomes Achieved

Healthier crops and improved soil quality

Reduction in input costs by over 50%

Increased net profit per vigha

1,26,000 earned per batch from processed groundnut oil

250-300 higher earnings per 20 kg through direct crop sales

Additional

10,000 monthly income from surplus milk through six Gir cows

Healthcare

img-92.jpeg

73,966

No. of Beneficiaries

Limited access to reliable healthcare continues to affect many rural communities across India. Through our healthcare initiatives, we work to reduce this gap by making medical services accessible, affordable and dependable for underserved populations. With a strong

₹210.94 lakhs

Total Spent

emphasis on preventive care, chronic disease management, women's health and elderly support, our Mobile Health Units bring essential consultations, medicines and follow-up care directly to village doorsteps strengthening health security and improving quality of life for thousands.

We take pride in mentioning that on the occasion of World Health Day, GHCL Foundation collaborated with the Rotary Club of Madurai North by donating a state-of-the-art ultrasound machine to Surgical Oncology Department of Government Rajaji Hospital

Healthcare at the Doorstep

Mobile Health Units Strengthening Rural Health Security

Location

Rajula | Mandvi | Junagadh

Beneficiary Name

Women | Elderly | Rural Community

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Need Identified

In several rural regions across Rajula, Mandvi and Junagadh, elderly citizens, chronically ill patients and financially vulnerable individuals faced limited access to structured and continuous healthcare services. Distance from medical facilities, financial constraints and irregular monitoring led to unmanaged chronic conditions such as diabetes and hypertension, affecting both physical stability and emotional well-being.

GHCL's Foundation Intervention

Through the Mobile Health Unit initiative, supported by GHCL Foundation and implemented by HelpAge India, we provide structured and reliable primary healthcare services directly to underserved villages. By taking healthcare to the doorstep of communities, we ensure that essential medical support is accessible to those who face barriers due to distance, affordability, or limited infrastructure.

The programme offers free medical consultations, diagnosis, and essential

medicines, along with focused management of chronic illnesses such as diabetes and hypertension. Regular monitoring of blood pressure, blood sugar and other vital parameters, combined with scheduled follow-up visits, ensures continuity of care and timely intervention.

In addition, we provide lifestyle counselling, preventive health guidance and supportive assistance, including mobility support where required.

Outcomes Achieved

Early identification and timely management of chronic conditions

Improved physical strength and functional ability

Improved health and quality of life for the family

Enhanced emotional reassurance and dignity

Lower financial burden due to accessible care

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109

Education

8,838

No. of Beneficiaries

We view education as a powerful catalyst for lasting social progress and inclusive growth. Through the GHCL Foundation, we work to strengthen learning ecosystems in rural and underserved communities, ensuring that children are not limited by geography or circumstance. Our initiatives focus on enhancing school infrastructure, enabling teachers with the right support, providing essential learning resources, and encouraging well-rounded development beyond academics. By prioritizing access, fairness, and quality in education, we strive to equip young minds with the confidence, skills, and opportunities needed to shape a brighter future.

My Child, My Responsibility

Enabling Early Learning Through Community Engagement

Location

Lati Village, Sutrapada, Gir-Somnath

Beneficiary Name

Aarti (rural child)

img-94.jpeg

Need Identified

At Anganwadi Centre No. 04 in Lati village, children were regularly engaged in structured learning activities. However, one child, Aarti, was not attending the centre. Her parents, with limited education, did not fully understand the importance of early childhood learning. As a result, Aarti was missing out on foundational developmental opportunities available to other children in the village.

GHCL's Foundation Intervention

Under Project Vidhyajyot, the team identified children who were not attending the Anganwadi and prioritized home visits to engage with their families. The field worker made repeated visits to Aarti's home, initiating patient and thoughtful conversations with her parents about the value of early education. Through consistent dialogue and reassurance, the team helped the parents understand that Anganwadi attendance could provide their child with a strong foundation for future learning and growth.

Outcomes Achieved

Reduced educational gaps in underserved communities
Improved access to early and foundational learning for students like Aarti
Strengthened parental awareness on importance of education

Improved learning environment and infrastructure
Increased student enrollment and regular attendance

Skill Development

2,701

No. of Beneficiaries

2534.29 lakhs

Total Spent

Facilitating the advancement of livelihood development in rural areas, we have established a network of eight Vocational Training Institutes (VTIs) across Gujarat, equipping youth with industry-relevant skills and pathways to sustainable employment. Located in Sutrapada, Jafrabad, Victor, Talala, Mota Layja, Kaj, Gadu, and Prachi, these centres offer market-aligned courses such as Assistant Electrician, Nursing Assistant, Fitter-Fabrication, BPO, Sewing Machine Operation, and Computer Concepts.

Over the past three years, VTI – GHCL Foundation has trained a total of 4,527 youth, of whom 85.44% (3,868 trainees) are currently employed or engaged in income-generating activities. Among the trained and placed candidates, more than 60% are women, highlighting the Foundation's strong commitment to gender inclusion and women's economic empowerment. The impact of VTI is clearly visible in the strong trust and positive relationship it has built within the community.

More than 320+ families have had multiple members trained at the center, highlighting the program's deep community outreach and acceptance. As a result, these families have experienced a significant improvement in their socio-economic conditions, with an average monthly income growth of Rs 35,000 to 50,000. This transformation has brought greater financial stability, improved self-confidence, and a better overall quality of life for the community.

From Skill to Stability

Transforming Rural Room Through Vocational Training Centre

Location

Ukadiya (Gir)

Beneficiary Name

Nikita Vala

Location

Ghusiya

Beneficiary Name

Viren Kamaliya

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Need Identified

Coming from a small farmer family, Nikita aspired to improve her family's financial condition. However, limited exposure, social barriers, and restricted local opportunities posed significant challenges.

GHCL's Foundation Intervention

In 2022, Nikita enrolled as a BPO trainee at VTI. Through structured training, skill-building, and mentorship, she gained professional competencies and confidence to pursue employment beyond her immediate geography.

Outcome

She began her career as a Tele Caller in Junagadh (f10,000/month), later progressed to HR Assistant at SNF Flopam India Pvt. Ltd., and today works as Senior HR at Aarcellor Staffing, earning f39,000 per month. Her journey reflects increased financial stability, independence, and enhanced family dignity.

img-96.jpeg

Need Identified

Raised in a small agricultural family, Viren had strong work ethic but limited employment opportunities and professional exposure.

GHCL's Foundation Intervention

In 2022, he joined VTI as a BPO trainee, receiving structured skill development, career guidance, and placement support.

Outcome

He began as MIS Officer at Avadh Namkin, transitioned into HR roles at Wnett India Pvt. Ltd, and now serves as HR Manager earning f45,000 per month. His brother, also trained at VTI, earns f20,000 per month in Accounts. The family's total income has grown to f65,000 per month, significantly improving financial security and quality of life.

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Corporate Overview

Statutory Reports

Financial Statements

Water Resource Development

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From Scarcity to Security

Ensuring Safe Drinking Water for the Community

Location

Chanch Bandar Village, Rajula Taluka

Beneficiary Name

Smt. Gujriya Bharatiben Jodhabhai

img-98.jpeg

Need Identified

Water scarcity has become a serious concern in Gujarat's coastal regions due to climate change and irregular rainfall. In Chanch Bandar village, access to safe drinking water remained difficult, especially for economically vulnerable families. Smt. Gujriya Bharatiben Jodhabhai faced challenges in securing safe water for her household due to poverty and distance from reliable water sources.

GHCL's Foundation Intervention

In alignment with government-led water initiatives and community participation efforts, we implemented public participation-based drinking water schemes in villages around our operational areas. In Chanch Bandar, we supported the construction of over 428 individual rainwater harvesting tanks.

With our support, Bharatiben mobilised resources and successfully constructed

a rainwater tank during 2025-26, enabling access to safe drinking water at her doorstep.

Outcomes Achieved

Access to sufficient, safe, and sweet drinking water

Improved health and quality of life for the family

Reduced dependency on distant water sources

Inspiration for other women in the community to take initiative

Animal Husbandry

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25,628

No. of Beneficiaries

₹531.14 lakhs

Total Spent (Including agriculture-based livelihood)

No. of Beneficiaries

We strengthened livestock-based livelihoods and reduced dependence on uncertain fodder sources, by undertaking the development of Gauchar land into organised fodder cultivation plots within the Greenfield project area.

This initiative is designed to create a reliable and sustainable fodder supply system

for local communities. By transforming common grazing land into dedicated fodder zones, we are enhancing livestock productivity, minimize seasonal shortages, and building greater resilience among rural households that depend on animal husbandry for their income and stability.

Aquaculture & Fisheries Development

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3,875

No. of Beneficiaries

₹47.62 lakhs

Total Spent

With a focus on advancing inclusive livelihood development, we extended dedicated support to pagadiya fishermen, who are traditional, small-scale fishers along the Gujarat coastline. Given their limited resources and economic vulnerability, our efforts were directed at strengthening both their access to institutional support and their operational capacity.

Working in coordination with the National Fisheries Development Program (NFDP), we facilitated access to relevant government schemes by organizing registration and license renewal drives for 52 fishermen and conducting awareness sessions for 28 participants. Under the Pradhan Mantri Matsya Sampada Yojana (PMMSY), 25 individuals received benefits,

while 3 were assisted in applying for Kisan Credit Cards (KCC) to improve access to formal credit systems.

To enhance productivity and income stability, we distributed essential fishing equipment and assets to 456 fishermen. This included 63 ice boxes, 62 plastic crates, 63 tarpaulins, 268 fishing nets, 125 head pans, 48 weighing scales, along with ropes and related materials, enabling better fish handling, storage, and market readiness. Overall, the Aquaculture and Fisheries Development programme reached 486 individuals, with 95% belonging to vulnerable and marginalized communities, reinforcing our commitment to strengthening coastal livelihoods through targeted and inclusive interventions.

Women Empowerment

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3,875

No. of Beneficiaries

₹47.62 lakhs

Total Spent

Our initiatives are designed to strengthen confidence, expand livelihood avenues, and promote positive social change among rural women. In the Sutrapada region, we have implemented focused interventions that blend awareness-driven campaigns with skill-based capacity building.

Through large-scale cleanliness drives conducted across Self-Help Groups (SHGs), we have encouraged improved hygiene

practices and collective responsibility. Alongside this, we provide hands-on training in product-making and income-generating activities, enabling women to build sustainable sources of earnings. By combining behavioural awareness with economic opportunity, we support women in becoming self-reliant contributors to their households and communities.

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113

Responsible Sourcing, Resilient Partnerships

At GHCL, sustainability is integrated into our sourcing philosophy. Beyond cost and efficiency considerations, we evaluate environmental, social and ethical parameters while selecting and managing suppliers. We aim to collaborate with partners who align with our values and share our commitment to responsible business practices.

All suppliers are required to adhere to our Supplier Code of Conduct, which outlines expectations related to:

  • Ethical business practices and regulatory compliance
  • Labour standards and human rights protection
  • Health, safety and environmental responsibility
  • Quality assurance and data confidentiality

We expect full compliance with these standards and work closely with suppliers to address gaps where identified. Through transparent engagement and shared accountability, we seek to strengthen long-term partnerships while advancing responsible and sustainable supply chain practices.

Embedding ESG Across Our Supply Chain Network

Sustainability is integrated into the way we design, manage and strengthen our supply chain. We have established a structured ESG framework that enables us to systematically assess risks, drive accountability and build long-term resilience across our value chain.

Guided by the principles of the Triple Bottom Line- People, Planet and Profit, we work closely with our suppliers to promote responsible business practices, ethical conduct and environmental stewardship. Through our Supply Chain Sustainability Programme, we actively partner with stakeholders to enhance transparency, improve performance and co-create a supply ecosystem that is resilient, responsible and future-ready.

ESG Integration in Our Supply Chain

Responsible • Structured • Accountable

Risk & Assessment

Risk Identification

Structured review of supplier industries and sectors to identify ESG risks impacting business continuity, operational resilience and brand reputation.

High-risk categories prioritized for deeper evaluation.

ESG Assessment & Digital Monitoring

Supplier Assessment Questionnaire to:

  • Evaluate regulatory compliance & sustainability practices
  • Integrate BRSR Core KPIs into evaluations
  • Progressive ESG data collection via SaaS platform
  • ESG Declaration Forms from transport & logistics suppliers.

Governance to Assurance

Responsible Sourcing Governance

SOP framework for ESG risk identification, mitigation, and responsible procurement.

Supplier Capacity Building

Sustainability workshops to raise ESG awareness and encourage best practices

On-Site Sustainability Assessments

  • Physical inspections
  • Documentation verification
  • ESG performance monitoring
  • Corrective action follow-ups

ESG Value Chain Flow

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During the reporting period, 15.19% out of total upstream supplier base were assessed via desk assessments/ onsite assessments. Through the assessment no substantive impacts were identified.

Supplier Diversity & Local Sourcing: Why It Matters

A diverse supplier base strengthens our agility, drive innovation, and create an economic opportunity for underserved communities. Alongside ESG integration, we actively promote inclusion across our supply network to build a resilient and future-ready ecosystem.

Impact at Glance

82.99%
MSMEs in Supplier Base

100%
Procurement Spend with Local Suppliers (India)

Our Approach

Preference for MSMEs

We prioritize partnerships with Micro, Small and Medium Enterprises to expand economic participation and foster inclusive growth.

Strategic Supplier Categorization

Suppliers are assessed based on business criticality, ensuring continuity while embedding diversity across operations.

Focus on Local Procurement

We source goods manufactured in India and services delivered within the country, strengthening domestic value chains.

Value Created

  • Enhances supply chain resilience and agility
  • Reduces climate impact from long-distance logistics
  • Stimulates regional economic development
  • Encourages innovation through diverse perspectives
  • Strengthens community linkages

By embedding diversity into our sourcing strategy, we are not only safeguarding operational continuity but also advancing inclusive and sustainable growth across our value chain

Customer Centricity

At GHCL, customer focus guides our decisions and actions at every level of the organization. We continuously engage with customers to understand their needs, expectations and evolving priorities, and we translate these insights into improved products and services.

Our commitment extends beyond meeting requirements as we strive to deliver reliable, high-quality and responsible solutions that create lasting value. We also ensure that customers receive clear and adequate product information to enable safe and informed usage. Through transparency and responsiveness, we aim to strengthen trust and build long-term partnerships.

Our Customer Satisfaction Survey

To strengthen our understanding of customer expectations, we conduct an annual customer satisfaction survey covering both domestic and international markets. The insights gathered provide valuable direction for improving our products, processes and service delivery.

Based on this feedback, we continuously refine critical aspects such as product quality, availability and packaging. Our structured grievance redressal mechanism further reinforces transparency and responsiveness, helping us build lasting customer confidence.

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GHCL Limited

Corporate Overview

Statutory Reports

Financial Statements

Methodology for conducting the customer satisfaction survey

Our Customer Satisfaction Index (CSI) assessment follows a structured and system-driven methodology explained below to ensure representative and actionable insights:

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img-1.jpeg

img-2.jpeg

img-3.jpeg

Sample Screening

15% of the total Soda Ash demand selected through automated system screening based on customer segment, sales office & customer type

Digital Survey

Selected customer receive a structured questionnaire via an online platform to capture feedback on buying process, value proposition & service quality

Data Analysis

Responses are captured on a 10-point rating scale: Scores>8 Top Box | Scores>8 Swing | Scores>8 Dissatisfied Insights analyzed by segment-wise, customer type-wise & region-wise

Leadership Review

Detailed follow-up for swing & dissatisfied customers to implement corrective actions, CSI result is being reviewed annually by the Managing Director

Our Net Promotor Score, improved from 89% in FY2024-25 to 92% in FY2025-26, reflecting steady progress in enhancing the end-to-end customer experience

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Customer Satisfaction Score

img-5.jpeg
Net Promotor Score

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% of Customers Covered

Independent Assurance Statement

To,

The Board of Directors

GHCL Limited

GHCL House, B-38

Institutional Area, Sector-1

Noida – 201301 (INDIA)

Scope and Approach

Sustainability Actions Private Limited ("SAPL") has been engaged by the management of GHCL Limited ("GHCL" or "the Company"), to perform an independent reasonable assurance engagement of the Company's Quantitative Matrices reported in the Annual Integrated Report for the Financial Year 2025-26.

Reporting Criteria

In preparing the integrated report, GHCL applied, the framework suggested by International Integrated Reporting Council (IIRC framework).

Management Responsibilities

The Company's Management is responsible for identification of key aspects, content and presentation of the Annual Integrated Report in accordance with the Criteria mentioned above. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation of the Annual Integrated Report and measurement of Identified Sustainability Indicators which are free from material misstatement, whether due to fraud or error.

Independence and Quality Control

We are independent from the entity in accordance with the requirements of independence and quality assurance set out in BRSR provisions and professional pronouncements and have fulfilled our additional professional obligations in accordance with these requirements.

Our assurance engagements are based on the assumption that the data and information provided by the company to us as part of our review have been provided in good faith and free from material misstatements. We were not involved in the preparation of any statements or data included in the Report except for Assurance Statement. Our firm applies International Standard on Quality Management and accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements. We apply SQC 1 for quality control in assurance and related services.

Reasonable Assurance

A reasonable assurance engagement includes identifying and assessing the risks of material misstatement of the Identified Sustainability Information, whether due to fraud or error, and responding to the assessed risks as required by the circumstances.

As part of our assurance process, a multi-disciplinary team of sustainability and assurance specialists reviewed the disclosures presented within the Report and referenced information, and sampled the disclosures and were reviewed through the GHCL's customised sustainability information management system.

The procedures conducted were based on professional judgement and included inquiries, observation of processes performed, inspection of documents, evaluation of quantification methods and reporting policies, analytical procedures, and reconciliation with underlying records. Given the circumstances of the engagement, in executing the procedures outlined above, we:

  • Obtained an understanding of the identified sustainability information and related disclosures;
  • Acquired knowledge of the assessment criteria and assessed their adequacy for evaluating and/or measuring the identified sustainability information;
  • Conducted inquiries with Company's management, including the environment team, compliance team, human resources team, and other relevant personnel responsible for preparing the Report;

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GHCL Limited

  • Developed an understanding and performed an evaluation of the design of key systems, processes, and controls for recording, processing, and reporting the identified sustainability information at the corporate office and other locations.
  • Based on our understanding and the potential risks of material misstatement in the identified sustainability information, we determined the nature, timing, and extent of further procedures.
  • We tested the Company's process for compiling sustainability information by comparing or reconciling it with the underlying records.
  • We verified the consolidation of data from various plants and offices on a sample basis within the reporting boundary to ensure the completeness of the reported data.

We believe that the evidence we have gathered is both sufficient and appropriate to provide a basis for our reasonable assurance opinion.

Our Responsibility

Our responsibility is to express a reasonable assurance conclusion on the identified sustainability indicators, based on the procedures we have performed and the evidence we have obtained. We conducted our engagement in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000'), and the terms of reference for this engagement as agreed with the Company. Those standards require that we plan and perform our engagement to obtain reasonable assurance about whether, in all material respects, the Subject Matter is presented in accordance with the Criteria, and to issue a report. The nature, timing, and extent of the procedures selected depend on our judgment, including an assessment of the risk of material misstatement, whether due to fraud or error.

Reasonable Assurance Opinion

Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that the company's identified sustainability criteria as per Annual Integrated Report for the financial year ended 31st March 2026 are not prepared, in all material respects, in accordance with the Reporting Criteria.

Inherent Limitations

We have relied on the information, documents, records, data, and explanations provided to us by the Company for the purpose of our review. The assurance scope excludes:

  • Any disclosure other than those mentioned in the scope section above
  • Data and information outside the defined reporting period
  • Data related to Company's financial performance, strategy and other related linkages expressed in the Report.
  • The reported financial data are based on audited financial statements issued by the Company's statutory auditors which is subject to a separate audit process. We were not involved in the review of financial data from the Annual Report.
  • The Company's statements that describe expression of opinion, belief, aspiration, expectation, forward looking statements provided by the Company and assertions related to Intellectual Property Rights and other competitive issues.
  • Mapping of the Report with reporting frameworks other than those mentioned in Reporting Criteria above.
  • While we considered the effectiveness of management's internal controls when determining the nature and extent of our procedures, our assurance engagement was not designed to provide assurance on internal controls.
  • The procedures did not include testing controls or performing procedures relating to checking aggregation or calculation of data within IT systems.

For and behalf of Sustainability Actions Pvt. Ltd.

(CIN - U74999HR2021PTC093811)

Dt:- 5th May'26

Gurugram, India

Saket Sinha

(Director)


Corporate Overview
Statutory Reports
Financial Statements

Notice of 43rd Annual General Meeting

(Pursuant to Section 101 of the Companies Act, 2013)

GHCL Limited
(CIN: L24100GJ1983PLC006513)
Registered Office: GHCL House, Opp. Punjabi Hall, Navrangpura, Ahmedabad – 380009 (Gujarat)
Phone: 079 - 26427818
Corporate Office: GHCL House, B-38, Institutional Area, Sector - 1, Noida – 201301 (U.P.)
Phone: 0120 – 4939900, 2535335.
Email: [email protected] ; [email protected]
Website: www.ghcl.co.in

Dear Member(s),

NOTICE is hereby given that 43rd Annual General Meeting of the members of GHCL Limited (CIN: L24100GJ1983PLC006513) will be held on Thursday, June 25, 2026 (गुरुवार, जधेय शुक्ल पक्ष – एकादशी, विक्रम संवत 2083) at 10.00 a.m. through Video Conferencing (VC) or Other Audio Visual Means (OAVM), to transact the following businesses:

ORDINARY BUSINESS:

Item no. 1: Adoption of audited standalone financial statements of the Company for the financial year ended March 31, 2026, and the reports of the Board of Directors and auditors thereon.

To consider and pass the following Resolution as an Ordinary Resolution:

"RESOLVED THAT the audited standalone financial statements of the Company for the financial year ended March 31, 2026, along with Board's Report, Independent Auditors' Report thereon, Integrated Report, Corporate Governance Report, Secretarial Auditor's Report and other annexures and attachments therewith, as circulated to the members with the notice of the 43rd Annual General Meeting, be and are hereby received, considered, approved and adopted."

Item no. 2: Adoption of audited consolidated financial statements of the Company for the financial year ended March 31, 2026, and the report of the Auditor thereon

To consider and pass the following Resolution as an Ordinary Resolution:

"RESOLVED THAT the audited consolidated financial statements of the Company for the financial year ended March 31, 2026, along with Independent Auditors' Report thereon, and other annexures and attachments therewith, as circulated to the members with the notice of the 43rd Annual General Meeting, be and are hereby received, considered, approved and adopted."

Item no. 3: Declaration of Dividend for the financial year ended March 31, 2026, on equity shares of the Company.

To consider and pass the following Resolution as an Ordinary Resolution:

"RESOLVED THAT dividend of ₹ 12.00 (Rupees Twelve) per equity share of ₹ 10/- each i.e. 120% on the paid-up equity share capital, of the Company, as recommended by the Board of Directors for the financial year ended March 31, 2026, be and is hereby declared and that such dividend be paid to those equity shareholders whose names appear in the Register of Members as on record date, i.e. Thursday, June 18, 2026".

Item no. 4: Re-appointment of Mr. Raman Chopra as a Director of the Company, liable to retire by rotation

To consider and pass the following Resolution as an Ordinary Resolution:

"RESOLVED THAT Mr. Raman Chopra (DIN: 00954190), who retires by rotation, and being eligible, offers himself for re-appointment, be and is hereby re-appointed as Director of the Company liable to retire by rotation."

Item No. 5: Appointment of Deloitte Haskins & Sells Chartered Accountants LLP, as Statutory Auditor of the Company

To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 139, 141, and 142 of the Companies Act, 2013 ("Act") read with Rule 3 of the Companies (Audit and Auditors) Rules, 2014 and other

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GHCL Limited

applicable rules, regulations, and provisions, if any (including any statutory modification, amendment, or re-enactment thereof for the time being in force), including Regulation 33 of the SEBI Listing Regulations, 2015 as amended and based on the recommendation of the Audit & Compliance Committee and the Board of Directors, Deloitte Haskins & Sells Chartered Accountants LLP, (Firm Registration No. 117364W / W100739) ("Deloitte"), be and is hereby appointed as the Statutory Auditor of the Company, to hold office for a term of five consecutive years commencing from the conclusion of this 43rd Annual General Meeting until the conclusion of the 48th Annual General Meeting of the Company (to be held for the financial year 2030-31), to conduct the statutory audit of the Company for the financial years 2026-27 to 2030-31, on the following remuneration, plus reimbursement of out-of-pocket expenses actually incurred in connection with the audit and applicable taxes:

(i) First year remuneration (FY 2026-27): ₹ 1,10,00,000 (Rupees One Crore and Ten Lakhs only), inclusive of fees for statutory audit and certifications required under applicable laws and regulations;

(ii) Maximum remuneration cap: the total remuneration payable to the Statutory Auditor in any financial year during the five-year tenure shall not exceed ₹ 2,00,00,000 (Rupees Two Crores only), inclusive of all certifications under the audit engagement;

"RESOLVED FURTHER THAT the Board of Directors and / or the Audit & Compliance Committee of the Board be and is hereby severally authorised to do all such acts, deeds, matters, and things as may be necessary, expedient, or desirable to give effect to this Resolution, including negotiating and settling the terms of engagement, issuing the letter of appointment, determining the remuneration for each financial year of the tenure within the parameters set out in the Explanatory Statement to this Notice, and filing the necessary forms and returns with the Registrar of Companies and such other regulatory authorities as may be required under applicable law."

Registered Office:
GHCL HOUSE
Opp. Punjabi Hall
Navrangpura, Ahmedabad - 380009

By Order of the Board
For GHCL LIMITED

Sd/-
Bhuwneshwar Prasad Mishra
Vice President - Sustainability
& Company Secretary
Membership No.: FCS 5330

Place: Noida
Date: May 05, 2026


The Annual General Meeting (AGM) of the Company is being convened through Video Conferencing (VC) or Other Audio Visual Means (OAVM), in compliance with the applicable provisions of the Companies Act, 2013, read with relevant rules and Secretarial Standard-2 (SS-2), and in accordance with the framework prescribed by the Ministry of Corporate Affairs (MCA) through its General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, and the most recent Circular No. 03/2025 dated September 22, 2025 (collectively referred to as “MCA Circulars”) read with Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements), 2015 (“Listing Regulations 2015”), SEBI Master Circular no. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 and other applicable provisions, if any (including any statutory modification or re-enactment thereof for the time being in force). The framework prescribed by MCA / SEBI in said circulars would be available to the members for effective participation in following manner: The Company is convening 43^{rd} Annual General Meeting (AGM) through VC / OAVM and no physical presence of members, directors, auditors and other eligible persons shall be required for this annual general meeting. The registered office of the Company shall be deemed to be venue for the AGM.VC / OAVM facility provided by the Company, is having a capacity to allow at least 1000 members to participate the meeting on a first-come-first-served basis. However, the large Members (i.e. Members holding 2% or more shareholding), promoters, institutional investors, directors, KMPs, the Chairperson of the Audit & Compliance Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, auditors etc. may be allowed to attend the meeting without restriction on account of first-come-first-served principle.Notice of 43^{rd} AGM and financial statements (including Board's report, Auditor's report or other documents required to be attached therewith) for FY 2025-26, are being sent only through email to all members as on May 15, 2026 on their registered email id with the company and no physical copy of the same would be dispatched. However, shareholder can request to the Company for physical copies of the annual report by sending email at [email protected] and the same shall be provided. A letter providing the web-link for accessing the Annual report, including the exact path, will be sent to those members who have not registered their email address with the Company or depositories. 43^{rd} Integrated Annual Report containing Notice, financial statements and other documents are available on the website of BSE Limited (www.bseindia.com) and National Stock Exchange of India Limited (www.nseindia.com) where the Company's shares are listed and is also available on the website of the Company (www.ghcl.co.in).Company is providing two way teleconferencing facility or WebEx for the ease of participation of the members.Recorded transcript of the meeting shall be uploaded on the website of the Company and the same shall also be maintained in safe custody of the Company.Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, the Body Corporates are entitled to appoint authorised representatives to attend the AGM through VC/OAVM and participate thereat and cast their votes through e-voting.Participants i.e. members, directors, auditors and other eligible persons to whom this notice is being circulated are allowed to submit their queries / questions etc. before the general meeting in advance on the e-mail address of the company at [email protected]. Further, queries / questions may also be posed concurrently during the general meeting at given email id.Members, directors, auditors and other eligible persons to whom this notice is being circulated can attend this annual general meeting through video conferencing at least 15 minutes before the schedule time and shall be closed after expiry of 15 minutes from the scheduled time. The VC/OAVM link will be available at least 15 minutes before the scheduled commencement of the AGM and will remain open for upto 15 minutes after the scheduled time.The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.

Process for those Members whose email Ids addresses are not registered with the company / depositories for obtaining login credentials for e-voting for the resolutions proposed in this notice: For Physical Members - please provide necessary details like Folio No. Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHA


SaMCL

GHCL Limited

(self-attested scanned copy of Aadhar Card) by email to Company ([email protected]) / RTA (rnt.helpdesk@ in.mpms.mufg.com).

b) For Demat Members -, please provide Demat account details (CDSL-16 digit beneficiary ID or NSDL-16 digit DPID + CLID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to Company (secretarial@ ghcl.co.in) / RTA ([email protected]).

c) For Individual Demat shareholders - Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

  1. The relevant details pursuant to Section 102 of the Companies Act, 2013 and/or any other applicable provisions in respect of Item No. 5, is separately given in the notice.

  2. The dividend as recommended by the Board of Directors, will be paid to the members on or after the date of Annual General Meeting and before 30th day from the date of its declaration at the AGM:

  3. For equity shares held in physical form - those Members whose names will appear in the Register of Members on the record date i.e. Thursday, June 18, 2026.

  4. For equity shares held in dematerialized form - those beneficiaries, whose names are furnished by the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as beneficial owner on the record date i.e. Thursday, June 18, 2026.

  5. The relevant details of the Director seeking re-appointment under Item No. 4, as required under Regulation 36(3) of the Listing Regulations, read with applicable provisions of the Companies Act, 2013 and Secretarial Standard - 2 (SS-2) are provided as Annexure 1 to the Notice and also in the Corporate Governance Report.

  6. Members are requested to notify any change of address immediately to their Depositories Participants (DPs) in respect of their electronic share accounts and to the Registrar and Share Transfer Agent of the Company in respect of their physical share folios, if any.

  7. Members holding shares in electronic form may please note that their bank details as furnished by the respective Depositories to the Company will be printed on their dividend warrants as per the applicable regulations of the Depositories and the Company will not entertain any direct request from such members for deletion or / change in such bank details. Further instruction, if any, already given by

them in respect of shares held in physical form will not be automatically applicable to the dividend paid on shares in electronic form. Members may, therefore, give instructions regarding bank accounts in which they wish to receive dividend, directly to their Depositories Participants.

  1. Members are requested to send their queries, if any, at least seven (7) days in advance of the meeting so that the information can be made available at the meeting.

9. Voting through electronic means:

(a) In compliance with provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements), 2015 ("Listing Regulations") and any other applicable provisions, the Company is pleased to provide members the facility to exercise their right to vote at the 43rd Annual General Meeting (AGM) by electronic means and the business may be transacted through Remote e-Voting Services provided by Central Depository Services (India) Limited (CDSL).

(b) A member may exercise his vote at any general meeting by electronic means and Company may pass any resolution by electronic voting system in accordance with the Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the Listing Regulation read with the MCA circulars.

(c) During the remote e-voting period, members of the Company, holding shares either in physical form or dematerialized form, as on the cut-off date i.e. Thursday, June 18, 2026, may cast their vote electronically. The voting rights of Members shall be in proportion to their shares in the paid up equity share capital of the Company as on the cut-off date. As per Explanation (ii) of Rule 20 of the Companies (Management and Administration) Rules, 2014, cut-off date means a date not earlier than 7 days before the date of general meeting.

(d) The remote e-voting period commences at 9:00 a.m. (IST) on Sunday, June 21, 2026 and ends at 5:00 p.m. (IST) on Wednesday, June 24, 2026. The e-voting module shall be disabled by CDSL for voting thereafter.

(e) Once the vote on a resolution is cast by the shareholder, the shareholder shall not be allowed to change it subsequently.

(f) The facility for voting, through electronic voting system, shall also be made available during the meeting and members attending the meeting who have not already cast their vote by remote e-voting shall be able


Corporate Overview

Statutory Reports

Financial Statements

to exercise their right at the meeting. The members who have cast their vote by remote e-voting prior to the meeting may also attend the meeting but shall not be entitled to cast their vote again.

(g) Instructions for members for remote e-voting are as under:

Step 1: Access through Depositories CDSL/NSDL e-Voting system in case of individual Members holding shares in demat mode.

(i) Pursuant to Regulation 44 of the SEBI Listing Regulations, 2015 read with SEBI Master Circular no. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 and other applicable provisions, on e-voting facility provided by Listed Companies, Individual Members holding securities in Demat mode are allowed to vote through their Demat account maintained with Depositories and Depository Participants. Members are advised to update their mobile number and email Id in their Demat accounts in order to access e-Voting facility.

In order to increase the efficiency of the voting process, all the Demat account holders, by way of a single login credential, through their Demat accounts/ websites of Depositories/ Depository Participants, able to cast their vote without having to register again with the e-voting service providers (ESPs), thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

Pursuant to above said SEBI Master Circular, login method for e-Voting for Individual Members holding securities in Demat mode with NSDL/CDSL are given below:

Type of Members Login Method
Individual Members holding securities in Demat mode with CDSL 1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login to Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & My Easi New (Token) Tab.

2) After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the Evoting is in progress as per the information provided by company. On clicking the Evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers' website directly.

3) If the user is not registered for Easi/Easiest, option to register is available at cdsl website www.cdslindia.com and click on login & My Easi New (Token) Tab and then click on registration option.

4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a link in www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the e-voting is in progress and also able to directly access the system of all e-Voting Service Providers. |

Integrated Annual Report 2025-26


SMEL

GHCL Limited

Type of Members Login Method
Individual Members holding securities in demat mode with NSDL 1) If you are already registered for NSDL IDEAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the "Beneficial Owner" icon under "Login" which is available under 'IDEAS' section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on "Access to e-Voting" under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.2) If the user is not registered for IDEAS e-Services, option to register is available at https://eservices.nsdl.com. Select "Register Online for IDEAS "Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.Shareholders/Members can also download NSDL Mobile App "NSDL Speede" facility by scanning the QR code mentioned below for seamless voting experience.

Corporate Overview

Statutory Reports

Financial Statements

Type of Members Login Method
Individual Members (holding securities in demat mode) login through their Depository Participants You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

(ii) Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Step 2: Access through CDSL e-Voting system in case of Members holding shares in physical mode and non-individual Members in demat mode.

h) Login method of e-Voting and joining virtual meetings for Physical shareholders and shareholders (including) other than individual holding in Demat form.

(i) Log on to the e-voting website www.evotingindia.com
(ii) Click on "Members" tab.
(iii) Now Enter your User ID

a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Members holding shares in Physical Form should enter Folio Number registered with the Company.

(iv) Next enter the Image Verification as displayed and Click on Login.
(v) If you are holding shares in Demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.

(vi) If you are a first time user follow the steps given below:

For Physical Members and other than individual Members holding shares in Demat.
PAN* Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat Members as well as physical Members)
Members who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details OR Date of Birth (DOB) Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login.
If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details field.

Integrated Annual Report 2025-26


OMEL

GHCL Limited

(vii) After entering these details appropriately, click on "SUBMIT" tab.

(viii) Members holding shares in physical form will then reach directly the Company selection screen. However, members holding shares in demat form will now reach 'Password Creation' menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

(ix) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

(x) Click on the EVSN for the relevant i.e. GHCL Limited, on which you choose to vote.

(xi) On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YES/NO" for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

(xii) Click on the "RESOLUTIONS FILE LINK" if you wish to view the entire Resolution details.

(xiii) After selecting the resolution you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.

(xiv) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.

(xv) You can also take out print of the voting done by you by clicking on "Click here to print" option on the Voting page.

(xvi) If Demat account holder has forgotten the changed password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

(xvii) There is also an option to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification

Note for Non - Individual Members and Custodians for remote voting only

Step 1: Non-Individual Members (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to www.evotingindia.com and register themselves in the "Corporates" module.

Step 2: A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].

Step 3: After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

Step 4: The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.

Step 5: A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

Step 6: Alternatively, Non Individual Members are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, at least 48 hours before the meeting to the Company at [email protected], if voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

10. The instructions for Members attending the AGM through VC / OAVM and (v) voting on the day of the AGM through e-voting system are as under: -

i. The procedure for attending meeting and e-Voting on the day of the AGM is same as the instructions mentioned above for Remote e-voting.

ii. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.

iii. Members who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM.

iv. Members are encouraged to join the Meeting through Laptops / IPads for better experience.


Corporate Overview

Statutory Reports

Financial Statements

v. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting

vi. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

vii. Members who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance at least seven days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (company email id). The Members who do not wish to speak during the AGM but have queries may send their queries in advance seven days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at ([email protected]). These queries will be replied to by the company suitably by email.

viii. Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

xi. Only those Members/ Members, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available in the AGM.

x. If any Votes are cast by the members through the e-voting available during the AGM and if the same members have not participated in the meeting through VC/OAVM facility, then the votes cast by such members shall be considered invalid as the facility of e-voting during the meeting is available only to the members participating in the meeting.

11. For Assistance / Queries for e-voting etc.

Login type Helpdesk details
(i) Individual Members holding securities in Demat mode with CDSL If you have any queries or issues regarding attending e-voting from the e-voting system, you may refer the Frequently Asked Questions ("FAQs") and e-voting manual available at www.evotingindia.com under help section or write an email to [email protected] or contact at toll free no.18002109911
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Nitin Kunder (022-62343626) or Ms. Asawari Kalokhe (022-62343624) or Mr. Rakesh Dalvi (022-62343611) (CDSL) Central Depository Services (India) Limited, A Wing, 25^{th} Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or contact at toll free no. 18002109911.
(ii) Individual Members holding securities in Demat mode with NSDL Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at : 022-48867000 and 022-24997000.
  1. Members holding shares in physical form are requested to intimate Registrar and Transfer Agents of the Company viz., MUFG Intime India Private Limited, Unit: GHCL Limited, Mr. Prashant Kirtikar, C-101, 247 Park, L.B.S Marg, Vikhroli (West), Mumbai-400083, changes, if any, in their Bank details, registered address, Email ID, etc. along with their Pin Code. Members holding shares in electronic form may update such details with their respective Depository Participant.

  2. Mr. Manoj R. Hurkat, Practicing Company Secretary holding Membership No. F4287 and Certificate of Practice No. 2574 has been appointed as the Scrutinizer to scrutinize the voting and remote e-voting process in a fair and transparent manner. The Board has also authorised Chairman to appoint one or more scrutinizers in addition to and/or in place of Mr. Hurkat.

  3. The Scrutinizer shall, immediately after the conclusion of voting at the general meeting, first count the votes cast at the meeting, thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in employment of the Company and make, not later than 48 hours from the conclusion of meeting, a consolidated Scrutiniser's Report of the total votes cast in favour and against each resolution and submit the same to the Chairman or a person authorised by him in writing, who shall countersign the same. Thereafter, the Chairman or the person authorised by him in writing shall declare the result of the voting forthwith.

  4. The results declared along with the Scrutinizer's Report shall be placed on the Company's website www.ghcl.co.in and on

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the website of CDSL immediately after the result is declared by the Chairman; and results shall also be communicated to the Stock Exchanges.

  1. The Register of Directors and Key Managerial Personnel and their shareholding, Register of Contracts or Arrangements in which Directors are interested, Certificate from the Auditors of the Company under SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and all documents referred to in the Notice are available at the Registered Office of the Company.

STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Agenda Item No. 5:

A. Background and Mandatory Rotation: Members are requested to note that S. R. Batliboi & Co. LLP, Chartered Accountants (ICAI Firm Registration No. 301003E / E300005) were appointed as Statutory Auditor of the Company at the 38th Annual General Meeting held on June 19, 2021, for a second term of five consecutive years extending from the 38th Annual General Meeting to the 43rd Annual General Meeting, to conduct the statutory audit for the financial years 2021-22 to 2025-26.

Upon conclusion of the ensuing 43rd Annual General Meeting, S. R. Batliboi & Co. LLP will have completed two consecutive terms of five years each, aggregating to the maximum permissible tenure of ten years under Section 139(2) of the Companies Act, 2013. Accordingly, their term as Statutory Auditor concludes at this Annual General Meeting and the appointment of a new Statutory Auditor is mandatory with effect from the conclusion of this Annual General Meeting. The Board places on record its sincere appreciation for the diligence and professionalism demonstrated by S. R. Batliboi & Co. LLP during their tenure as Statutory Auditor of the Company.

B. Recommendation and Selection Process: Upon review of proposals received from eligible firms, the Audit & Compliance Committee evaluated and recommended the appointment of Deloitte Haskins & Sells Chartered Accountants LLP, as the new Statutory Auditor of the Company, having regard to the firm's professional standing, sector expertise, audit methodology, scale of operations, and fee proposal. The Board of Directors, at its meeting held on May 05, 2026, considered and accepted the recommendation of the Audit & Compliance Committee and resolved to recommend the appointment to the Members for approval at the ensuing Annual General Meeting.

C. Eligibility and Consent: Deloitte Haskins & Sells Chartered Accountants LLP, have provided the Company with:

  • a written consent to the proposed appointment under Section 139(1) of the Companies Act, 2013; and

  • a certificate confirming that the firm satisfies the eligibility criteria prescribed under Section 141 of the Act, that it is not disqualified from being appointed as auditor under any applicable provision of the Act or the rules framed thereunder, and that the appointment, if made, shall be in accordance with the applicable provisions of the Act and the rules framed thereunder.

D. Brief Profile of the Proposed Statutory Auditor: Deloitte Haskins & Sells Chartered Accountants LLP, (Firm Registration No. 117364W/W100739) is a firm of Chartered Accountants registered with the Institute of Chartered Accountants of India, operating as part of the Deloitte Touche Tohmatsu Limited (DTTL) global network, which is among the world's leading professional services organisations in the world. The firm is registered in Ahmedabad and is one of the largest statutory audit firms in India, with a distinguished client base that includes several companies in the BSE 500. The firm has more than 100 Partners and Executive Directors and over 3,500 professionals operating from multiple cities across India. It provides statutory audit, assurance, tax, and advisory services across diverse sectors and brings with it deep sector expertise, a technology-driven audit methodology, and an unwavering commitment to audit quality and independence.

E. Remuneration — Structure and Parameters: The remuneration payable to Deloitte Haskins & Sells Chartered Accountants LLP, as Statutory Auditor of the Company, for the five-year term commencing from the financial year 2026-27, be fixed as under:

(i) First Year — Financial Year 2026-27: The remuneration for the financial year 2026-27 shall be ₹1,10,00,000 (Rupees One Crore and Ten Lakhs only), inclusive of fees for the statutory audit, certification of the Corporate Governance Report, and unhedged foreign currency exposure certification, as required under applicable laws and regulations.

(ii) Subsequent Years — Financial Years 2027-28 to 2030-31: The remuneration for each of the financial years 2027-28 to 2030-31 shall be determined annually by the Board of Directors, on the recommendation of the Audit & Compliance Committee, after taking into account the following parameters:

  • scope, complexity, and the applicable regulatory framework for the statutory audit for the relevant financial year;
  • extent of compliance monitoring, certification, and reporting obligations mandated under the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Accounting Standards, and other applicable laws; and

Corporate Overview
Statutory Reports
Financial Statements

  • changes in regulatory obligations, governance responsibilities, or audit scope arising from amendments to applicable laws and regulations during the tenure.

(iii) Annual Increment: The remuneration may be enhanced by up to 10% per financial year over the remuneration paid in the immediately preceding financial year, subject to review and approval by the Audit & Compliance Committee and the Board of Directors, having regard to increase in compliance workload, governance obligations, and inflationary adjustments benchmarked against industry standards.

(iv) Maximum Cap: Notwithstanding anything contained above, the total remuneration payable to the Statutory Auditor in any financial year during the tenure of five years shall not exceed ₹2,00,00,000 (Rupees Two Crores only), inclusive of all certifications and other services rendered in that financial year.

(V) Other Services: In addition to the audit engagement, the Company may obtain from the Statutory Auditor such certifications, audit-related services, and other permissible non-audit services as may be required from time to time under applicable statutory regulations, bank requirements, or regulatory mandates. Such additional services shall be remunerated separately on mutually agreed terms, subject to the approval of the Board of Directors in consultation with the Audit & Compliance Committee, provided always that such services are permissible under applicable independence standards and NFRA directions.

(Vi) Revision and Flexibility: The Board of Directors, in consultation with the Audit & Compliance Committee, may alter and vary the terms and conditions of appointment, including remuneration, in such manner and to such extent as may be mutually agreed with the Statutory Auditors, subject to the overall maximum cap stipulated above.

None of the Directors, Key Managerial Personnel of the Company, or their relatives, is in any way concerned or interested, financially or otherwise, in the Resolution set out at Item No. 5 of this Notice. The Board of Directors recommends the Ordinary Resolution set out at Item No. 5 of this Notice for approval by the Members.

Registered Office:
GHCL HOUSE
Opp. Punjabi Hall
Navrangpura, Ahmedabad - 380009

By Order of the Board
For GHCL LIMITED

Place: Noida
Date: May 05, 2026

Sd/-
Bhuwneshwar Prasad Mishra
Vice President - Sustainability
& Company Secretary
Membership No.: FCS 5330

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GHCL Limited

Annexure - 1

  1. The relevant details of directors seeking re-appointment under Item No. 4 as required under Regulation 36(3) of the Listing Regulations read with applicable provisions of the Companies Act, 2013 and relevant Secretarial Standards are given below:
Full Name Raman Chopra
Director Identification Number (DIN) 00954190
Age Approx. 60 years (D.O.B.: 25-11-1965)
Original Date of Appointment 01-04-2008*
Qualification Graduate in Commerce and Fellow member of Institute of Chartered Accountants of India (ICAI)
Experience and Expertise Mr. Raman Chopra possesses wide experience in corporate finance, project implementation, merger & acquisition, restructuring, strategy and digitization. Presently, Mr. Chopra is in charge of finance, accounts, taxation, legal, IT, commercial, green field project, sustainability, corporate governance, and risk management.
Remuneration last drawn (including sitting fees) As mentioned in the Report on Corporate Governance
Remuneration to be paid Mr. Raman Chopra, CFO & Executive Director (Finance), is retiring by rotation and has offered himself for re-appointment. Hence, there is no specific approval for remuneration is required. Further, details of remuneration is given under Corporate Governance Report.
Number of board meetings attended during FY 2025-26 4 (All board meeting attended)
Shareholding (Equity Shares) 2,06,000 Equity Shares
Relationship with other directors and KMP None
Member/Chairperson of committees of the Company 1. Stakeholders Relationship Committee - Member
2. Banking & Operation Committee - Member
3. CSR Committee- Member
4. Risk & Sustainability Committee - Member
Directorships held in other companies 1. GHCL Textiles Limited;
2. Rosebys Interiors India Limited (under liquidation);
Membership of committees held in other Indian companies GHCL Textiles Limited: Member of Audit Committee, Stakeholders Relationship Committee, Banking & Operations Committee, CSR Committee, and Risk Management Committee.
Chairpersonship of committees held in other Indian companies None
Name of the listed entities from which the person has resigned as Director in past three years None

*Mr. Raman Chopra was initially appointed by the Board as an Additional Director w.e.f. April 1, 2008 and thereafter shareholders had approved his appointment w.e.f. September 12, 2008.

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Corporate Overview

Statutory Reports

Financial Statements

Board's Report

To the Members of

GHCL Limited,

It is our pleasure to share the 8th Integrated Report of GHCL, prepared under the IIRC framework, together with the 43rd Annual Financial Statements for the financial year ending March 31, 2026. This comprehensive report offers a detailed analysis of our standalone and consolidated financial results, confirming high standards of accuracy and reliability in line with applicable accounting standards.

Centered on the theme of "Building Today - Sustaining Tomorrow", this document reflects GHCL's long-term goals focused on investing today in efficiency, innovation, and sustainability to secure future competitiveness. It aligns well with investor expectations, integrated thinking, and the company's multi-year sustainability roadmap. It highlights our strategic initiatives, including the Vacuum Salt and Bromine projects both at an advanced stage of development and expected to commence commercial production shortly along with progress in greenfield Soda Ash project, and underscores our focus on long-term value creation by integrating financial and non-financial insights, while adhering the best practices in reporting.

At GHCL, we strive for industry-leading transparency and accountability. This report goes beyond numbers to showcase our dedication to ethical leadership, proactive risk management, and operational efficiency. We have detailed our milestones and strategic shifts, emphasizing how our sustainability and ESG frameworks drive enduring value for all our stakeholders.

Additionally, we present the standalone and consolidated financial statements for the year, providing a transparent and precise assessment of our financial position, operational results, cash flows, and changes in equity. These statements have been prepared in strict accordance with applicable accounting standards, ensuring accuracy and reliability.

The financial highlights of the Company for the Financial Year 2025-26 are given below:

A: FINANCIAL RESULTS AND STATE OF AFFAIRS

(€ in Crores)

Particulars Standalone Consolidated
Year ended March 31, 2026 Year ended March 31, 2025 Year ended March 31, 2026 Year ended March 31, 2025
Net Sales /Income 3,143.93 3,273.21 3,137.64 3,271.22
Gross profit before interest and depreciation 768.50 965.81 762.15 963.73
Finance Cost 9.01 16.12 9.01 16.12
Profit before depreciation and amortisation - (Cash Profit) 759.49 949.69 753.14 947.61
Depreciation and Amortisation 110.81 111.54 110.81 111.54
PBT before exceptional items 648.68 838.15 642.33 836.07
Profit before Tax (PBT) 648.68 838.15 642.33 836.07
Provision for Tax - Current 161.70 214.35 161.70 214.35
Provision for Tax - Deferred 8.17 (2.43) 8.17 (2.43)
Profit for the year 478.81 626.23 472.60 624.15
Other comprehensive income (OCI) (4.53) (0.21) (4.36) (0.56)
Total Comprehensive income for the period 474.28 626.02 468.24 623.59
Balance brought forward from last year 3,308.37 2,799.30 3,315.54 2,808.55
Appropriations
FVTOCI Reserve (1.47) (2.81) (1.47) (2.81)
Final Dividend (114.73) (114.35) (114.73) (114.35)
Balance carried to Balance Sheet 3,419.95 3,308.37 3,419.96 3,315.54
EPS (Basic) 50.83 65.72 50.17 65.50
EPS (Diluted) 50.80 65.56 50.15 65.34
Book Value per share 386.35 363.72 386.35 364.35

Integrated Annual Report 2025-26


GHCL Limited

Board's Report

The Management Discussion and Analysis (MDA) Report and the Integrated Annual Report provide an in-depth review of our financial performance, operational progress, and key business developments.

We request all stakeholders to thoroughly review the MDA and Integrated Annual Report for a comprehensive understanding of GHCL's business performance, strategic direction, and long-term value creation efforts.

  1. Dividend Distribution Policy and Tax Compliance: In terms of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of GHCL Limited had adopted a Dividend Distribution Policy (Policy). The Policy was reviewed and revised by the Board at its meeting held on May 05, 2026, pursuant to which the dividend payout ratio has been revised from the earlier range of 15%–20% to 15%–25% of Profit After Tax (PAT) on a standalone basis, reflecting the Board's confidence in the Company's sustained financial performance and its commitment to enhancing shareholder returns.

The revised Policy is available on the Company's website at: https://ghcl.co.in/wp-content/uploads/2024/05/Dividend-Distribution-Policy.pdf

Further in compliance with the applicable provisions of the Income Tax Act, 2025, the following TDS framework is applicable on dividend payments made by the Company:

  • Resident shareholders: TDS is applicable at the rate of 10% on dividend payments under Section 393(1) of the Income Tax Act, 2025. However, no TDS shall be deducted where the aggregate dividend payable to an individual resident shareholder during the financial year does not exceed ₹ 10,000, in accordance with Section 393(4).
  • Exempt categories: In terms of Section 393(4), TDS is not applicable on dividend payments made to the Life Insurance Corporation of India, the General Insurance Corporation of India, and other specified insurers notified for this purpose. Further, dividend payments made to Mutual Funds are exempt under Schedule VII of the Income Tax Act, 2025 and accordingly no TDS shall be deducted thereon.
  • Non-resident shareholders: TDS shall be deducted at the rate of 20% (plus applicable surcharge and Health and Education Cess) under Section 393(2) of the Income Tax Act, 2025, or at the lower rate as may be applicable under the relevant Double Taxation Avoidance Agreement (DTAA) between India and the country of residence of the shareholder, subject to furnishing of prescribed documents and declarations within the stipulated timelines.

Shareholders are requested to update their residential status, PAN, and other relevant details with their Depository Participant / the Company's Registrar and Share Transfer Agent to ensure correct application of TDS provisions.

  1. Dividend: Your Company takes pride in maintaining an uninterrupted dividend track record spanning 32 consecutive years, reflecting its consistent financial performance and the Board's enduring commitment to rewarding shareholders.

The Board of Directors, at its meeting held on May 05, 2026, has recommended a dividend of ₹ 12.00 per equity share of ₹ 10 each (120% of face value) for the financial year ended March 31, 2026, subject to the approval of shareholders at the ensuing 43rd Annual General Meeting. Notwithstanding a moderation in profits during the financial year 2025-26, the Board has maintained the dividend at ₹ 12.00 per share — identical to the dividend declared for the financial year 2024-25 — resulting in a payout of approximately 23.04% of standalone Profit After Tax. This decision is a conscious affirmation of the Board's confidence in the Company's underlying business resilience, its sustained cash generation capacity, and its commitment to delivering consistent returns to shareholders even in a year of earnings moderation.

The recommended dividend is in conformity with the Company's Dividend Distribution Policy adopted pursuant to Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The proposed dividend, if approved at the Annual General Meeting scheduled on Thursday, June 25, 2026, will be paid to those shareholders whose names appear on the Register of Members or in the records of the depositories as on the Record Date, i.e., Thursday, June 18, 2026.

  1. Transfer to Reserves: The Board has decided not to transfer any profit from FY 2025-26 to the reserve account. Instead, the profits after dividend payments will be retained to strengthen financial stability, support growth initiatives, and enhance overall financial resilience.

Corporate Overview

Statutory Reports

Financial Statements

  1. Share Capital: During the financial year under review, the paid-up Equity Share Capital of the Company changed due to (i) allotment of Equity shares upon exercise of stock options under GHCL ESOS 2015; and (ii) Buyback of Equity Shares through the tender offer route. The movement in share capital during the Financial Year 2025-26 is summarized below:
Particulars Date No. of Equity Shares of ₹ 10 each Paid-up Share Capital (₹)
As at March 31, 2025 31-03-2025 9,57,54,786 95,75,47,860
Add: Allotment of Equity Shares upon exercise of Stock Options under GHCL ESOS 2015. 17-05-2025 3,17,300 31,73,000
Capital after ESOP Allotment --- 9,60,72,086 96,07,20,860
Less: Buyback of Equity Shares @ ₹ 725 per shares through Tender Offer Route (shares extinguished on December 10, 2025) 10-12-2025 (41,37,931) (4,13,79,310)
As at March 31, 2026 31-03-2026 9,19,34,155 91,93,41,550

Buyback of equity shares: During the financial year 2025-26, the Company successfully completed the buyback of 41,37,931 fully paid-up equity shares of ₹ 10 each at a price of ₹ 725 per share through the tender offer route, aggregating to a total consideration of approximately ₹ 300 crore. The equity shares bought back were extinguished on December 10, 2025, in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Buy-Back of Securities) Regulations, 2018.

The buyback was undertaken as a strategic capital allocation measure to return surplus funds to shareholders while maintaining adequate liquidity for operational requirements and future growth initiatives. The consequent reduction in the equity share capital base is expected to improve key financial metrics, including Earnings Per Share (EPS) and Return on Equity (ROE), and is reflective of the Board's confidence in the Company's intrinsic value and long-term prospects.

Allotment of Equity Shares subsequent to the Financial Year: Subsequent to the close of the financial year, the Nomination and Remuneration Committee of the Board of Directors, at its meeting held on May 05, 2026, allotted 1,96,500 equity shares of ₹ 10 each to 10 allottees (including two Key Managerial Personnel) of the Company, upon exercise of stock options granted under GHCL ESOS 2015.

Consequent to the said allotment, the issued and paid-up Equity Share Capital of the Company has increased from ₹ 91,93,41,550 comprising 9,19,34,155 equity shares of ₹ 10 each to ₹ 92,13,06,550 comprising 9,21,30,655 equity shares of ₹ 10 each.

  1. Employee Stock Options Scheme (ESOP): Our Employee Stock Options Scheme (ESOP scheme), designed for permanent employees, was approved by shareholders on July 23, 2015, with in-principle approval from Stock Exchanges to issue 50 lakh equity shares upon the exercise of vested options. The scheme remains unchanged and fully compliant with all the applicable provisions of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SBEB Regulations").

Our Secretarial Auditor, Chandrasekaran & Associates, has certified that the ESOP scheme aligns with SBEB Regulations and the resolution passed by shareholders. This certificate is available for electronic inspection.

For the financial year 2025-26, no new stock options were granted. Further details on the ESOP are provided in the financial statement notes and included as Annexure I to this report.

During the financial year under review, the ESOS Trust, which was retained for the limited purpose of litigation reached a settlement with the broker subsequent to the balance sheet date on April 10, 2026, pursuant to Board approval, bringing all pending litigations to closure; the detailed particulars of the settlement and the accounting treatment thereof, are set out in Note No. to the Financial Statements.

  1. Finance

6.1 Resource Mobilization

During the year, your Company renewed working capital facilities at existing level of ₹ 750 crores (Fund Based: ₹ 450 crs & Non-fund Based: ₹ 300 crs). Institutions involved in working capital borrowing are State Bank of India, Bank of Baroda, IDBI Bank, HDFC Bank, ICICI Bank, Axis Bank & CTBC Bank. Additionally, we renewed unsecured working capital facility of ₹ 75 crs with HSBC Bank.

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6.2 Interest Rate Management

During the year, the Reserve Bank of India reduced the Repo Rate by 100 basis points from 6.25% to 5.25%. However, the benefit of this rate reduction was not fully transmitted to the borrowing costs in the Indian economy, due to global environment and persistent tight liquidity conditions in the banking system. Despite this macro environment, your Company actively performed banking and treasury operations and achieving a 0.57% reduction in its borrowing costs, thus demonstrating strong financial discipline, proactive treasury management, and enhanced confidence among lending institutions.

As of March 31, 2026, long-term borrowing is ₹ 61.82 Cr at 8.10% ROI, with no short-term borrowing. The interest accrued on this loan, ₹ 0.85 Cr, will be paid next quarter.

6.3 Affirmation of External Credit Ratings

CARE (Credit Analysis & Research Ltd) has affirmed our Company's ratings: CARE AA- (Stable) for long-term facilities and CARE A1+ (Stable) for short-term facilities, reflecting efficient cash flow management and timely repayment.

6.4 Investors' Education and Protection Fund (IEPF)

Our Company transferred ₹ 65.22 lacs to the IEPF during the financial year, including unclaimed dividends and accrued interest. This transfer reflects our commitment to compliance, transparency, and investor protection. We encourage investors to claim their dividends and deposits to avoid transfers to the IEPF. We remain dedicated to upholding high standards of corporate governance and protecting investor rights.

7. Change in Nature of Business: During the financial year 2025-26, the core business of the Company remained unchanged, ensuring continuity, stability, and consistency in its operations. The Company has undertaken strategic initiatives to expand its product portfolio, with the addition of Vacuum Salt and Bromine - both of which are at an advanced stage of development and are expected to commence commercial production during the financial year 2026-27. These additions are anticipated to broaden the Company's revenue streams and strengthen its position in the chemicals segment.

With respect to the Greenfield Soda Ash Project, progress has been slower than originally envisaged; however, the project remains on course and the Board is confident that upon completion, it will deliver significant long-term operational efficiencies and financial returns for the Company and its stakeholders.

The Board of Directors further confirms that no material changes or commitments affecting the financial position of the Company have occurred between April 01, 2026, and the date of signing of this Report.

8. Management Discussion & Analysis

In accordance with Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, ("SEBI Listing Regulations") we invite you to review the Management Discussion & Analysis (MDA) Report included in our Annual Report.

The MDA Report offers a comprehensive overview of our operations, financial performance, and strategic direction. It covers market trends, key achievements, challenges, and future growth initiatives, providing valuable insights into our business performance and outlook.

We encourage all stakeholders to refer to the MDA Report for a detailed understanding of our company's progress, industry positioning, and long-term vision.

B: INTEGRATED REPORT

At GHCL, we are committed to sustainable development, striving for a future that balances economic growth, social inclusion, and environmental responsibility. Our approach goes beyond mere compliance. We have followed governance-based reporting, aligning with the Integrated Reporting (IR) framework developed by the International Integrated Reporting Council (IIRC).

This Integrated Report, included in our Annual Report, provides a clear and comprehensive view of our business model and how we embed sustainability into our decision-making processes. It strengthens transparency, accountability, and stakeholder understanding of how we create value while aligning our business objectives with sustainable development goals (SDGs).

C: Performance Highlights and State of Company's Affairs:

A detailed analysis of our business performance and the overall state of the Company's affairs can be found in the Management Discussion & Analysis (MDA) Report and the Integrated Report of this Annual Report. These sections provide valuable insights into our operational progress, financial performance, and strategic direction.


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1. Awards and Recognition:

During the financial year 2025-26, GHCL received prestigious awards and accolades, recognizing our commitment to excellence in CSR, sustainability, environmental stewardship, and a positive work culture. These achievements are a testament to the hard work and dedication of our employees and stakeholders.

For a detailed list of awards and recognitions, please refer Page 53 of the Integrated Report

2. Subsidiaries:

Currently, GHCL Limited does not have any operational subsidiaries. We would like to inform that "Dan River Properties LLC", a non-operational wholly owned subsidiary of the Company in USA ("subsidiary"), has been voluntarily closed on February 18, 2026. Further, our Indian subsidiary, Rosebys Interiors India Limited (RIIL), has been under liquidation since July 15, 2014.

Further, the financial statements of subsidiary companies are available for inspection at the Registered Office of the Company during business hours from the date of dispatch of this report till the date of ensuing AGM and the copy thereof can be provided upon written request.

For more details on subsidiaries, joint ventures, or associate companies, please refer to Note 45 of the Annual Report and the statement under Section 129(3). These details are also available on our website: www.ghcl.co.in.

3. Consolidated Financial Statements:

We are pleased to present the Consolidated Financial Statements for the year ended March 31, 2026, prepared in accordance with Indian Accounting Standards (Ind AS), as mandated by Regulations 33 and 34 of SEBI Listing Regulations.

The enclosed consolidated financial statements offer a comprehensive evaluation of our operational performance and financial position, containing the consolidated assets, liabilities, and results of both the parent company (i.e. GHCL Limited) and its subsidiaries. This consolidated approach provides stakeholders with a holistic view of our financial integrity.

4. Corporate Governance:

At GHCL, we are committed to upholding the highest standards of corporate governance, recognizing its critical role in promoting transparency, accountability, and credibility. We strictly adhere to SEBI's Corporate Governance norms and continuously adopt best practices across key areas, including board composition, independent directorship, board committees, risk management, internal controls, ethical conduct, and stakeholder engagement.

As part of our Annual Report, we provide a comprehensive Corporate Governance Report, in line with Regulation 34 of SEBI Listing Regulations. This report offers valuable insights into our governance structure, policies, and practices. Additionally, our auditors certify our compliance with Corporate Governance norms, supporting our commitment to regulatory excellence and ethical business conduct. Through our strong governance standards, we aim to build trust, integrity, and long-term sustainability, ensuring that we continue to create value for our stakeholders and strengthen our relationships with them.

5. Board Meetings:

The Board of Directors follows a structured and strategic approach to conducting meetings, ensuring timely decision-making and effective governance. While meetings are typically scheduled in advance, the Board also convenes on shorter notice when urgent matters require immediate attention.

During the financial year ending March 31, 2026, the Board held four meetings, where directors reviewed and discussed the Company's strategic direction, operational progress, and financial performance. Details of these meetings, including dates and key agenda items, are available in the Corporate Governance Report.

The meetings were conducted in full compliance with the Companies Act, 2013, and SEBI Listing Regulations, ensuring that governance standards were upheld. This structured approach promotes transparency, accountability, and informed decision-making, highlighting GHCL's commitment to sustainable growth and long-term success.

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Duties of Directors — Compliance with Section 166 of the Companies Act, 2013

The Board of Directors of the Company confirms that all Directors of the Company have, during the financial year 2025-26, discharged their duties in accordance with the requirements of Section 166 of the Companies Act, 2013. Each Director has:

  • acted in accordance with the Articles of Association of the Company;
  • acted in good faith and in the best interests of the Company, its employees, shareholders, and the community at large, with a view to fulfilling the objects of the Company;
  • exercised duties with due and reasonable care, skill, and diligence, and exercised independent judgment in matters coming before the Board;
  • avoided situations in which a direct or indirect interest conflicts, or may possibly conflict, with the interests of the Company, and disclosed any such interest wherever applicable in accordance with the applicable provisions of the Act;
  • not achieved or attempted to achieve any undue gain or personal advantage, whether for themselves or for their relatives, partners, or associates; and
  • not assigned their office as Director, and confirm that any assignment, if made, shall be void.

The Company has in place a Code of Conduct for Directors and Senior Management, which incorporates the principles underlying Section 166 and related governance standards. All Directors have affirmed compliance with the said Code for the financial year 2025-26. The Annual Compliance Affirmation by the Managing Director & CEO in respect of compliance with the Code is annexed to the Corporate Governance Report.

6. Director liable to retire by rotation:

The Board of Directors is pleased to announce re-appointment of Mr. Raman Chopra, CFO & Executive Director (Finance), who is retiring by rotation and has offered himself for the re-appointment. The Board recommends his re-appointment at the ensuing Annual General Meeting (AGM).

The Independent Directors of the Company have additionally conducted themselves in a manner consistent with their duties of independence as prescribed under Section 149(6) of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and have submitted their declarations of independence under Section 149(7) of the Act for the financial year 2025-26.

The Board affirms that all Independent Directors possess the integrity, expertise, and experience required for their roles. They are enrolled in the Independent Directors’ Databank with the Indian Institute of Corporate Affairs (IICA) of the four Independent Directors, two are exempt from the online proficiency test, while the other two have successfully cleared the test within the stipulated time.

7. Lead Independent Director:

On August 1, 2024, the Board re-appointed Dr. Manoj Vaish, Independent Director and Chairman of the Audit & Compliance Committee, as the Lead Independent Director. His role involved strengthening governance, facilitating independent oversight, and enhancing board effectiveness. The specific roles and responsibilities of the Lead Independent Director are detailed in the Corporate Governance Report within the Annual Report.

8. Nomination and Appointment of Directors:

Details on the nomination and appointment process of Directors, including the core skills, expertise, and competencies of the Board, are provided in the Corporate Governance Report within the Annual Report. This section offers valuable insights into our governance framework, ensuring transparency, accountability, and a well-structured approach to director selection.

9. Key Managerial Personnel:

In accordance with Section 203, read with Section 2(51) of the Companies Act, 2013, the following executives continue to serve as Key Managerial Personnel (KMP) of GHCL:

  • Mr. Ravi Shanker Jalan – Managing Director
  • Mr. Raman Chopra – CFO & Executive Director (Finance)
  • Mr. Bhuwneshwar Mishra – Vice President – Sustainability & Company Secretary

10. Familiarization Program for Independent Directors:

At GHCL, we have a structured orientation program designed to help new Independent Directors (IDs) seamlessly integrate into the Board. This program includes comprehensive sessions led by Executive Directors and the Company Secretary, covering key


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aspects such as company operations and business model, corporate structure and governance framework and roles, responsibilities, and regulatory obligations.

Additionally, upon request, site visits to our manufacturing plants and CSR initiative locations are arranged as and when required, providing firsthand exposure to our business operations and social impact.

To further enhance their knowledge and expertise, all Independent Directors have been provided structured self-learning modules on various aspects of Corporate Governance, ESG, compliance & risk management, cybersecurity, stakeholders engagement, CSR, and policies awareness program. They are actively encouraged to complete these courses to stay updated on evolving governance trends and industry best practices.

Policy awareness Program

To align our leadership with global ESG best practices, GHCL Limited executed a comprehensive awareness campaign for its nine BRSR Policies in FY 2025-26. Through 26 distinct training modules, the Company ensured that its Board and senior management are fully versed in the principles of responsible and transparent business conduct. This focus on governance ensures that our strategic decisions are consistently informed by our sustainability commitments.

The program was integrated with the Success-Factors platform for easy access to materials and participation in an examination linked directly to the learning management system. Participants engaged with the policies through an awareness test series.

The program ran from August 25, 2025, to February 28, 2026, and was specifically administered to senior management personnel of the Company as defined under applicable laws and regulations, along with the Board of Directors. Of the senior management personnel eligible under the program, 92.31% successfully appeared in and qualified the awareness test, demonstrating strong engagement with the nine BRSR policies and other policies of the Company. At the Board level, 85.10% of Board members successfully appeared in and qualified the tests; the remaining Board members were unable to participate in certain modules during the program period on account of scheduling and committee-specific commitments.

Promoting policy awareness is vital for organizational growth and regulatory compliance, underscoring GHCL Limited's commitment to transparency and accountability.

For further details, please refer to the Corporate Governance section of our Annual Report, highlighting our dedication to informing Independent Directors for effective contributions to Board decisions.

11. Board Evaluation and Performance Review:

In line with the Companies Act, 2013, SEBI Guidance Note on Board Evaluation, and SEBI Listing Regulations, the Board conducted its annual evaluation for the financial year 2025-26 during its meeting held on May 05, 2026, wherein the performance of all Independent Directors (except the Director being evaluated) was assessed by the entire Board. Additionally, a separate meeting of Independent Directors was held on April 9, 2026, to evaluate the performance of the Non-Independent Directors, the Executive Directors, the Board as a whole, and its Committees, in accordance with the requirements of Schedule IV to the Companies Act, 2013 and Regulation 25(3) of the SEBI Listing Regulations. For reference, the corresponding evaluations for the financial year 2024-25 were conducted at the Board meeting held on May 8, 2025, and at the separate Independent Directors' meeting held on April 19, 2025.

The Board's evaluation covered critical areas such as roles and responsibilities, competencies, strategic direction, risk management, diversity, and industry relevance. A comprehensive questionnaire was circulated to assess Directors' knowledge, independence, involvement in decision-making, strategic engagement, and risk awareness. The evaluation also included an assessment of the Chairman's leadership, coordination, and facilitation skills after taking feedback from executive directors and non-executive directors.

The Nomination and Remuneration Committee (NRC) reviewed the performance of individual Directors based on their contributions to the Board and its committees. Additionally, the profit-based commission for Directors was determined, ensuring that remuneration aligns with individual and overall Board performance.

This structured evaluation process strengthens Board effectiveness, enhances individual contributions, and ensures fair and performance-driven remuneration, reinforcing our commitment to strong corporate governance.

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The evaluation for the year 2025-2026 indicated that the Board and its Committees continue to function effectively and adhere to the highest standards of governance. Key strengths identified included:

  • Strong alignment between management and the Board on long-term strategy.
  • Effective oversight of the Business Responsibility and Sustainability Reporting (BRSR) Core KPIs, which is mandatory for the top 500 entities.
  • Timely and transparent flow of information from management to the Board and its Committees.

12. Nomination and Remuneration Policy:

The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee (NRC), has approved the Nomination and Remuneration Policy for Directors, Key Managerial Personnel (KMP), and all other employees.

This policy is designed to:

  • Attract, retain, and motivate highly qualified professionals.
  • Ensure market-competitive compensation aligned with industry standards.
  • Provide performance-based rewards that drive excellence.
  • Ensure compliance with statutory and regulatory requirements.

It serves as a guiding framework for managing nominations and remunerations effectively, ensuring alignment with the Company's objectives and best industry practices.

The Nomination and Remuneration Policy is available on our website at given link: https://ghcl.co.in/wp-content/uploads/2024/09/Nomination-Remuneration-Policy.pdf

13. Managerial Remuneration & Particulars of employees:

In compliance with Section 197(12) of the Companies Act, 2013, and Rules 5(1) to (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Annual Report includes detailed disclosures on managerial remuneration and employee compensation, presented in Annexure II.

This annexure provides a comprehensive statement of employees receiving remuneration exceeding the prescribed limits, along with key details of the remuneration structure for Directors, Key Managerial Personnel (KMP), and senior management. These disclosures uphold our commitment to regulatory compliance, fairness, and transparency in remuneration reporting.

14. Secretarial Audit and other Certificates:

As per Section 204 of the Companies Act, 2013, every listed company is required to conduct a Secretarial Audit and attach a Secretarial Audit Report to its Board's Report, issued by a Company Secretary in practice, in the prescribed format.

At GHCL, we have adopted a proactive and ongoing secretarial audit practice throughout the financial year. Periodic Secretarial Audit Reports were regularly placed before the Audit & Compliance Committee and the Board, enabling early detection of compliance gaps and ensuring continuous improvement in governance and reporting standards.

The Secretarial Audit Report for the financial year ended March 31, 2026, is annexed to the Board's Report as part of the Annual Report. The report is unqualified, self-explanatory, and does not require any further comments, reflecting GHCL's commitment to strong compliance and governance practices.

Also, as per Regulation 24A of the SEBI Listing Regulations, the Company has obtained an Annual Secretarial Compliance Report from our Secretarial Auditor Chandrasekaran Associates, Practicing Company Secretaries, confirming compliances with all applicable SEBI Regulations, Circulars and Guidelines for the year ended March 31, 2026.

15. Secretarial Standards:

GHCL remains fully committed to complying with the Secretarial Standards prescribed by the Institute of Company Secretaries of India (ICSI) and notified by the Ministry of Corporate Affairs (MCA), Government of India. These standards serve as essential guidelines for


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ensuring regulatory compliance, governance excellence, and best corporate practices.

16. Listing Status

GHCL's equity shares are listed on BSE Limited and National Stock Exchange of India Limited. We paid the annual listing fees for 2025-26 and 2026-27, ensuring continued listing and trading. Our commitment to regulatory compliance and good governance remains steadfast as we maintain a strong relationship with the stock exchanges.

17. Web-link for annual return and other policies / documents:

The Annual Return (in Form MGT 7), as required by Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, and Rule 12 (1) of Companies (Management and Administration) Rules, 2014, is available on our website at this link https://ghcl.co.in/wp-content/uploads/2026/05/GHCL_Annual-Return-2025-26.pdf

Additionally, other policies and documents of the Company are also accessible on the Company's website as per statutory requirements.

18. Corporate Social Responsibility (CSR):

GHCL Limited has been deeply committed to inclusive and sustainable community development since its inception. Through the GHCL Foundation Trust, the Company has progressively expanded the reach and impact of its CSR initiatives, extending support to marginalised communities, strengthening social infrastructure, and contributing to long-term well-being across the geographies in which it operates.

The Company's CSR activities are guided by a comprehensive CSR Policy, framed in accordance with Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014. The CSR Policy is available on the Company's website at www.ghcl.co.in and may be accessed directly at: https://ghcl.co.in/wp-content/uploads/2024/05/CSR-Policy.pdf

CSR Expenditure — Financial Year 2025-26: For the financial year 2025-26, the statutory CSR obligation of the Company, computed as 2% of the average net profits of the preceding three financial years under Section 135(5) of the Companies Act, 2013, amounted to ₹ 20.05 crore. Against this obligation, the Company incurred CSR expenditure of ₹ 18.05 crore during the year. The

unspent amount of ₹ 2.00 crore, pertaining to ongoing CSR projects, has been transferred to the Unspent CSR Account maintained with ICICI Bank within 30 days of the close of the financial year, in compliance with Section 135(6) of the Companies Act, 2013. The said amount shall be utilised towards the identified ongoing projects within the timelines prescribed under the Act.

CSR Committee: The CSR Committee of the Board, constituted in accordance with Section 135(1) of the Companies Act, 2013, is chaired by Mr. Anurag Dalmia, Independent Director, and comprises Mrs Vijaylaxmi Joshi, Justice Ravindra Singh, Mr. R S Jalan, Mr. Raman Chopra and Mr. Neelabh Dalmia.

The CSR Committee met once during the financial year 2025-26. The Committee actively oversaw the planning, implementation, and monitoring of CSR activities undertaken by the Company through the GHCL Foundation Trust, ensuring alignment with the CSR Policy and the objects specified in Schedule VII of the Companies Act, 2013.

The Company's CSR initiatives during the financial year 2025-26 were focused on the following key impact areas, all of which fall within the purview of Schedule VII of the Companies Act, 2013:

  • Agriculture — enhancing agricultural productivity and supporting farming communities
  • Healthcare — improving access to preventive and curative healthcare services
  • Education — promoting quality education and skill development among underprivileged sections
  • Women Empowerment — enabling economic independence and social well-being of women

A detailed report on CSR activities undertaken during the financial year 2025-26, in the prescribed format, is annexed to this Report as Annexure - III.

19. Business Responsibility and Sustainability Report (BRSR):

In accordance with Regulation 34(2)(f) of the SEBI Listing Regulations, and the National Guidelines on Responsible Business Conduct (NGRBC) issued by the Ministry of Corporate Affairs, companies are required to prepare a Business Responsibility and Sustainability Report Core

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(BRSR Core). This requirement had replaced the Business Responsibility Report (BRR) and aligned with global reporting frameworks such as GRI, SASB, TCFD, and Integrated Reporting.

As of December 31, 2025, GHCL Limited ranked 739th position on NSE and 747th position on BSE by average market capitalization, falling within the scope of this regulation. Although external assurance of BRSR Core is not mandatory for companies among the top 1000 listed entities by market capitalisation for FY 2025-26, GHCL has voluntarily opted for reasonable assurance to further strengthen the credibility of its BRSR Core disclosures.

The BRSR Core has been independently assessed and assured by Sustainability Actions Pvt. Ltd. and is available on the Company's website as well as in the Annual Report. Your Company ensured that there is no conflict of interest with the assurance provider appointed for assuring the BRSR Core. The reasonable assurance process reviewed GHCL's policies related to NGRBC, quantitative metrics, data collection mechanisms, and overall governance frameworks, ensuring accuracy and transparency in sustainability reporting.

20. Composition of Audit and Compliance Committee

The Audit and Compliance Committee has been constituted in compliance with Section 177 of the Companies Act, 2013, Rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014, and Regulation 18 of the SEBI Listing Regulations. Details of its composition are provided in the Corporate Governance Report.

The committee plays a critical role in overseeing and monitoring the financial reporting process, ensuring adherence to the highest standards of transparency, integrity, and accuracy. Its primary objective is to provide independent and effective supervision, fostering robust financial governance and strengthening stakeholder confidence in the Company's financial and compliance practices.

Communication Framework between Those Charged with Governance (TCWG) and Statutory Auditors:

The Board of Directors of the Company is pleased to report that GHCL Limited has taken a significant step forward in strengthening its audit governance framework through the formulation and adoption of a formal Communication Framework between Those Charged with Governance (TCWG) and Statutory Auditors — a structured governance mechanism designed to strengthen audit quality, enhance transparency, and ensure effective two-way communication between the Audit & Compliance Committee and the Statutory Auditors throughout the audit cycle.

The Framework was formulated and recommended by the Audit & Compliance Committee at its meeting held on March 07, 2026, during the financial year 2025-26. Subsequent to the close of the financial year, the Framework was formally approved by the Board of Directors at its meeting held on April 06, 2026, and has been operationalised with immediate effect. It has been framed in compliance with the NFRA Circular dated January 07, 2026, SA 260 (Revised) — Communication with Those Charged with Governance, SA 265, and other applicable Standards on Auditing, the Companies Act, 2013, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Framework establishes, inter alia, the following governance architecture:

  • The Audit & Compliance Committee of the Board of Directors has been designated as TCWG for the purposes of the Framework, with the Chairman of the Audit & Compliance Committee and the Chief Financial Officer serving as Nodal Persons on behalf of the Board, and the Audit Engagement Partner serving as Nodal Person on behalf of the Statutory Auditors;
  • Structured meetings between the Nodal Persons of the Board and the Audit Engagement Team at least once every quarter, separately from and in addition to the regular Audit & Compliance Committee meetings, to facilitate candid and direct communication on significant audit matters;
  • A minimum of three formal communications by the Statutory Auditors to TCWG during the year — before commencement of audit along with the Audit Plan; after completion of test of controls and before conclusion of substantive testing; and at the completion of the audit;
  • A comprehensive two-way communication protocol covering audit strategy and planning, risk of material misstatement, significant accounting estimates and judgments, internal financial controls, related party transactions, fraud risks, going concern assessment, auditor independence, and key audit matters;

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  • A formal escalation mechanism for immediate communication to TCWG of significant matters having impact on financial reporting, fraud, serious control failures, regulatory breaches, or any difficulties encountered in the conduct of the audit; and
  • Robust documentation standards for all communications, including agreed minutes of meetings, written confirmations prior to issuance of audit reports, and maintenance of a traceable audit communication record.

In pursuance of the governance intent underlying the Framework, and subsequent to its formal approval, the Audit & Compliance Committee held an independent meeting with the Statutory Auditors on May 02, 2026, in compliance with the requirements of the NFRA Circular dated January 07, 2026 and the applicable provisions of the Framework. This meeting provided TCWG with an unrestricted forum to engage directly with the Statutory Auditors on matters of audit quality, independence, and significant findings.

The Board believes that the formulation and adoption of this Framework reflects GHCL Limited's commitment to the highest standards of audit governance and positions the Company at the forefront of evolving regulatory expectations in this area. The Framework is available on the Company's website at www.ghcl.co.in

21. Composition of Stakeholders Relationship Committee (SRC):

The Stakeholders Relationship Committee (SRC) has been constituted in accordance with Section 178(5) of the Companies Act, 2013, and Regulation 20 of the SEBI Listing Regulations. The composition details are provided in the Corporate Governance Report.

The committee is responsible for resolving grievances raised by the Company's security holders, including issues related to share transfers, non-receipt of annual reports, non-receipt of dividends, and other investor concerns. Its primary objective is to ensure efficient and timely redressal of shareholder queries, thereby enhancing investor confidence and trust.

To further strengthen investor communication, the Company has published its Investors' Grievance Redressal Policy, which is available on our website at given

link: https://ghcl.co.in/wp-content/uploads/2024/05/Investor-Grievance-Redressal-Policy.pdf

22. Composition of Nomination and Remuneration Committee (NRC)

The Nomination and Remuneration Committee (NRC) has been constituted in compliance with Section 178 of the Companies Act, 2013, Rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014, and Regulation 19 of the SEBI Listing Regulations.

The NRC is responsible for identifying and evaluating the qualifications, attributes, and independence of directors, as well as formulating and recommending the remuneration policy for Directors, Key Managerial Personnel (KMP), and other employees.

The committee is chaired by an Independent Director, with all its members being Independent Directors, ensuring unbiased decision-making and adherence to best governance practices. Further details about the committee's composition and its terms of reference are available in the Corporate Governance Report.

23. Vigil Mechanism

GHCL Limited is committed to promoting a fair, transparent, and ethical work environment that upholds the highest standards of professionalism, integrity, and accountability. As part of this commitment, the Company has established a comprehensive "Whistle Blower Policy", ensuring a secure and fearless platform for employees, directors, and stakeholders to report concerns without fear of retaliation. The Board of Directors had revised this policy in their meeting on May 6, 2024, to further strengthen its effectiveness.

The Whistle Blower Policy encourages individuals to report any unethical behavior, suspected fraud, or violations of GHCL's Code of Conduct and Ethics Policy. This mechanism serves as a crucial tool for maintaining a culture of transparency and corporate integrity. Please note that no complaint was reported during the year under vigil mechanism. Further details on the Whistle Blower Policy can be found in the Corporate Governance Report and are also available on the Company's website.

24. Related Party Transactions:

In accordance with Section 188 of the Companies Act, 2013, and Regulation 23 of the Listing Regulations read with the Industry Standards for Related Party

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Transactions (RPTs), the Company has ensured a robust framework for the identification and reporting of such transactions. The status of RPTs for the Financial Year 2025-26 are as follows:

  • Nil Material Transactions: GHCL Limited has not entered into any material related party transactions with its Promoters, Directors, Key Managerial Personnel (KMP), or other designated persons that could create a potential conflict of interest. Consequently, the disclosure requirement under Section 134(3)(h) of the Companies Act, 2013, in Form AOC-2, is not applicable for the year under review.
  • Compliance with Industry Standards: All RPTs are processed through a rigorous review mechanism managed by the Audit & Compliance Committee. The Company adheres to the prescribed standard formats for providing minimum information to the Committee, ensuring transparency in terms of pricing, tenure, and rationale as mandated by the SEBI Circular dated June 26, 2025.
  • Approval Process: Prior omnibus approval is obtained for recurring transactions conducted on an arm's length basis and in the ordinary course of business.
  • Oversight & Certification: A comprehensive statement of all RPTs, supported by a certificate from the Chief Financial Officer (CFO), is presented quarterly to both the Audit & Compliance Committee and the Board. This ensures that all transactions are fair, transparent, and in the best interests of the Company.
  • Pecuniary Relationships & Policy: No Director has any material pecuniary relationship with the Company. The Related Party Transactions Policy, recently revised to incorporate the latest guidelines, is available on the Company's website.

25. Particulars of Loans, Guarantees or Investments:

Details of loans, guarantees, and investments made under Section 186 of the Companies Act, 2013, are provided in the notes to the Financial Statements. These disclosures include comprehensive information on the nature, terms, conditions, and any related party transactions associated with these financial activities.

These disclosures ensure that stakeholders have a clear understanding of the Company's financial commitments. We encourage stakeholders to refer to the Financial Statements for a detailed overview, reinforcing our commitment to regulatory compliance and accountability.

26. Risk and Sustainability Committee:

The Risk & Sustainability Committee, constituted in compliance with Regulation 21 of the SEBI Listing Regulations, plays a key role in overseeing governance, risk management, sustainability, and compliance (GRC). Details of the committee's composition and activities are available in the Corporate Governance Report.

At GHCL Limited, we recognize that various internal and external factors can impact our business value chain, making systematic risk management essential for long-term sustainability and resilience. While the Board holds overall responsibility for risk oversight, the Risk & Sustainability Committee provides strategic guidance on the implementation and execution of the Company's Risk Management Policy.

Risk management is embedded in our corporate culture, with operational heads ensuring the policy is effectively implemented and senior executives acting as risk owners. This structured approach fosters a risk-aware organization, enabling proactive identification and mitigation of potential challenges.

The Board-approved Risk Management Policy is available on our website at given link: https://ghcl.co.in/wp-content/uploads/2024/05/Risk-Management-Policy.pdf

27. Conservation of Energy, Technology Absorption, Foreign Exchange Earning, and Outgo

In line with Section 134(3)(m) of the Companies Act, 2013, and Rule 8 of the Companies (Accounts) Rules, 2014, GHCL remains committed to energy conservation, technological advancements, and optimizing foreign exchange transactions.

A detailed report on these initiatives is provided in Annexure IV, which forms an integral part of this Board's Report. This annexure outlines the Company's efforts and achievements in:

  • Enhancing energy efficiency through sustainable practices.

Corporate Overview
Statutory Reports
Financial Statements

  • Adopting and integrating advanced technologies for operational excellence.
  • Foreign exchange earnings and outflows, reflecting our global business engagements.

We encourage stakeholders to refer to Annexure IV for a comprehensive overview of our initiatives, reinforcing GHCL's commitment to sustainability, innovation, and global business growth.

28. Disclosures under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013:

GHCL is deeply committed to promote a safe, inclusive, and respectful workplace free from any form of harassment or intimidation. In line with the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (POSH Act), the Company has implemented a comprehensive policy to prevent and address instances of sexual harassment.

To ensure fair and transparent grievance redressal, Internal Complaints Committees (ICCs) have been established at all major locations. These committees are empowered to handle complaints efficiently, ensuring a confidential, impartial, and just resolution process.

GHCL also conducts regular awareness programs to educate employees about their rights and responsibilities under the POSH Act, promoting a culture of respect, equality, and inclusivity across the organization.

We would like to confirm that no complaints related to sexual harassment were reported during the year, reflecting the effectiveness of our policies, awareness initiatives, and commitment to maintaining a safe and dignified work environment for all employees.

29. Statutory Auditors

Incumbent Auditor — Completion of Tenure: S. R. Batliboi & Co. LLP, Chartered Accountants (Firm Registration No. 301003E / E300005), were re-appointed as the Statutory Auditor of the Company at the 38th Annual General Meeting held on June 19, 2021, for a second term of five consecutive years, extending until the conclusion of the 43rd Annual General Meeting. Upon the conclusion of the 43rd Annual General Meeting, the tenure of S. R. Batliboi & Co. LLP as Statutory Auditor of the Company will stand completed, having served two consecutive terms of five years each, aggregating to the

maximum permissible tenure of ten years under Section 139(2) of the Companies Act, 2013. The Company places on record its sincere appreciation for the professional services rendered by S. R. Batliboi & Co. LLP during their tenure as Statutory Auditor.

For the financial year ended March 31, 2026, the Statutory Auditor has audited the financial statements of the Company and issued an Independent Auditor's Report, which forms part of this Annual Report. The Auditor's Report does not contain any qualification, reservation, adverse remark, or disclaimer. The Board further confirms that the Statutory Auditor has not reported any instance of fraud to the Audit & Compliance Committee or the Board of Directors under Section 143(12) of the Companies Act, 2013 during the financial year under review.

Appointment of New Statutory Auditor: Upon the recommendation of the Audit & Compliance Committee, the Board of Directors, at its meeting held on May 05, 2026, has recommended to the Members the appointment of Deloitte Haskins & Sells Chartered Accountants LLP, (Firm Registration No. 117364W / W100739) as the Statutory Auditor of the Company, for a term of five consecutive years commencing from the conclusion of the 43rd Annual General Meeting (being the AGM for the financial year ended March 31, 2026) and continuing until the conclusion of the 48th Annual General Meeting (being the AGM for the financial year ended March 31, 2031), to conduct the statutory audit of the Company for the financial years from 2026-27 to 2030-31, subject to the approval of Members at the ensuing 43rd Annual General Meeting.

An Ordinary Resolution proposing the appointment of Deloitte Haskins & Sells Chartered Accountants LLP, as Statutory Auditor of the Company pursuant to Section 139(1) of the Companies Act, 2013 read with Rule 3 of the Companies (Audit and Auditors) Rules, 2014, forms part of the Notice of the 43rd Annual General Meeting. The Company has received from Deloitte Haskins & Sells Chartered Accountants LLP:

  • a written consent to the proposed appointment in accordance with Section 139(1) of the Companies Act, 2013; and
  • a certificate confirming that the firm satisfies the criteria of eligibility prescribed under Section 141 of the Companies Act, 2013 and that the appointment, if made, shall be in accordance with

Integrated Annual Report 2025-26
141


SHCL
GHCL Limited

Board’s Report

the applicable provisions of the Act and the rules framed thereunder.

Profile of Proposed Statutory Auditor: Deloitte Haskins & Sells Chartered Accountants LLP, is a firm of Chartered Accountants registered with the Institute of Chartered Accountants of India, operating as part of the Deloitte Touche Tohmatsu Limited (DTTL) network — one of the largest professional services networks in the world. The firm is registered in Ahmedabad and provides statutory audit, assurance, tax, and advisory services to a large number of leading listed companies across diverse sectors in India. The firm brings with it deep sector expertise, a technology-driven audit methodology, and a strong commitment to audit quality and independence, and the Board is confident that its appointment will further strengthen the audit governance framework of the Company.

A brief profile of Deloitte Haskins & Sells Chartered Accountants LLP, is given under the AGM Notice to shareholders.

30. Auditor’s Report:

The Company’s Statutory Auditors did not make any qualification, reservation, adverse remark, or disclaimer in their Report for the financial year ended March 31, 2026. Hence, no further explanation or comment is required under Section 134(3)(f) of the Companies Act, 2013.

31. Cost Auditors:

The Company maintains cost records as required by Section 148 of the Companies Act, 2013, and appoints Cost Auditor to audit these records. R. J. Goel & Company, Cost Accountants, New Delhi, has been appointed as the Cost Auditor for the financial year ending March 31, 2026, based on the recommendation of the Audit & Compliance Committee. The Cost Audit Report for the financial year ending March 31, 2025, does not contain any qualification or adverse remarks requiring clarification or explanation.

32. Internal Auditors

As per provisions of Section 138 of the Companies Act, 2013, every Listed Company is required to appoint an Internal Auditor to conduct internal audit of the functions and activities of the company. The Board of Directors, based on the recommendation of the Audit & Compliance Committee, had approved the appointment of M/s Sharp & Tannan Associates, Chartered Accountant, and SPMB & Co. LLP, Chartered Accountants, as the Internal Auditors of the Company for the financial year ended on March 31, 2026, to conduct the internal audit of the activities of the Company.

33. Corporate Insolvency Resolution Process (CIRP)

As reported in the earlier Board’s Reports, the application filed by HT Media Limited against GHCL Limited under the Insolvency and Bankruptcy Code, 2016 was dismissed by the Hon’ble NCLT, Ahmedabad, vide its order dated March 12, 2024, on the grounds that the claim did not qualify as a ‘financial debt’ under Section 5(8) of the Code. Subsequently, HT Media Limited challenged the order before the NCLAT, New Delhi. GHCL filed its objections and the matter is now listed for final hearing.

34. Directors’ Responsibility Statement:

Based on the framework of internal financial controls established and maintained by the company, work performed by the internal, statutory, secretarial and cost auditors and external agencies including audit of internal financial controls over financial reporting by the statutory auditor and reviews performed by the management and relevant Board Committees, including the Audit & Compliance Committee, the Board is of the opinion that the Company’s internal financial controls were adequate and effective during financial year 2025-26. Accordingly, pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability confirm that:

a. in the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. such accounting policies as mentioned in the Notes to the Financial Statements have been selected and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026 and of the profit and loss of the Company for the financial year ended March 31, 2026;

c. the proper and sufficient care has been taken by them for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;


Corporate Overview

Statutory Reports

Financial Statements

d. the annual accounts for the financial year ended March 31, 2026 have been prepared by them on a going concern basis;
e. proper Internal financial controls have been followed by the company and that such internal financial controls are adequate and were operating effectively; and
f. proper systems to ensure compliance with the provisions of all applicable laws were in place and that such systems were adequate and operating effectively.

35. General Disclosures

Your Directors would like to confirm that there are no instances during FY 2025-26, when the recommendations of any Committees were not accepted by the Board.

Further, no disclosure or reporting is required in respect of the following matters as there is no transaction on these items during the year under review:

(i) Details relating to deposits covered under Chapter V of the Act.
(ii) Issue of equity shares with differential rights as to dividend, voting or otherwise.
(iii) Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and except Employees' Stock Options Schemes referred to in this Report.
(iv) The Company does not have any scheme of provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.

(v) No significant or material orders were passed by the Regulators or Courts or Tribunals, which impact the going concern status and Company's operations in future.
(vi) There is no Corporate Insolvency Resolution Process initiated under the Insolvency and Bankruptcy Code, 2016 except one matter, which is reported separately.

36. Acknowledgement:

The Board of Directors extends its heartfelt gratitude to all our stakeholders—customers, vendors, dealers, investors, business associates, and bankers—for their continued trust and support, which has been instrumental in GHCL's success.

We also express our deep appreciation for the dedication and hard work of our employees at all levels. Their commitment, teamwork, and resilience have played a crucial role in overcoming challenges and driving the Company toward its goals.

We sincerely thank the Government of India, State Governments, and regulatory authorities for providing a supportive business environment and enabling sustainable growth. We look forward to their continued cooperation and guidance.

The collective contributions of all stakeholders remain the foundation of our progress, and we are truly grateful for their trust, commitment, and partnership in GHCL's journey forward.

For GHCL LIMITED

Sd/-
Anurag Dalmia
Chairman
DIN: 00120710

Date: May 05, 2026
Place: Noida

Integrated Annual Report 2025-26


GHCL Limited

Annexure - I

Sl. No. Particulars GHCL ESOS 2015 – Grant 9
(Date of grant – April 30, 2022)
1 Total no. of options in force (as on April 1, 2025) 6,13,000
2 Options granted during the year 0
3 Options vested during the year 0
4 Options exercised during the year 3,17,300
5 The total number of shares arising as result of exercise of option 3,17,300
6 Options lapsed during the year 9,000
7 The exercise price ₹ 376 per share
8 Variation of terms of option No variation
9 Money realised by exercise of options (Rs.) 11,93,04,800
10 Total number of options in force (as on March 31, 2026) 2,86,700
11 Employee wise details of options granted to:
(i) Key Managerial Personnel Nil
(ii) Any other employee who receives a grant of options in any one year of option amounting to 5% or more of options granted during that year Nil
(iii) Employees who were granted option, during any one year, equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the company at the time of grant. Nil
12 Pricing formula The exercise price may vary for each Grant. Exercise price will be determined by the Committee at the time of each grant, in conformity with the 'Guidance Note on Accounting for employee share-based Payments' or Accounting Standards as may be prescribed by the Institute of Chartered Accountants of India from time to time. Committee may determine exercise price which may be at discount to the market value but shall not be less than the face value of shares.
13 Diluted Earnings Per Share (EPS) pursuant to issue of shares on exercise of Option calculated in accordance with Indian Accounting Standard IND AS 33. 50.80
14 Difference between the employees compensation cost based intrinsic value of the stock and the fair value of the year and its impact on profits and EPS of the Company Nil***
15 a) Weighted average exercise price of options ₹ 376**
b) Weighted average fair value of options ₹ 201.67
16 Method and significant assumptions used to estimate the fair values of options Black–Scholes model
(i) Risk free interest rate 6.68%
(ii) Expected life 2 years
(iii) Expected volatility 43.56%
(iv) Expected dividend NIL
(v) Market price of the underlying share on grant date* ₹ 619.25

The closing price of the Company's share on the date previous to the grant on NSE, being Exchange which had higher trading.
*Adjusted from ₹ 574 to ₹ 376, after demerger of spinning division as per valuation report and approved Scheme.
*** Intrinsic value is lower than the fair value due to a decline in the market price of the shares.

For GHCL Limited

Date: May 05, 2026

Place: Noida

Sd/-
Anurag Dalmia
Chairman
DIN: 00120710


Corporate Overview
Statutory Reports
Financial Statements

Annexure - II

DISCLOSURE OF MANAGERIAL REMUNERATION

(A) Ratio of remuneration of each Director to the Median remuneration of the employees of the Company for the FY 2025-26 as well as percentage increase in remuneration of each Director

Name of the Director Ratio to Median Remuneration % Change in remuneration over previous year
Non-Executive Director
Mr. Anurag Dalmia 17.99 -0.77
Mrs. Vijaylaxmi Joshi 7.47 0.00
Dr. Manoj Vaish 7.66 0.00
Mr. Arun Kumar Jain 7.40 -0.94
Justice Ravindra Singh (Retd.) 7.12 -0.97
Executive Directors
Mr. Ravi Shanker Jalan 260.51 13.91
Mr. Raman Chopra 155.80 11.52
Mr. Neelabh Dalmia 62.36 10.10

The percentage increase in remuneration of Mr. Bhuwneshwar Mishra, Vice President - Sustainability & Company Secretary is 28.10%
This increase is inclusive of the perquisite value arising out of exercise of stock options.

(B) Percentage increase in median remuneration in the FY 2025-26: - 0.32%

(C) Number of Permanent employees on the roll of the Company as on 31/03/2026 : 1037**

** The above figure includes both permanent employees and permanent workers as defined under Section 197 of the Companies Act, 2013

(D)
| | % Change in remuneration |
| --- | --- |
| Average percentile increase in Salary of employees other than managerial | 12.08% |
| Average percentile increase in remuneration of managerial personnel | 17.71% |

(E) Affirmation

It is affirmed that the remuneration paid to the directors, key managerial personnel and other employees are as per the Nomination & Remuneration Policy of the Company.

Integrated Annual Report 2025-26
145


GHCL Limited

Annexure - II

Information as per Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014

List of Top Ten Employees and/or other Employees who have been paid ₹ 8.5 Lacs or above per month during the year 2025-26.

Sl. No. Name Age Designation Gross Remuneration * (₹) Qualification Exp. (Years) Date of commencement of Employment Previous Employment / Position held
1 Mr. Ravi Shanker Jalan 68 Managing Director 14,89,04,918 B Com, FCA 42 7-Jun-02 Sree Meenakshi Mills / Exec. Director
2 Mr. Raman Chopra 60 CFO & Executive Director - Finance 8,90,51,444 B Com, FCA 37 1-Oct-03 Dalmia Brothers Pvt Ltd / Vp-Spl. Proj.
3 Mr. Neelabh Dalmia** 42 Executive Director- Growth & Diversification Projects 3,56,42,336 MBA 21 1-Feb-20 GHCL Ltd./Non - Executive Director
4 Mr. N N Radia 70 Sr. President & COO - Soda Ash 2,22,94,339 BE -Mechanical 43 16-Jan-86 Tata Chemicals Ltd. / Shift In Charge
5 Mr. Sunil Kumar Singh 56 Head of Marketing, Soda Ash 1,19,81,925 B Tech(Civil Engg), EMBA (Marketing) 33 24-Aug-92 GHCL Ltd.
6 Mr. Mayuresh Hede 55 Operation Head, Sutrapada Plant, Soda Ash 1,14,87,714 BE/B. Tech - Mechanical 33 24-Aug-92 GHCL Limited
7 Mr. Bhuwneshwar Prasad Mishra 58 Vice President - Company Secretary & Sustainability 1,10,34,164 CS, LLB 26 9-Jul-01 Ask Automotive Pvt Ltd/ Company Secretary
8 Mr. J P Patel 59 Operation Head, Green Field Project, Soda Ash 1,07,21,834 BE/B. Tech -Mechanical 37 1-Jun-89 GHCL Limited
9 Mr. P N Rao 63 Vice President - Commercial 94,88,810 B.SC Mathematics) / Mines Surveyor's Certificate Of Competency (Mining) 41 24-Nov-86 Gogte Minerals, Redi, Dist Sindhudurga, Maharastra / Mines Surveyor
10 Mr. Jeetendra B Gosain 57 Vice President - F&A and IT 91,63,977 B.Com, CA 29 16-Mar-09 Reliance Retail Limited/AGM Finance
11 Mr. Manish S Shah# 52 Vice President - F & A 77,20,192 B. Tech - I & C, MBA - Finance 25 1-May-19 Cadila Healthcare Limited / VP & Head Finance

*Gross remuneration includes the Commission and / or VPP entitlement for the year 2024-25 paid in 2025-26.
** Mr. Neelabh Dalmia is a relative of Mr. Anurag Dalmia, promoter Director of the Company

Joining during the year:

NA

Separation during the year:

Mr. Manish S Shah, Vice President - Finance & Accounts, passed away on July 03, 2025. The Company places on record its deep appreciation for his valuable contribution during his tenure with GHCL

For GHCL Limited

Date: May 05, 2026

Place: Noida

Sd/-

Anurag Dalmia

Chairman

DIN: 00120710


Corporate Overview

Statutory Reports

Financial Statements

Annexure - III

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

CSR Report for the financial year ended March 31, 2026

[Pursuant to Section 135 of the Companies Act, 2013]

1 A brief outline of the Company's CSR policy, including overview of projects or programmes proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programmes.

GHCL has been committed to the development of weaker sections of society for more than two decades. GHCL through its "GHCL Foundation Trust" has upgraded its CSR activities to cover a larger section of the society and included to provide support to the downtrodden, needy and marginalized citizens and also to create social infrastructure for their sustenance. The CSR Policy is posted on the website of the Company. Anybody may visit: www.ghcl.co.in

2 Composition of CSR Committee

Sr. No. Name of Director Designation/Nature of Directorship Number of Meetings of CSR Committee held during the year Number of meetings of CSR Committee attended during the year
i Mr. Anurag Dalmia Non-Executive - Chairman 1 1
ii Mrs. Vijaylaxmi Joshi Independent Director 1 1
iii Justice Ravindra Singh (Retd.) Independent Director 1 1
iv Mr. Ravi Shanker Jalan Managing Director 1 1
v Mr. Neelabh Dalmia Executive Director (Growth & Diversification Projects) 1 1
vi Mr. Raman Chopra CFO & Executive Director (Finance) 1 1

3 Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.

https://ghcl.co.in/csr-policies

4 Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8, if applicable.

The Impact Assessment Study was conducted for the programs implemented by GHCL Foundation Trust during FY 2024-25. It evaluated GHCL's multi-sectoral development initiatives across Gujarat and Tamil Nadu. The Foundation has adopted an integrated and community centric approach, to address dimensions of rural development such as livelihoods, Natural Resource Management (NRM), healthcare, water resource development, education, skill development, and women empowerment. GHCL Foundation has reached ~1,36,304 beneficiaries, demonstrating outreach and program scale. The interventions were implemented across diverse geographies characterized by ecological variability and socio-economic vulnerabilities. The regions face challenges such as water scarcity, soil salinity, climate variability, livelihood insecurity, limited access to essential services etc.

Weblink of Impact Assessment of CSR Projects is https://ghcl.co.in/wp-content/uploads/2026/05/GHCL-CSR-Impact-Assessment-for-FY-2024-25.pdf

Integrated Annual Report 2025-26


GHCL Limited

Annexure - III

Amount in ₹ Cr.

5 (a) Average net profit of the company as per sub-section (5) of section 135. 1002.55
(b) Two percent of average net profit of the company as per sub-section (5) of section 135. 20.05
(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial year. 0.00
(d) Amount required to be set off for the financial year, if any 0.00
(e) Total CSR obligation for the financial year (b+c-d). 20.05

6 (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project). 17.39
(b) Amount spent in Administrative Overheads. 0.66
(c) Amount spent on Impact Assessment, if applicable. 0.00
(d) Total amount spent for the Financial Year [(a)+(b)+(c)]. 18.05
(e) CSR amount spent or unspent for the Financial Year: 2.00

Total Amount Spent for the Financial Year. (in Cr.) Amount Unspent (in cr.)
Total Amount transferred to Unspent CSR Account as per section 135(6). Amount transferred to any fund specified under Schedule VII as per second proviso to section 135(5).
Amount (in Cr) Date of Transfer Name of Fund Amount Date of Transfer
18.05 2.00 28/04/2026 N.A N.A. N.A.

(f) Excess amount for set off, if any

Sr. No. Particular Amount (Cr.)
(i) Two percent of average net profit of the company as per section 135(5) 20.05
(ii) Total amount spent for the Financial Year 18.05
(iii) Excess amount spent for the financial year [(ii)-(i)] 0.00
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial year, if any 0.00
(v) Amount available for set off in succeeding financial year [(iii)-(iv)] 0.00

7 Details of Unspent CSR amount for the preceding three financial year:

Sr. No. Preceding Financial Year Amount transferred to Unspent CSR Account under section 135 (6) (in Cr.) Balance Amount in Unspent CSR Account under subsection (6) of section 135 (in Cr.) Amount spent in the reporting Financial Year (in Cr.) Amount transferred to a Fund as specified under Schedule VII as per second proviso to subsection (5) of section 135, if any Amount remaining to be spent in succeeding Financial Years (in Cr) Deficiency, if any
Amount (in Cr) Date of Transfer
1 2025-26 2.00 2.00 0.00 2.00
2 2024-25 0.00 0.00 1.29 0.00
3 2023-24 1.29 0.00 0.00 0.00
Total 3.29 2.00 1.29 0.00 0.00 2.00 0.00

Corporate Overview

Statutory Reports

Financial Statements

8 Whether any capital assets have been created or acquired through Corporate Social Responsibility
Amount spent in the Financial Year:
If Yes, enter the number of Capital assets created/ acquired
Yes/No
No

Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:
Not applicable

Sr. No. Short particulars of the property or asset(s) [including complete address and location of the property] Pincode of the property or asset(s) Date of creation Amount of CSR amount spent Details of entity/ Authority/ beneficiary of the registered owner
CSR Registration Number, if applicable Name Registered address
Not Applicable

(All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/Municipal Corporation/ Gram panchayat are to be specified and also the area of the immovable property as well as boundaries)

9 Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:
Not Applicable

For GHCL Limited

Place: Noida
Date: May 05, 2026

Sd-
Ravi Shanker Jalan
Managing Director
DIN: 00121260

Sd-
Anurag Dalmia
Chairman of CSR Committee
DIN: 00120710

Integrated Annual Report 2025-26


SHCL
GHCL Limited

Annexure - IV to the Directors Report

A. CONSERVATION OF ENERGY

a) Energy Conservation Measure Taken

  1. Installation and commissioning of CO₂ gas scrubber in Carbonation area to increase the CO₂ concentration of liquor for better efficiency. CO₂ gas is taken directly from kiln gas line through blower which saves energy at Compressor end also.
  2. Installation and commissioning of variable frequency drives (9 Nos drives) in soda ash and utility department. They are running successfully with approx. saving power of 80 KW.
  3. Only energy efficient motors, transformers, compressors and LED Lights are being purchased for new installation and replacement at all units.
  4. Installation and commissioning of 5th Scrubber in wash water area to recover heat energy. This has given a rise of approximately 4.2 DegC temperature in Boiler feed water which leads to total approx. saving – 30,761 Gigajoule/Annum.
  5. Brick relining of 4 Nos Vertical shaft kilns along with better kiln operation has reduced the heat losses to atmosphere. There is total approx. saving – 1,03,348 Gigajoule/Annum.

b) Additional Investment & proposals, if any, being implemented for reduction of consumption of energy

  1. Installation of variable frequency drives in Vacuum salt drives and in centrifugal pumps for Absorption and Distillation area.
  2. Recovery of steam from distiller waste liquor for utilization in Vacuum salt plant. This is waste heat recovery from main plant.
  3. Installation of additional CO₂ gas scrubber in Carbonation area to increase the CO₂ concentration of liquor for better efficiency. CO₂ gas will be taken directly from kiln gas line through blower which will save energy at Compressor end also.
  4. Installation of DCB tower in Refined Bicarbonate plant to adopt wet calcination in place of dry calcination which will reduce specific steam energy consumption by approx. 0.15 MT/MTSA used for Refined Bicarbonate.

B. POWER & FUEL CONSUMED

Year ended March 31,2026 Year ended March 31,2025
1 Electricity
(i) Purchased Units (crores kwh) 0.32 0.42
Total amount (t'crores) 4.89 5.43
Rate per Unit (t') 15.24 13.06
(ii) Own Generation
(a) Through DG
Units (lakhs kwh) 0.09 0.02
Units per litre of Diesel Oil 2.95 2.66
Cost per Unit (t') 29.18 34.36
(b) Through TG
Units (crores kwh) 27.59 27.47
Cost per Unit (t') 4.62 4.65
(c) Through Windmill
Units (crores kwh) 0.65 0.60
Total amount (t'crores) 1.85 1.81
Rate per Unit (t') 2.83 3.01
(d) Through Solar
Units (crores kwh) 0.44 0.39
Total amount (t'crores) 1.34 1.28
Rate per Unit (t') 3.05 3.23
2 Coal
Quantity (MT) 2,20,741 1,94,703
Total Cost (t'crores) 296.95 299.36
Average Rate (Rs/MT) 13,452 15,375

Corporate Overview
Statutory Reports
Financial Statements

Year ended March 31,2026 Year ended March 31,2025
3 Lignite
Quantity (MT) 1,74,305 1,78,998
Total Cost (₹ crores) 75.01 84.42
Average Rate (Rs/MT) 4,304 4,716
4 Petroleum Coke
Quantity (MT) 1,36,011 1,35,900
Total Cost (₹ crores) 204.01 185.60
Average Rate (Rs/MT) 15,000 13,657
5 Bio Mass
Quantity (MT) 10,247 18,892
Total Cost (₹ crores) 7.34 13.36
Average Rate (Rs/MT) 7,165 7,070

6 Consumption per Unit of Production

Electricity (kwh/MT)
Year ended March 31, 2026 Year ended March 31, 2025
Soda Ash 250.55 251.86
Salt 30.89 29.28

C. TECHNOLOGY ABSORPTION

1 Future Action Plan

VACUUM SALT FROM WASTE HEAT :

We have engaged the services of a leading European technology supplier to conceptualise and install a 175 KT per year vacuum salt plant. The tailor made solution will involve sourcing the entire heat energy for evaporation from the waste heat of the Soda Ash plant.

2 Technology - Absorption, Adoption and Innovation

BROMINE PLANT :

The plant is based on latest hybrid technology where Bromine extraction technology (Cold process or feed enhancement section) is sourced from China and Bromine purification technology (hot process) is sourced from Germany. Both technologies are well established in multiple commercial installations.

D. FOREIGN EXCHANGE EARNING AND OUTGO

(₹ in Crores)

For the Year Ended 31st March, 2026 For the Year Ended 31st March, 2025
Earnings 110.93 139.64
Outgo (Includes CIF value of imports) 586.98 782.06

For GHCL Limited

Sd/-
Anurag Dalmia
Chairman
DIN: 00120710

Place: Noida
Date: May 05, 2026

Integrated Annual Report 2025-26


GHCL Limited

Business Responsibility & Sustainability Report

Section A- General Disclosures

I. Details of the listed entity:

Sr. No. Particulars Details
1 Corporate Identity Number (CIN) of the Listed Entity L24100GJ1983PLC006513
2 Name of the Listed Entity GHCL Limited
3 Year of incorporation 1983
4 Registered office address 'GHCL House' Opp. Punjabi Hall, Navrangpura, Ahmedabad-380 009 (Gujarat)
5 Corporate address GHCL House'B-38, Institutional Area, Sector-1, Noida-201301 (Uttar Pradesh)
6 E-mail [email protected]
7 Telephone 0120-4939900
8 Website www.ghcl.co.in
9 Financial year for which reporting is being done FY 2025-26
10 Name of the Stock Exchange(s) where shares are listed NSE and BSE
11 Paid-up Capital INR 91,93,41,550
12 Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the BRSR report Mr. Bhuwneshwar Mishra, Vice President - Sustainability & Company Secretary [email protected] 0120-4939900/2535335
13 Reporting boundary The disclosures made under this Business Responsibility and Sustainability Report (BRSR) for the period from April 1, 2025 to March 31, 2026 are presented on a standalone basis, in compliance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The report covers the Company's operational and sustainability performance across key functions, including manufacturing, finance, environment, social impact, governance, human resources, and safety. It includes data from manufacturing sites for Soda Ash and CPD (Salt) businesses, as well as the offices in Noida, Mumbai, Chennai and the registered office in Ahmedabad.
14 Name of assurance provider Sustainability Actions Pvt. Ltd.
15 Type of assurance obtained Reasonable Assurance

II. Products/services
16. Details of business activities (accounting for 90% of the turnover):

Sr. No. Description of Main Activity Description of Business Activity % of Turnover of the entity
1. Inorganic Chemicals Manufacture of chemicals and chemicals products 100%

Corporate Overview
Statutory Reports
Financial Statements

  1. Products/Services sold by the entity (accounting for 90% of the entity's Turnover):
Sr. No. Product/Service NIC Code % of total Turnover contributed
1. Soda Ash 24117 96%

III. Operations

  1. Number of locations where plants and/or operations/offices of the entity are situated:
Location Number of plants Number of offices Total
National 3 4 7
International 0 0 0
  1. Markets served by the entity:

a. Number of locations

Locations Number
National (No. of States*) 23 states and 2 union territories
International (No. of Countries) 12

b. What is the contribution of exports as a percentage of the total turnover of the entity?

The contribution of exports as a percentage of the total turnover of GHCL stands at 3.73%

c. A brief on types of customers

The Company caters to a diverse customer base across its Chemicals and Raw Salt (CPD) segments. Its products are supplied to a wide range of industrial (B2B) customers across sectors, as well as individual customers in select markets for salt product.

IV. Employees

  1. Details as of March 31, 2026

a. Employees and workers (including differently abled):

Sr. No. Particulars Total (A) Male Female
No (B) % (B/A) No (C) % (C/A)
Employees
1. Permanent (D) 507 475 93.69% 32 6.31%
2. Other than Permanent (E) 13 13 100.00% 0 0.00%
3. Total employees (D + E) 520 488 93.85% 32 6.15%
Workers
4. Permanent (F) 530 515 97.17% 15 2.83%
5. Other than Permanent (G) 2389 2316 96.94% 73 3.06%
6. Total workers (F + G) 2919 2831 96.99% 88 3.01%

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GHCL Limited

b. Differently abled employees and workers:

Sr. No. Particulars Total (A) Male Female
No (B) % (B/A) No (C) % (C/A)
Differently Abled Employees
1. Permanent (D) 0 0 0.00% 0 0.00%
2. Other than Permanent (E) 0 0 0.00% 0 0.00%
3. Total differently abled employees (D + E) 0 0 0.00% 0 0.00%
Differently abled Workers
4. Permanent (F) 1 1 100.00% 0 0.00%
5. Other than Permanent (G) 10 10 100.00% 0 0.00%
6. Total workers (F + G) 11 11 100.00% 0 0.00%
  1. Participation/Inclusion/Representation of women
Particulars Total (A) No & % of Females
No (B) % (B/A)
Board of Directors 8 1 12.50%
Key Management Personnel (KMP)* 3 0 0.00%

*Out of the three KMPs, two KMPs are part of Board of Directors

  1. Turnover rate for permanent employees and workers
Particulars FY 2025-26 FY 2024-25 FY 2023-24
Male Female Total Male Female Total Male Female Total
Permanent Employees 7.20% 25.81%* 8.35% 5.66% 13.79% 6.14% 8.00% 21.4% 8.70%
Permanent Workers 2.16% 6.45% 2.29% 2.43% 6.67% 2.55% 3.40% 14.20% 3.70%

*Although female employee turnover was comparatively higher during the year, the Company is focused on enhancing workforce diversity and will continue to take initiatives to recruit and encourage greater participation of female employees in the future.

V. Holding, Subsidiary and Associate Companies (including joint ventures)

  1. (a) Names of holding / subsidiary / associate companies / joint ventures
Sr. No. Name of the holding / subsidiary / associate companies / joint ventures (A) Indicate whether holding/ Subsidiary/ Associate/ Joint Venture % of shares held by listed entity Does the entity indicated in column A, participate in the Business Responsibility initiatives of the listed entity? (Yes/No)
1 Dan River Properties, USA* Subsidiary 100% No

*As on March 31, 2026, GHCL Limited does not have any operational subsidiaries. Please note that "Dan River Properties LLC", a non-operational wholly owned subsidiary of the Company in USA ("subsidiary"), has been voluntarily closed on February 18, 2026.

VI. CSR Details

  1. (i) Whether CSR is applicable as per section 135 of Companies Act, 2013: Yes
    (ii) Turnover (in INR.): 3,143.93 crore
    (iii) Net worth (in INR.): 3,551.90 crore

VII. Transparency and Disclosures Compliances


Corporate Overview

Statutory Reports

Financial Statements

  1. Complaints/ Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct (NGRBC):
Stakeholder group from whom complaint is received Grievance Redressal Mechanism in Place (Yes/No) (If yes, then provide web-link for grievance redress policy) FY 2025-26 FY 2024-25
Number of complaints filed during the year Number of complaints pending resolution at close of the year Remarks Number of complaints filed during the year Number of complaints pending resolution at close of the year Remarks
Communities Yes 0 0 None 0 0 None
Investors (other than shareholders) Yes 0 0 None 0 0 None
Shareholders Yes 21 0 Total 24 complaints (including 3 complaints related to last year) resolved during the year 35 3 3 complaints received at the end of the financial year and have since been resolved.
Employees and Workers Yes 0 0 None 0 0 None
Customers Yes 50 1 None 53 0 None
Value Chain Partners Yes 0 0 None 0 0 None
Other (please specify) - 2 2 Regulatory Complaints - - None

Link to our Investor grievance redressal policy is as given below:
https://ghcl.co.in/wp-content/uploads/2024/05/Investor-Grievance-Redressal-Policy.pdf

  1. Overview of the entity's material responsible business conduct issues
Sr. No. Material issue identified Indicate whether risk or opportunity (R/O) Rationale for identifying the risk / opportunity In case of risk, approach to adapt or mitigate Financial implications of the risk or opportunity (Indicate positive or negative implications)
1 Energy and GHG Emissions Reduction Risk Reducing operational costs and mitigating climate-related risks are business-critical imperatives. Enhancing energy efficiency and managing emissions are identified as critical areas to mitigate potential impacts from climate change and regulatory developments. • Conducted energy audits and implemented monitoring systems
• Undertaken process optimization and deployed energy-efficient technologies Negative

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GHCL Limited

Sr. No. Material issue identified Indicate whether risk or opportunity (R/O) Rationale for identifying the risk / opportunity In case of risk, approach to adapt or mitigate Financial implications of the risk or opportunity (Indicate positive or negative implications)
• Invested in renewable energy (6.7 MW) and adopted clean energy sources
• Strengthened waste heat recovery and emission control systems
• Initiated fuel diversification through biomass co-firing
• Undertaken technology upgrades and awareness initiatives
2 Water Management Risk We prioritize efficient water use for both operations and communities. Our strategy includes reducing freshwater intake, recycling wastewater, and ensuring safe drinking water access. We mitigate scarcity risks, enhance resource management, and use water-saving technologies to minimize our environmental impact. • Conducted water audits to identify conservation opportunities
• Undertaken process optimization to reduce water consumption
• Implemented water recycling and reuse systems through process and equipment upgrades
• Set water intensity targets and deployed continuous monitoring mechanisms
• Conducted employee awareness and training programs on water efficiency

156


Corporate Overview

Statutory Reports

Financial Statements

Sr. No. Material issue identified Indicate whether risk or opportunity (R/O) Rationale for identifying the risk / opportunity In case of risk, approach to adapt or mitigate Financial implications of the risk or opportunity (Indicate positive or negative implications)
Engaged with local communities for sustainable water resource management Negative
3 Waste Reduction and Management Risk We recognise the importance of minimizing environmental impacts and ensuring regulatory compliance. Our focus is on transitioning to more efficient resource utilization and on implementing waste-reduction strategies. Implementing measures to optimize resource utilization and improve waste management practices is recognised as essential to minimize environmental impact and ensure regulatory compliance. Implemented circular economy principles with a focus on resource recovery and reuse of by-products
Undertaken waste prevention at source through process optimization and material efficiency
Enabled recycling and circular integration by routing waste through authorised channels
Ensured safe treatment and environmentally compliant disposal of residual waste
Strengthened monitoring systems to track waste generation and drive continuous improvement Negative
4 Employee Engagement, Training, and Professional Advancement Opportunity Developing a skilled workforce and promoting a culture of talent development is essential. It aligns with our strategy to engage stakeholders and build organizational capabilities. We foster a supportive work environment through targeted development programs and engagement initiatives. - Positive

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GHCL Limited

Sr. No. Material issue identified Indicate whether risk or opportunity (R/O) Rationale for identifying the risk / opportunity In case of risk, approach to adapt or mitigate Financial implications of the risk or opportunity (Indicate positive or negative implications)
5 Health and Safety Risk Ensuring employee well-being and operational continuity is paramount. Our focus is on implementing proactive safety measures and promoting a culture of safety. Maintaining robust health and safety protocols and practices is considered paramount for ensuring employee well-being and minimizing workplace hazards. To uphold the highest health and safety standards, we continuously review our health and safety policy, proactively identify areas for improvement, and strive to achieve ‘Zero Accidents and Zero Incidents,’ aligning with our sustainability vision. We diligently work towards these targets to reaffirm our dedication to creating a work environment that prioritizes employee well-being and mitigates potential hazards. Negative
6 Human Rights and Fair Labour Standards Risk Failure to uphold human rights and maintain positive labour relations can trigger industrial unrest, impact operational efficiency and raise stakeholder concerns. We are committed to pre-emptively addressing human rights issues and fostering harmonious labour relations. We prioritize employee feedback, encourage transparent communication, and actively support worker representation to safeguard labour rights. By promoting freedom of expression and facilitating collective bargaining, we aim to cultivate a just and inclusive work environment To minimize risks related to human rights and labor standards, we have established comprehensive procedures to detect and resolve potential infringements; enhanced educational initiatives for both staff and management on relevant standards and reinforced our complaint resolution systems for equitable and timely issue resolution. We maintain open lines of communication with employees and their representatives; and engage proactively with stakeholders to address concerns and ensure transparency. Negative

158


Corporate Overview

Statutory Reports

Financial Statements

Sr. No. Material issue identified Indicate whether risk or opportunity (R/O) Rationale for identifying the risk / opportunity In case of risk, approach to adapt or mitigate Financial implications of the risk or opportunity (Indicate positive or negative implications)
7 Corporate Social Responsibility Opportunity We aim to build positive relationships with communities and contribute to sustainable development. This aligns with our commitment to stakeholder engagement and corporate citizenship. Engaging with local communities through targeted development initiatives is recognised as a means of fostering positive relationships and contributing to sustainable community growth. The development of comprehensive community impact evaluations and targeted engagement programs will be pursued. Positive
8 Ethical Supply Chain Management Opportunity We reinforce ethical sourcing and minimize risks through robust supply chain assessment, which is vital for building stakeholder trust and ensuring operational continuity. Integrating Environmental and Social (E&S) criteria into supplier assessments and conducting regular audits ensures responsible sourcing and minimizes potential risks. Collaborated with suppliers to identify key ESG risks and enhance coverage through the integration of digital tools Negative
9 Sustainable Products and Packaging Opportunity We are actively implementing forward-thinking solutions that promote ecological responsibility and align with evolving stakeholder expectations. Our ongoing commitment to sustainable practices is a strategic priority enabling resource efficiency, driving long-term value, and reinforcing our brand equity. - Positive
10 Process Improvement and Innovation Opportunity This is a cornerstone of our strategic growth, enhancing cost efficiency and operational performance. We optimize energy use, refine operational logic, integrate noble manufacturing techniques, and adopt state-of-the-art technologies to increase production, shorten operational cycles, and improve workforce productivity. Positive

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GHCL Limited

Section B- Management & Process Disclosures

Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Policy and management processes
1. a. Whether your entity's policy/policies cover each principle and its core elements of the NGRBCs. (Yes/No) Yes Yes Yes Yes Yes Yes Yes Yes Yes
b. Has the policy been approved by the Board? (Yes/No) Yes Yes Yes Yes Yes Yes Yes Yes Yes
c. Web Link of the Policies, if available https://ghcl.co.in/brr-brsr-policies
2. Whether the entity has translated the policy into procedures. (Yes / No) Yes Yes Yes Yes Yes Yes Yes Yes Yes
3. Do the enlisted policies extend to your value chain partners? (Yes/No) Yes Yes Yes Yes Yes Yes Yes Yes Yes
4. Name of the national and international codes/ certifications/labels/ standards (e.g. Forest Stewardship Council, Fairtrade, Rainforest Alliance, Trustea) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle. ISO 9001:2015 ISO 45001: 2018 SA 8000 SA 8000 ISO 9001:2015 ISO14001: 2015 SA 8000 ISO 14001: 2015 SA 8000 ISO 9001: 2015 HALAL certification ISO 22000: 2018
5. Specific commitments, goals and targets set by the entity with defined timelines, if any • 5% representation of the overall female employees in the workforce. • Achieve a single-digit attrition rate Zero reportable injuries Implementation of internal carbon pricing 30% reduction in Scope 1 and Scope 2 emissions with respect to our FY 2021-22 baseline Zero environmental incidents Evolve into a trusted CSR brand

Corporate Overview

Statutory Reports

Financial Statements

Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
6. Performance of the entity against the specific commitments, goals, and targets along-with reasons in case the same are not met. We would like to inform that during the reporting period, the attrition rate was 8.35% in the executive cadre, maintaining a single-digit attrition since FY'2020, reflecting our focus on employee retention and creating a fulfilling work environment. This year, against our target of 5%, we have achieved 3.5%, in female representation. The Company is focused on enhancing workforce diversity and will continue to take initiatives to recruit and encourage greater participation of female employees in the future. In FY 2025-26, we achieved a 15% reduction in our lost-time injury frequency rate compared to FY 2024-25. This improvement is the result of focused efforts across the organization, including comprehensive safety assessments, regular audits, proactive hazard identification, and effective control measures. These initiatives have helped create a more vigilant and responsive safety environment. GHCL has adopted an internal carbon price of USD 23 per ton of CO3e to incorporate climate considerations into its procurement and investment decisions. This approach enables us to recognise the implicit cost of carbon emissions and reflect it in our financial evaluations. The internal carbon pricing mechanism supports more informed decision-making by providing greater visibility into the long-term impacts of carbon-intensive choices. It encourages the selection of projects and initiatives that are more efficient, lower-emission, and aligned with our sustainability objectives. This framework also helps us identify opportunities for emissions reduction and supports a gradual shift towards cleaner, more sustainable technologies. As a result, climate considerations are increasingly integrated into our operational and capital allocation processes. Through GHCL Foundation Trust, we drive impactful change in local communities near our plants, focusing on education, healthcare, women's empowerment, skill development, and environmental conservation. Collaborating with local stakeholders, NGOs, and government agencies, we enhance livelihoods and promote sustainable development. In FY2025-26, we partnered with 10 NGOs to extend our support and uplift communities.

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GHCL Limited

Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
The use of technology, digital tools, and data analytics has further enhanced our ability to monitor safety performance, identify emerging trends, and take timely actions to mitigate risks. We are also working closely with dss+, a global leader in operational risk and safety transformation, to further strengthen our safety practices and embed a proactive safety culture across the organization.
GHCL is pursuing two parallel decarbonisation targets by FY2029-30 against the FY2021-22 baseline: a 30% reduction in Scope 1 and Scope 2 emission intensity and a 30% reduction in Scope 3 emission intensity. Progress against our targets in FY2025-26: (i) Scope 1 and Scope 2 emission intensity of 1.07 MT CO2e/MT represent a reduction of approximately 2% from baseline emission intensity. (ii) Scope 3 emission intensity of 0.51 MT CO2e/MT represent a reduction of approximately 6.6% from baseline.

Corporate Overview

Statutory Reports

Financial Statements

Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
We successfully achieved zero environmental incidents in FY2025-26, reaffirming our commitment to environmental stewardship. Our robust environmental management systems drive sustainable practices, ensuring efficient resource utilization, waste management, pollution prevention, and energy conservation while proactively managing environmental risks.

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GHCL Limited

Governance, leadership and oversight

  1. Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets and achievements (listed entity has flexibility regarding the placement of this disclosure).

GHCL is committed to embedding Environmental, Social, and Governance (ESG) principles into its core business strategy, enabling responsible growth and long-term value creation. Our approach focuses on enhancing operational safety, improving resource efficiency, and minimizing environmental impact through structured initiatives across energy, water, and waste management.

During the year, we made steady progress on key strategic priorities, including investments to strengthen raw material security and expansion of our value-added product portfolio, particularly sodium bicarbonate. We also continued to advance our vacuum salt and bromine projects. On the social front, our CSR initiatives remained focused on skill development, community engagement, and upholding human rights and fair labour practices.

We recognise the evolving ESG landscape, including climate transition risks and resource constraints, and continue to align our strategies accordingly. We remain committed to achieving our sustainability targets, strengthening governance frameworks, and delivering measurable environmental and social outcomes in line with our long-term vision.

  1. Details of the highest authority responsible for implementation and oversight of the Business Responsibility policy (ies).

Mr. Ravi Shanker Jalan, Managing Director (DIN: 00121260)

  1. Does the entity have a specified Committee of the Board/ Director responsible for decision making on sustainability related issues? (Yes / No). If yes, provide details.

Yes, Risk and Sustainability Committee constituted by the Board.

10. Details of Review of NGRBCs by the Company:

Subject for Review Indicate whether review was undertaken by Director / Committee of the Board/Any other Committee Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)
P1 P2 P3 P4 P5 P6 P7 P8 P9 P1 P2 P3 P4 P5 P6 P7 P8
Performance against above policies and follow up action We carry out performance evaluations against the 9 NGRBC principles. The specifics are as follows: Operational review meeting- Monthly
Operational Review (OR) meeting: Assessing overall business risks under the direction of the Managing Director. Risk & Sustainability Committee- Half yearly
Risk & Sustainability Committee: Evaluating business risk performance against each indicator periodically. Audit & Compliance committee- Quarterly (i.e. at least Four times in a year)
CSR Committee: Scrutinizing initiatives undertaken in the realm of CSR. Stakeholder Relationship Committee- Need Basis
Audit & Compliance Committee: Reviewing matters concerning compliance and internal control risks. Banking & Operations Committee- Need basis.
Stakeholders Relationship Committee: Examines matters pertaining to investor grievances. Nomination & Remuneration Committee- At least once a year and on need basis

Corporate Overview

Statutory Reports

Financial Statements

Subject for Review Indicate whether review was undertaken by Director / Committee of the Board/Any other Committee Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)
P1 P2 P3
Banking & Operations Committee: Reviews issues concerning general authorization for representing the company in various forums and provides authorization for banking transactions.
Nomination & Remuneration Committee: Considers matters relating to talent acquisition, Employee Stock Options, Succession Planning, and appointments and nominations at the Board level.
Compliance with statutory requirements of relevance to the principles, and rectification of any non-compliances The Board of Directors and the respective committees evaluate the compliance necessities every quarter. This information is outlined in the corporate governance report under paragraph 20 titled “Compliance Management System.
P1 P2
--- --- ---
11 Has the entity carried out independent assessment/ evaluation of the working of its policies by an external agency? (Yes/No). If yes, provide the name of the agency. No. However, all our policies, procedures, programs and their related performances are reviewed internally by our Senior Management and the Board of Directors, thereby driving the sustainability agenda.
  1. If answer to question (1) above is "No" i.e. not all Principles are covered by a policy, reasons to be stated:
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
The entity does not consider the principles material to its business (Yes/No)
The entity is not at a stage where it is in a position to formulate and implement the policies on specified principles (Yes/No)
The entity does not have the financial or/human and technical resources available for the task (Yes/No)
It is planned to be done in the next financial year (Yes/No)
Any other reason (please specify)

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GHCL Limited

Section C- Principle-wise Performance Disclosure

This section is aimed at helping entities demonstrate their performance in integrating the Principles and Core Elements with key processes and decisions. The information sought is categorized as "Essential" and "Leadership". While the essential indicators are expected to be disclosed by every entity that is mandated to file this report, the leadership indicators may be voluntarily disclosed by entities which aspire to progress to a higher level in their quest to be socially, environmentally and ethically responsible.

PRINCIPLE 1. Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable.

Essential Indicators

  1. Percentage coverage by training and awareness programs on any of the principles during the financial year:
Segment Total number of training and awareness programs held Topics / principles covered under the training and its impact %age of persons in respective category covered by the awareness programs
Board of Directors 26 1. Enhancing Board Accountability under SEBI LODR and Companies Act, 2013 85.10%*
Key Managerial Personnel 26 2. The Strategic Role and Governance Expectations of Independent Directors 100%
3. NRC Responsibilities and Governance Expectations
4. Module 1 Understanding UPSI & Insider Trading
5. Module - 2 Handling UPSI in Day to Day Work – Do’s & Don’ts
6. Module 3 UPSI Leaks Inquiry and Employee Responsibility
7. Module – 4 Whistle-Blower Protections and Culture of Integrity
8. Audit Committee Legal and Governance Framework
9. Stakeholders Relationship Committee and Grievance Redressal Mechanism
10. Corporate Social Responsibility Committee Legal Governance Framework
11. Risk Management Committee - Legal Governance Framework
12. RPTs-Governance, Compliance and Boardroom Accountability
13. Secretarial Auditor Appointment, Tenure, Disqualifications, and Governance Expectations
14. Promoter or Public Reclassification under Regulation 31A of SEBI LODR
15. Appointment, Remuneration, Tenure, and Governance of Auditors in India
16. Financial Results under Regulation 33 of SEBI LODR- Understanding, Oversight and Governance

Corporate Overview

Statutory Reports

Financial Statements

Segment Total number of training and awareness programs held Topics / principles covered under the training and its impact %age of persons in respective category covered by the awareness programs
17. Board and Committee Evaluation - Legal Duties, Governance Expectations and Best Practices
18. Policy 1 Ethics, Transparency and Accountability
19. Policy 2 Product Life Cycle Sustainability
20. Policy 3 Employee Well Being
21. Policy 4 Stakeholders Engagement
22. Policy 5 Policy on Human Rights
23. Policy 6 Preservation of Environment
24. Policy 7 Responsible Advocacy
25. Policy 8 Inclusive Growth and Equitable Development
26. Policy 9 Customer Value
Employees other than BOD and KMPs 13 Module 1 Understanding UPSI & Insider Trading 92.31%
Module - 2 Handling UPSI in Day to Day Work – Do's & Don'ts
Module 3 UPSI Leaks Inquiry and Employee Responsibility
Module – 4 Whistle-Blower Protections and Culture of Integrity
Policy 1 Ethics, Transparency and Accountability
Policy 2 Product Life Cycle Sustainability
Policy 3 Employee Well Being
Policy 4 Stakeholders Engagement
Policy 5 Policy on Human Rights
Policy 6 Preservation of Environment
Policy 7 Responsible Advocacy
Policy 8 Inclusive Growth and Equitable Development
Policy 9 Customer Value
Workers 23 Safety awareness programs on multiple topics 67.77%

*The 26 Training and Awareness programs listed above were made available to all Board members and Key Managerial Personnel during FY 2025-26. All three KMPs completed all 26 programs, achieving 100% coverage. In the case of Board of Directors, certain programs were not attempted by some members, resulting in an overall coverage of 85.10%. Participation of Individual Directors varied on account of scheduling constraints and applicable Board & Committees responsibilities. Steps are being taken to ensure full participation across all governance training modules.

  1. Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year:
Monetary
Type NGRBC Principle Name of the regulatory/ enforcement agencies/ judicial institutions Amount (In INR) Brief of the Case Has an appeal been preferred? (Yes/No)
Penalty/fine Nil*
Settlement Nil
Compounding fee Nil

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GHCL Limited

Non-Monetary
Type NGRBC Principle Name of the regulatory/ enforcement agencies/ judicial institutions Brief of the Case Has an appeal been preferred? (Yes/No)
Imprisonment Nil
Punishment Nil

*As per the requirement of Regulation 30 of SEBI listing regulations, we reported various disclosures to the Stock Exchanges and the same are available on the company's website. However, these disclosures are not material as per the criteria prescribed under Clause 5 of the Materiality Policy; hence, we have disclosed them as Nil in the above table.

  1. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-monetary action has been appealed.
Case Details Name of the regulatory/ enforcement agencies/ judicial institutions
Not applicable
  1. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.

Yes.

The Company upholds a strong Anti-Corruption and Anti-Bribery framework that reflects its dedication to ethics, transparency, and accountability. We maintain a zero-tolerance policy towards any form of bribery or corrupt practices. This commitment is backed by clear policies, internal controls, and governance mechanisms. The Board regularly reviews these policies to ensure they remain effective and comply with regulatory standards.

The Anti-Corruption and Bribery Policy is available here.

https://ghcl.co.in/wp-content/uploads/2024/05/Policy-1-Ethics-Transparency-and-Accountability.pdf

  1. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/ corruption:
FY 2025-26 FY 2024-25
Directors Nil Nil
KMPs Nil Nil
Employees Nil Nil
Workers Nil Nil
  1. Details of complaints with regard to conflict of interest:
Particulars FY 2025-26 FY 2024-25
Number Remarks Number Remarks
Number of complaints received in relation to issues of Conflict of Interest of the Directors Nil NA Nil NA
Number of complaints received in relation to issues of Conflict of Interest of the KMPs Nil NA Nil NA

Corporate Overview
Statutory Reports
Financial Statements

  1. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/ law enforcement agencies/ judicial institutions on cases of corruption and conflicts of interest.

Not applicable.

  1. Number of days of accounts payables ((Accounts payable *365) / Cost of goods/services procured) in the following format:
Particular FY 2025-26 FY 2024-25
Number of days of accounts payables* 60 Days 36 Days
  1. Open-ness of business

Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along-with loans and advances & investments, with related parties, in the following format:

Parameter Metrics FY 2025-26 FY 2024-25
Concentration of Purchases a. Purchases from trading houses as % of total purchases 2.21% 26.26%
b. Number of trading houses* where purchases are made from 88 201
c. Purchases from top 10 trading houses as % of total purchases from trading houses 76.59% 91.43%
Concentration of Sales a. Sales to dealers / distributors as % of total sales 50.77% 51.36%
b. Number of dealers / distributors to whom sales are made 431 385
c. Sales to top 10 dealers / distributors as % of total sales to dealers / distributors 63.38% 64.26%
Share of RPTs in a. Purchases (Purchases with related parties / Total Purchases) (Rs. In INR crores) Nil Nil
b. Sales (Sales to related parties / Total Sales) (Rs. In INR) Nil Nil
c. Loans & advances (Loans & advances given to related parties / Total loans & advances) Nil Nil
d. Investments (Investments in related parties / Total Investments made) ^ Nil Nil

Leadership Indicators

  1. Awareness programs conducted for value chain partners on any of the principles during the financial year:
Total number of awareness programs held Topics/ principles covered under the training Percentage of value chain partners covered (by value of business done with such partners) under the awareness programs
1 ESG 15.19%*

*Reported figure is for upstream suppliers only

  1. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/No) If yes, provide details of the same.

Yes. GHCL has established robust processes to identify, disclose, and manage conflicts of interest, as outlined in its Code of Conduct for the Board of Directors and Senior Management. Directors and senior management are required to disclose actual or potential conflicts and adhere to defined governance protocols.

Specifically, the code addresses the following:

  • Outside Employment and Directorships: Prior approval is required for any external employment or business engagement. Board approval is required for accepting directorships, particularly in competing entities.
  • Personal Investments: Directors and senior management are required to ensure that personal investments do not influence their responsibilities. Relevant disclosures and approvals are obtained, taking into account factors such as investment size, influence, and access to information.

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GHCL Limited

  • Related Party Transactions: Transactions with related parties are governed through defined approval mechanisms to ensure transparency and arm's length principles.
  • Gifts and Benefits: Acceptance of gifts or favours is restricted to a nominal value (not exceeding Rs. 5,000 in aggregate) and aligned with ethical business practices, ensuring they are not construed as inducements.
  • Corporate Opportunities: Use of corporate opportunities for personal gain is prohibited unless disclosed and approved by the Board.

Principle 2: Businesses should provide goods and services in a manner that is sustainable and safe

Essential Indicators

  1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.
Particulars FY 2025-26 FY 2024-25 Details of improvements in environmental and social impacts
R&D - -
Capex 74.78% 10.3% The fund was utilised for installation of solar street lights, RO water plant, CO₂ – debottlenecking, upgradation of equipment and CO₂s gas scrubber

At present, all our product and process improvement research and development projects are subsumed under the CAPEX budget only.

  1. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)

Yes. GHCL implements procedures for sustainable sourcing through its Green Procurement Policy, which mandates that suppliers and contractors adopt robust environmental management practices aligned with the Company's environmental principles.

The policy requires suppliers to implement effective environmental management systems, promote workforce awareness, and continuously assess and minimize environmental impacts, including greenhouse gas emissions, through appropriate technologies. It also emphasizes the responsible use of resources such as energy, water, and raw materials, as well as product stewardship, reuse, recycling, and lifecycle considerations.

Suppliers are expected to respect the environment, collaborate with GHCL to enhance product environmental performance, and support biodiversity conservation by protecting and improving natural habitats and green belts. The policy also provides flexibility to accommodate the diverse nature of supplier operations, ensuring practical and effective implementation.

In addition, GHCL operates a structured supply chain risk mitigation programme, which evaluates suppliers on ESG parameters and enables ongoing engagement to ensure alignment with the Company's sustainability standards.

  1. b. If yes, what percentage of inputs were sourced sustainably?

During the financial year, GHCL has approached all its suppliers to evaluate their performance on environmental, social and governance parameters. 15.19% of these suppliers by value have confirmed their compliance to the GHCL's Supplier Code of Conduct.

  1. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste

GHCL has established processes for end-of-life management of applicable waste streams, ensuring compliance with regulatory requirements and responsible disposal practices.

a) Plastics (including packaging): The Company manages plastic waste through its Extended Producer Responsibility (EPR) programme, in partnership with CPCB-authorized waste handlers for collection, recycling, and disposal.
b) E-waste: Not applicable.
c) Hazardous waste: Not applicable.
d) Other waste: Not applicable.


Corporate Overview

Statutory Reports

Financial Statements

  1. Whether Extended Producer Responsibility (EPR) is applicable to the entity's activities (Yes / No). If yes, whether the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not, provide steps taken to address the same.

Yes. Extended Producer Responsibility (EPR) applies to the Company's activities, and the waste collection plan aligns with the EPR plan submitted to the Pollution Control Boards.

GHCL has established a structured framework for waste collection and management to ensure compliance with EPR requirements, especially regarding plastic packaging. The Company has developed a comprehensive action plan for Producers, Importers, and Brand Owners (PIBO), approved by the Central Pollution Control Board (CPCB), to ensure full accountability for plastic packaging introduced into the market.

Leadership Indicators

  1. Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for manufacturing industry) or for its services (for service industry)? If yes, provide details in the following format?
NIC Code Name of Product / Service % of total Turnover contributed Boundary for which the Life Cycle Perspective / Assessment was conducted Whether conducted by independent external agency (Yes/No) Results communicated in public domain (Yes/No) If yes, provide the web-link.
24117 Light Soda Ash, Dense Soda Ash, Sodium Bicarbonate 96% Cradle-to-Gate Yes (CII - Sohrabji Godrej Green Business Centre) No
  1. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means, briefly describe the same along-with action taken to mitigate the same.
Name of product and service Description of the risk / concern Action Taken
Light Soda Ash, Dense Soda Ash, Sodium Bicarbonate High carbon emissions from absorption, NH_{3} recovery, and carbonation processes (major share of process emissions) Undertaken process optimization to reduce emissions, improve NH_{3} recovery efficiency, and enhance overall energy efficiency
Soda Ash Production High fossil fuel consumption (coal, pet coke, lignite) contributes to CO_{2} emissions Transitioning towards renewable energy, improving cogeneration efficiency, and adopting alternative low-carbon fuels.
Manufacturing Processes Water-intensive operations leading to high effluent discharge and brine generation Implemented wastewater recycling, closed-loop brine systems, and process optimization to reduce water intensity
Raw Material Logistics Emissions from the transportation of limestone and lignite Optimizing supply chain logistics and adopting sustainable transport solutions, including EV trucks and Ro-Ro ferry systems.
  1. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry).
Indicate input material Recycled or re-used input material to total material
FY 2025-26 FY 2024-25
Nil Nil

Integrated Annual Report 2025-26


GHCL Limited

  1. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format.
Particulars* FY 2025-26 FY 2024-25
Re-used Recycled Safely Disposed Re-used Recycled Safely Disposed
Plastics (including packaging) - 2795.35 - - 2,814.64 -
E-waste (in kgs) - - - - - -
Hazardous waste - - - - - -
Other waste - - - - - -
  1. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
Indicate product category Reclaimed products and their packaging materials as % of total products sold in respective category
Soda ash 0%
Salt 0%

Principle 3: Businesses should respect and promote the well-being of all employees, including those in their value chains

Essential Indicators

  1. a. Details of measures for the well-being of employees
Category Total (A) Health insurance* Accident insurance Maternity benefits# Paternity benefits Day Care facilities
Number (B) % (B / A) Number (C) % (C / A) Number (D) % (D / A) Number (E) % (E / A) Number (F) % (F / A)
Permanent Employees
Male 475 475 100% 475 100% 0 0.00% 0 0.00% 0 0.00%
Female 32 32 100% 32 100% 32 100% 0 0.00% 23 71.88%
Total 507 507 100% 507 100% 32 6.31% 0 0.00% 23 4.54%
Other than Permanent Employees
Male 13 12 92.31% 12 92.31% 0 0.00% 0 0.00% 0 0.00%
Female 0 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00%
Total 13 12 92.31% 12 92.31% 0 0.00% 0 0.00% 0 0.00%

b. Details of measures for the well-being of workers:

Category Total (A) Health Insurance Life/Accident Insurance Maternity Benefits# Paternity Benefits Day Care Facilities
Number (B) % (B / A) Number (C) % (C / A) Number (D) % (D / A) Number (E) % (E / A) Number (F) % (F / A)
Permanent workers
Male 515 480 93.20% 515 100% 0 0.00% 0 0.00% 0 0.00%
Female 15 15 100% 15 100% 15 100.00% 0 0.00% 15 100.00%
Total 530 495 93.40% 530 100% 15 2.83% 0 0.00% 15 2.83%

Corporate Overview

Statutory Reports

Financial Statements

c. Spending on measures towards well-being of employees and workers (including permanent and other than permanent) in the following format:

| | FY 2025-26
Current Financial Year | FY 2024-25
Previous Financial Year |
| --- | --- | --- |
| Current Financial Year |
| Cost incurred on well- being measures as a % of total revenue of the company | 0.12% | 0.11% |

  1. Details of retirement benefits, for the current FY and Previous Financial Year.
Benefits FY 2025-26 FY 2024-25
No. of employees covered as a % of total employees No. of workers covered as a % of total workers Deducted and deposited with the authority (Y/N/N.A.) No. of employees covered as a % of total employees No. of workers covered as a % of total workers Deducted and deposited with the authority (Y/N/N.A.)
PF 98.08%* 100% Yes 100% 100% Yes
Gratuity 98.08%* 97.81%** Yes 100% 100% Yes
ESI*** 0.58% 9.39% Yes 13% 2.32% Yes
Others please specify
NPS 22% 0% Yes 22% 0% Yes
Superannuation 17% 0% Yes 18% 0% Yes
  • Provident Fund and Gratuity benefits are not applicable to Advisors/Retainers covered under Other than Permanent Employee category.
    ** Off role workers at Ahmedabad location are not covered under Gratuity Act
    *** ESI coverage for employees have significantly decreased as there is increase in proportion of employees whose salary/wages exceed the prescribed eligibility threshold during the reporting period

  • Accessibility of workplaces

Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard.

Accessibility is ensured across GHCL locations by putting in place the necessary infrastructure to support persons with disabilities. Ramps are available at all sites to enable easy and safe movement within the premises.

Most offices are supported with elevators and other essential facilities that help create a more inclusive and user-friendly work environment.

We remain focused on strengthening accessibility standards and will continue to upgrade our facilities in alignment with the Rights of Persons with Disabilities Act, 2016.

  1. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link to the policy.

Yes, GHCL follows a structured approach to ensure fairness and respect in the workplace through its Non-Discrimination Policy, which has been in effect since January 1, 2017, in accordance with the Rights of Persons with Disabilities Act, 2016. The policy guides all employment practices and helps maintain an environment where individuals are treated with dignity and without bias.

Integrated Annual Report 2025-26


GHCL Limited

It ensures that decisions related to hiring, pay, learning opportunities, career growth, and separation are made objectively, without any form of discrimination. The policy applies across various aspects such as gender, background, beliefs, disability, economic status, or any other factor that could lead to unequal treatment.

Providing equal opportunity and preventing discrimination are key elements of our Human Rights commitment, reflecting our intent to build a workplace that is inclusive and respectful for everyone.

The policy is available to all employees and can be accessed at the following link: https://ghcl.co.in/wp-content/uploads/2022/12/Non-Discrimination-Policy.pdf

  1. Return to work and Retention rates of permanent employees and workers that took parental leave.
Gender Permanent employees Permanent workers
Return to work rate in % Retention rate in % Return to work rate in % Retention rate in %
Male NA NA NA NA
Female 100 100 100 100
Total 100 100 100 100

*As per BRSR, parental leave refers to maternity and paternity leave. GHCL does not have any policy related to paternity leave.

  1. Is there a mechanism available to receive and redress grievances for the following categories of employees and workers? If yes, give details of the mechanism in brief.
Particulars Yes/No (If yes, then give details of the mechanism in brief)
Permanent Workers Yes, we promote an open and transparent work environment where our workers feel comfortable raising their concerns. Direct communication is encouraged as an effective way to address workplace matters in a timely and fair manner.
Workers also have the option to raise issues through recognised trade unions, which serve as a formal channel for engagement with management, including business leaders and the human resources team. This approach helps ensure that concerns are heard and addressed through a structured and impartial process.
Other than Permanent Workers Yes, we are committed to maintaining a workplace that encourages openness and clear communication. Non-permanent workers are provided with appropriate channels to raise their concerns in a safe and transparent manner.
They may also engage with recognised trade unions, which act as a formal platform to present any issues or grievances. These matters are reviewed and addressed by business leaders, the human resources team, or senior management through a fair and timely process.
Permanent Employees Yes, we have established a structured grievance redressal mechanism to address concerns in a fair and transparent manner. The process is designed to ensure that all employees can raise issues without fear of retaliation.
Our approach includes a two-tier committee system, comprising a Location-level Grievance Redressal Committee and an Apex Committee for escalation of unresolved matters. Employees can securely submit and track their grievances through the GEMS ESS digital portal.
The mechanism operates within defined timelines, ensuring that all concerns are handled in a confidential, impartial, and timely manner.
Other than Permanent Employees Yes, our Grievance Redressal Mechanism enables timely and transparent resolution of concerns, helping create a workplace that is fair, inclusive, and responsive to employee needs.

Corporate Overview

Statutory Reports

Financial Statements

  1. Membership of employees and worker in association(s) or Unions recognized by the listed entity:
Category FY 2025-26 FY 2024-25
Total employees / workers in respective category (A) No. of employees / workers in respective category, who are part of association(s) or Union (B) % (B / A) Total employees / workers in respective category (C) No. of employees / workers in respective category, who are part of association(s) or Union (D) % (D / C)
Permanent Employees*
Total 507 0 0.00% 499 0 0.00%
Male 475 0 0.00% 469 0 0.00%
Female 32 0 0.00% 30 0 0.00%
Permanent Workers
Total 530 530 100% 517 516 99.81%
Male 515 515 100% 501 500 99.80%
Female 15 15 100% 16 16 100.00%

*None of the permanent employees of the Company are members of any Trade Union or Employees' association. This is voluntarily choice of employees and is not attributable to any restriction, policy or condition of employment imposed by the Company. GHCL respects and upholds the right of all employees to freedom of association and collective bargaining, in accordance with its policy on Human Rights and applicable laws. The Company maintains open and structured channel of communication through various platforms for listening employees voice, grievance redressal and engagement with the management.

  1. Details of training given to employees and workers:
Category FY 2025-26 FY 2024-25
Total On Health and safety measures On Skill Upgradation Total On Health and safety measures On Skill upgradation
No. (B) % (B / A) No. (C) % (C / A) No. (E) % (E/D) No. (F) % (F/D)
Employees
Male 475 249 52.42% 466 98.11% 469 297 63.33% 356 75.91%
Female 32 15 46.88% 31 96.88% 30 5 16.67% 24 80.00%
Total 507 264 52.07% 497 98.03% 499 302 60.52% 380 76.15%
Workers
Male 515 349 67.77% 359 69.71% 501 382 76.25% 363 72.46%
Female 15 15 100% 15 100% 16 16 100.00% 14 87.50%
Total 530 364 68.68% 374 70.57% 517 398 76.98% 377 72.92%
  1. Details of performance and career development reviews of employees and worker:
Category FY 2025-26 FY 2024-25
Total (A) No. (B) % (B / A) Total (C) No. (D) % (D / C)
Employees*
Male 475 475 100% 469 469 100%
Female 32 32 100% 30 30 100%
Total 507 507 100% 499 499 100%
Workers*
Male 515 515 100% 501 501 100%
Female 15 15 100% 16 16 100%
Total 530 530 100% 517 517 100%

*Employees/Workers joined on or after 1st October of the respective Financial Year have not been included in the performance evaluation and career development process.

Integrated Annual Report 2025-26


GHCL Limited

10. Health and safety management system:

a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes, the coverage of such a system?

Yes, we at GHCL are committed to maintaining a strong Occupational Health and Safety (OHS) management system aligned with ISO 45001, with a focus on continuous improvement and risk prevention. Our QHSE Policy has been strengthened to integrate clear safety objectives and structured risk management practices across organization.

Over the past 18 months, the Soda Ash plant at Sutrapada has been actively implementing the dss+ (DuPont Sustainable Solutions) Safety Management System to improve safety culture, strengthen operational discipline, and drive sustainable risk reduction. We are also working closely with dss+, a global leader in safety and operational risk management, to further enhance our safety practices and embed a proactive approach across the organization.

Key processes such as Hazard Identification, Risk Assessment, and Control (HIRAC) are in place to identify and mitigate risks in a systematic manner. Employees are actively involved through structured consultation and participation, which helps strengthen overall workplace safety.

We maintain comprehensive safety documentation and records to support compliance and ongoing improvement. Regular training and awareness programmes are conducted to build employee capability and reinforce safe behaviours.

Standard operating procedures have been established to ensure consistency in safe work practices, supported by a defined system for performance monitoring and evaluation. In addition, periodic management reviews are carried out to assess the effectiveness of OHS initiatives and identify opportunities for further improvement.

b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity?

We promote a work environment where employees are encouraged to identify and report hazards, unsafe conditions, and near-miss incidents without fear of retaliation. Clear reporting channels, supported by regular training and thorough investigation processes, help ensure timely resolution of issues while protecting employee well-being and job security.

We follow a comprehensive approach to identifying and managing work-related hazards under our safety culture transformation journey with DSS+. This includes initiatives such as Safety Interactions, an Incident Management System, Process Safety Management (PSM), and Contractor Safety Management, all of which contribute to strengthening overall safety practices.

The HIRAC framework is used to carry out systematic risk assessments, while regular safety audits and incident investigations support continuous improvement. Digital tools such as the GSOS application and Google Forms enable real-time reporting of hazards and unsafe conditions. In addition, a structured Work Permit System is implemented to ensure safe and controlled execution of high-risk activities.

c. Whether you have processes for workers to report the work-related hazards and to remove themselves from such risks. (Y/N)

Yes, as part of our processes, we promote a proactive safety culture where employees are encouraged to report work-related hazards directly to the on-site production manager, enabling immediate attention and quick resolution. Given the compact nature of our unit, the production manager remains easily accessible to address safety concerns in real time.

Key communication channels include:

  • Safety Committee meetings
  • Incident reporting forms
  • Google Forms for reporting unsafe conditions and housekeeping issues
  • Near-miss reporting (electronic and physical)
  • "Safety Tamare Aangane" platform
  • Contractor meetings
  • Safety Action Meetings

These channels, along with direct access to on-site management, enable effective reporting, prompt response, and continuous improvement in workplace safety.

d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Yes/ No)

Yes, all employees and workers across the organization are covered under the company's personal accident insurance policy. This coverage provides financial protection and support in the event of any unforeseen incidents, reinforcing our commitment to their safety and well-being.


Corporate Overview

Statutory Reports

Financial Statements

11. Details of safety related incidents, in the following format:

Safety Incident/Number Category* FY 2025-26 FY 2024-25*
Lost Time Injury Frequency Rate (LTIFR) (per one million-person hours worked) Employees 0.00 0.00
Workers 0.73 0.86
Total recordable work-related injuries** Employees 5 0
Workers 10 5
No. of fatalities Employees 0 0
Workers 0 0
High consequence work-related injury or ill-health (excluding fatalities) Employees 0 0
Workers 0 0

*Including in the contract workforce
** The increase in total recordable work-related injuries among employees from 0 (FY 2024-25) to 5 (FY 2025-26) is attributable to a change in reporting methodology adopted during the current financial year. With effect from FY 2025-26, the Company has expanded its definition of recordable injuries to include Medical Treatment Cases (MTCs) in addition to Lost Time Injuries (LTIs), in alignment with globally recognised occupational health and safety reporting standards. All 5 employee recordables in FY 2025-26 are Medical Treatment Cases; no Lost Time Injuries were recorded among employees during the year, as reflected in the LTIFR of 0.00. The prior year figure of 0 reflected only Lost Time Injuries under the earlier methodology and has not been restated. Accordingly, the two years are not directly comparable on a like-for-like basis.

12. Describe the measures taken by the entity to ensure a safe and healthy workplace.

GHCL ensures a safe and healthy workplace through its ongoing safety culture transformation journey with DSS+. Our approach brings together key elements such as Safety Interaction, Incident Management, Process Safety Management (PSM), and Contractor Safety Management under a strengthened QHSE policy with clearly defined objectives.

A strong focus is placed on proactive risk management through structured processes like Hazard Identification, Risk Assessment and Control (HIRAC), along with detailed Hazard Identification and Risk Assessments (HIRA) and Job Safety Analyses (JSA) for both routine and non-routine activities. These assessments help identify potential risks, evaluate their severity, and implement appropriate control measures to reduce risks to acceptable levels.

Our risk management framework is further supported by safety audits, accident investigations, and root cause analysis, enabling us to draw learnings from incidents, observations, and expert recommendations to drive continuous improvement.

To reinforce safe work practices, we have established Standard Operating Procedures (SOPs), a structured Work Permit System, and active employee participation mechanisms. Safety education initiatives, including the Safety Stewardship Program and various engagement activities, help build awareness and strengthen workforce involvement.

Incident findings and key learnings are communicated in local languages to ensure wider understanding, while digital tools such as the GSOS application and Google Forms enable real-time reporting of hazards and unsafe conditions. Regular management reviews are conducted to assess performance and drive continuous improvement in occupational health and safety.

13. Number of Complaints on the following made by employees and workers:

Type FY 2025-26 FY 2024-25
Filed during the year Pending resolution at the end of year Remarks Filed during the year Pending resolution at the end of year Remarks
Working Conditions 0 0 NA 0 0 NA
Health & Safety 0 0 NA 0 0 NA

14. Assessments for the year:

Type % of your plants and offices that were assessed (by entity or statutory authorities or third parties)
Health and safety practices 100%
Working Conditions 100%

*Above assessments were carried out by third party i.e. ISO assessment.

Integrated Annual Report 2025-26


GHCL Limited

  1. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks / concerns arising from assessments of health & safety practices and working conditions.

All safety-related incidents during FY 2025-26 were systematically investigated through a structured Root Cause Analysis (RCA) process, and appropriate corrective and preventive actions (CAPA) were implemented to prevent recurrence.

With respect to the 5 recordable injuries among employees during the year, it is noted that all 5 cases were Medical Treatment Cases (MTCs) — none resulted in lost working time, as reflected in an employee LTIFR of 0.00. These cases were individually investigated, root causes were identified, and targeted corrective actions were implemented at the respective locations. Key interventions included:

  • Review and reinforcement of Standard Operating Procedures (SOPs) for the specific tasks associated with each incident
  • Targeted safety awareness sessions conducted at the affected work locations
  • Enhanced supervision and job safety analysis (JSA) for identified high-risk activities
  • Sharing of incident learnings across all plant locations in local languages to prevent similar occurrences
  • Review of personal protective equipment (PPE) adequacy and compliance for the relevant task categories

For workers, the 10 recordable injuries (comprising Lost Time Injuries and Medical Treatment Cases) were similarly investigated, with corrective actions implemented and learnings circulated across operations. The Company's ongoing safety culture transformation journey with DSS+ (DuPont Sustainable Solutions) continues to strengthen proactive hazard identification, risk assessment, and incident response capabilities across all locations.

Health and safety practices and working conditions across Soda Ash plant were assessed during the year through third-party ISO assessments, with no significant non-compliances identified. The Company remains committed to its target of Zero Accidents and Zero Incidents in pursuit of its long-term safety vision.

Leadership Indicators

  1. Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N) (B) Workers (Y/N)

Employees: Yes, all GHCL employees are covered under the Group Accident Policy, ensuring financial protection in the event of unforeseen incidents. In addition, employees are provided with extended benefits such as the Mediclaim Policy and Group Term Insurance, supporting their overall health and financial security.

The Company has also introduced an "Employee Exigency Support Policy," under which, in the unfortunate event of an employee's death while on duty, dependents are provided with financial assistance in the form of fixed monthly compensation, as per the defined terms and conditions of the policy.

Workers: Yes, all workers are covered under the Group Accident Policy, ensuring essential protection and support in case of accidental incidents.

  1. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain partners.

A robust system is in place to oversee compliance by value chain partners with respect to statutory deductions and payments. The administrative team regularly tracks and reviews these obligations through a structured monitoring mechanism.

Timely deduction and deposit of statutory contributions, including Provident Fund and gratuity, are given due priority to ensure adherence to regulatory requirements.


Corporate Overview

Statutory Reports

Financial Statements

  1. Provide the number of employees / workers having suffered high consequence work related injury / ill-health / fatalities (as reported in Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment:
Category Total no. of affected employees/ workers No. of employees/workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment
FY 2025-26 FY 2024-25 FY 2025-26 FY 2024-25
Employees 0 0 0 0
Workers 0 0 0 0
  1. Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings resulting from retirement or termination of employment? (Yes/ No)

Yes, support is extended to retired employees to ease their transition after active service. Based on their experience and the organization's requirements, opportunities for short-term consultancy assignments are offered, enabling continued engagement and knowledge sharing.

  1. Details on assessment of value chain partners:
Particulars % of value chain partners (by value of business done with such partners) that were assessed
Health and safety practices 15.19%*
Working Conditions

*Reported figure is for upstream suppliers only

  1. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from assessments of health and safety practices and working conditions of value chain partners.

Ensuring the health and safety of employees remains a key priority across our operations. Targeted measures have been introduced to address identified risks, including strengthening safety practices among civil contractors, with a clear focus on the mandatory use of appropriate safety equipment.

In addition, internal workshops are conducted to review workplace incidents and analyse injury trends. Insights from these sessions are used to implement corrective actions and continuously improve overall safety practices.

Integrated Annual Report 2025-26


GHCL Limited

Principle 4: Businesses should respect the interests of and be responsive to all its stakeholders

Essential Indicators

  1. Describe the processes for identifying key stakeholder groups of the entity.

GHCL adopts a systematic approach to identify key stakeholder groups, recognizing their essential role in responsible business practices and sustainable value creation. The company conducts a thorough analysis of its value chain to pinpoint stakeholders who influence or are impacted by its operations.

Stakeholders are categorized into two groups: internal and external. Internal stakeholders, such as employees, are prioritized with an emphasis on their welfare, health, and working conditions. Meanwhile, external stakeholders - like customers, investors, regulatory authorities, and industry partners are identified and mapped through a defined stakeholder matrix. This matrix helps to determine the engagement strategy, frequency, and communication channels used.

This structured process ensures effective stakeholder engagement, promoting transparency and alignment with the company's governance framework.

  1. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.
Key Stakeholder Whether identified as Vulnerable & Marginalized Group (Yes/No) Channels of communication (Email, SMS, Newspaper, Pamphlets, Advertisement, Community Meetings, Notice Board, Website), Other* Frequency of engagement (Annually/ Half yearly/ Quarterly / others – please specify) Purpose and scope of engagement including key topics and concerns raised during such engagement
Investors No • Annual General Meeting
• Quarterly earning calls and presentation
• Investor conferences
• Press releases and newsletters
• Regular disclosures to stock Exchange
• Updates on website of the Company Quarterly and event based • Establishing long communication channel with our investor
• Providing updates in our key strategic decision and also updates our annual performance
• Taking feedback for improving our services
Suppliers No • Suppliers / Vendors meet
• Suppliers' feedback and periodic site visits
• VENDX portal Monthly and need-based • Payment terms
• Growth of suppliers
• Fair and transparent dealing
• Loading/ unloading infrastructure
• Hygiene and sanitation infrastructure
• Safety system and performance

Corporate Overview

Statutory Reports

Financial Statements

Key Stakeholder Whether identified as Vulnerable & Marginalized Group (Yes/No) Channels of communication (Email, SMS, Newspaper, Pamphlets, Advertisement, Community Meetings, Notice Board, Website), Other* Frequency of engagement (Annually/ Half yearly/ Quarterly / others – please specify) Purpose and scope of engagement including key topics and concerns raised during such engagement
Employees No • MD Speaks, Town Hall Meeting, Shop floor meeting
• GHCL TEA (Think, Experiment and Adopt)
• MILAP (Medium for Interactive, Lateral, and Actionable Partnership)
• DISHA meeting
• Engagement survey
• Monthly and quarterly publications and newsletter Quarterly and need-based • Providing updates on our quarterly financial performance
• Taking feedback for system improvement
• Exploring new ideas for business opportunity
• Develop a culture of learning organization
• Resolving grievances if any
Community No • Community meetings and visits
• Participatory rural appraisals including focus group discussion, awareness camps, exposure, and training visits for beneficiaries
• Interaction with local bodies • Livelihood support
• Hygiene and sanitation facilities
• Healthcare facilities
• Education
• Local employment
• Infrastructure development
• Air and water pollution
• Resource optimization
Customers No • Customer satisfaction surveys
• Direct customer Relationship management satisfaction initiatives
• Regular customer / distributor notes Ongoing • Product quality
• Delivery
• Customers connect
• Credit period and transparent payment terms
• Packaging
• Health and safety aspects
• Innovation

Leadership Indicators

  1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to the Board.

GHCL employs a structured and inclusive approach to stakeholder consultation regarding economic, environmental, and social issues. Stakeholder input is collected through various engagement methods and forwarded to senior management for evaluation and action.

Key issues and feedback are analysed from both risk and opportunity perspectives and integrated into the business strategy and decision-making processes. When consultation is delegated, the outcomes and insights are systematically reported to senior leadership and relevant committees.

Integrated Annual Report 2025-26


GHCL Limited

A high-level committee monitors the integration of Environmental, Social, and Governance (ESG) factors, ensuring that stakeholder concerns and expectations are duly considered and communicated to the Board. This enables informed oversight and helps guide strategic direction.

  1. Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes / No). If so, provide details of instances as to how the input received from stakeholders on these topics were incorporated into policies and activities of the entity.

Stakeholder consultation is a fundamental part of GHCL's approach to identifying and managing environmental and social issues. The Company actively engages with stakeholders through meetings, workshops, and digital platforms to gather input on key ESG (Environmental, Social, and Governance) matters.

The feedback collected is systematically assessed and integrated into the Company's policies, operational practices, and strategic initiatives. This process enhances transparency, strengthens regulatory compliance, and drives continuous improvement in environmental and social performance.

Such engagement supports informed decision-making, fosters organizational learning, and ensures that business practices align with stakeholder expectations and sustainability goals.

  1. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalized stakeholder groups.

GHCL actively engages with vulnerable and marginalised stakeholder groups through targeted Corporate Social Responsibility (CSR) initiatives that focus on livelihoods (including livestock and agriculture), healthcare, and education.

The company identifies community needs through baseline studies, field assessments, and regular stakeholder interactions. Based on these insights, programs are designed and implemented in close collaboration with the beneficiary communities to ensure they are relevant and impactful.

Through continuous engagement and monitoring, GHCL ensures that these initiatives contribute to sustainable socio-economic development and address the specific concerns of vulnerable groups.

Principle 5: Businesses should respect and promote human rights

Essential Indicators

  1. Employees and workers who have been provided training on human rights issues and policy (ies) of the entity, in the following format:*
Category FY 2025-26 FY 2024-25
Total (A) No. of employees / workers covered (B) % (B / A) Total (C) No. of employees / workers covered (D) % (D / C)
Employees
Permanent 507 493 97.24% 499 474 94.99%
Other than 13 0 0% 15 0 0.00%
Permanent
Total Employees 520 493 94.81% 514 474 92.22%
Workers
Permanent 530 289 54.53% 517 224 43.33%
Other than 2389 0 0% 2416 0 0.00%
Permanent
Total Workers 2919 289 9.90% 2933 224 7.64%

*The reported data is based on Human rights training conducted along with POSH trainings undertaken.


Corporate Overview

Statutory Reports

Financial Statements

  1. Details of minimum wages paid to employees and workers:
Category FY 2025-26 FY 2024-25
Total (A) Equal to Minimum Wage More than Minimum Wage Total (D) Equal to Minimum Wage More than Minimum Wage
No. (B)* % (B / A) No. (C) % (C / A) No. (E) % (E/D) No. (F) % (F/D)
Permanent Employees
Male 475 0 0% 475 100% 469 0 0.00% 469 100.00%
Female 32 0 0% 32 100% 30 0 0.00% 30 100.00%
Other than Permanent Employees
Male 13 0 0% 13 100% 15 7 46.67% 8 53.33%
Female 0 0 0% 0 0% 0 0 0.00% 0 0%
Workers
Permanent Workers
Male 515 0 0% 515 100% 501 0 0.00% 501 100.00%
Female 15 0 0% 15 100% 16 0 0.00% 16 100.00%
Other than Permanent Workers
Male 2316 2095 90.46% 221 9.54% 2342 2244 95.82% 98 4.18%
Female 73 70 95.89% 3 4.11% 74 69 93.24% 5 6.76%
  1. Details of remuneration/salary/wages

a. Median remuneration / wages:

Category Male Female
Number Median remuneration/salary/wages of respective category (in lakhs INR) Number Median remuneration/salary/wages of respective category (INR)
Board of Directors (BoD) 7 1,02,80,000 1 42,70,000
Key Managerial Personnel (KMP) 3 8,90,51,444 0 0
Employees other than BoD and KMP 471 10,81,724 32 8,12,340
Workers 515 3,76,168 15 3,13,183

b. Gross wages paid to females as % of total wages paid by the entity, in the following format:

Category* FY 2025-26 FY 2024-25
Gross wages paid to females as % of total wages* 2.80% 2.83%

*Retiral benefits have been excluded for calculation as per the revised guidelines for BRSR

  1. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or contributed to by the business? (Yes/No)

Yes, oversight of human rights related policies is led by the Managing Director, with implementation supported by the Human Resources function and Functional Heads. This includes efforts to identify, prevent, and address any potential adverse impacts arising from our operations.

An environment is encouraged where individuals can raise concerns related to harassment, discrimination, or unfair treatment without fear of retaliation. Multiple channels are available to support safe and confidential reporting.

All complaints are reviewed by designated committees, which conduct detailed and impartial investigations. Based on the findings, appropriate actions are taken to resolve issues in a fair and transparent manner. Follow-up measures are also implemented to prevent recurrence and to further strengthen a respectful and inclusive workplace.

Integrated Annual Report 2025-26


GHCL Limited

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

GHCL is committed to upholding human rights, as outlined in its 'Policy on Human Rights' (https://www.ghcl.co.in/wp-content/uploads/2018/07/BRR-Policy-5.pdf), which guides the identification, prevention, and mitigation of potential human rights impacts across operations.

To support this commitment, a transparent and structured grievance redressal mechanism is in place, providing employees with a safe and reliable platform to raise concerns without fear of retaliation. The mechanism is designed to ensure fairness, confidentiality, and timely resolution of issues that may arise during employment.

Key features of the mechanism include:

  • A two-tier committee structure comprising a Location-level Grievance Redressal Committee and an Apex Committee for escalation
  • Secure submission and tracking of grievances through the GEMS ESS digital portal
  • Defined timelines, with acknowledgement within two working days and resolution within 30 days

Grievances may relate to workplace practices, interpersonal matters, or policy-related concerns. In cases where resolution is not achieved at the Apex Committee level, matters are further escalated to the Managing Director. The Human Resources team oversees the process to ensure adherence to procedures, confidentiality, and respectful handling of each case.

In addition, the POSH Committee addresses matters related to the prevention and redressal of sexual harassment, in line with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, and is applicable to all employees and workers.

This structured approach encourages open communication, builds trust, and reinforces an inclusive and accountable workplace culture.

6. Number of complaints on the following made by employees and workers:

Particulars FY 2025-26 FY 2024-25
Filed during the year Pending resolution at the end of year Remarks Filed during the year Pending resolution at the end of year Remarks
Sexual Harassment NIL NIL NA NIL NIL NA
Discrimination at workplace NIL NIL NA NIL NIL NA
Child Labor NIL NIL NA NIL NIL NA
Forced Labor/Involuntary Labor NIL NIL NA NIL NIL NA
Wages NIL NIL NA NIL NIL NA
Other human rights related issues NIL NIL NA NIL NIL NA

7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and redressal) Act, 2013, in the following format:

Particulars FY 2025-26 FY 2024-25
Filed during the year Filed during the year
Total complaints reported under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH) Nil Nil
Complaints on POSH as a % of female employees/workers Nil Nil
Complaints on POSH upheld Nil Nil

8. Mechanism to prevent adverse consequences to the complainant in discrimination and harassment cases.

GHCL is committed to creating a workplace that is inclusive, fair, and free from any form of discrimination or harassment. Clear policies are in place to uphold these principles, including those related to non-discrimination, prevention of sexual harassment (POSH), whistleblowing, and grievance redressal, in line with applicable regulations.

The organization's 'Gender-Neutral Policy for Prevention of Sexual Harassment at the Workplace' (https://ghcl.co.in/wp-content/uploads/2024/05/GHCL-Sexual-Harassment-Policy.pdf) reflects its commitment to maintaining a safe and respectful work environment for all.

Employees are provided with a transparent platform through the GHCL Employee Management System (GEMS) to raise concerns or report issues in a secure manner. In addition,


Corporate Overview
Statutory Reports
Financial Statements

regular training programmes, workshops, and awareness initiatives are conducted to build understanding, encourage respectful behaviour, and prevent instances of harassment.

9. Do human rights requirements form part of your business agreements and contracts? (Yes/No)

Yes, Human rights considerations are embedded within all external party contracts at GHCL, in alignment with the 'BRSR Policy - 5: Policy on Human Rights' (https://www.ghcl.co.in/wp-content/uploads/2018/07/BRR-Policy-5.pdf). These agreements are designed to address relevant human rights aspects and set clear expectations for partners.

Compliance is supported through internal monitoring mechanisms and periodic contract reviews to ensure alignment with regulatory and company standards.

Efforts are also underway to further strengthen the oversight framework, with a focus on enhancing partner accountability and ensuring consistent adherence to human rights commitments across the value chain.

10. Assessments for the year

Particulars % of your plants and offices that were assessed (by entity or statutory authorities or third parties)
Child labor
Forced/involuntary labour
Sexual harassment
Discrimination at workplace 100%
Wages
Others

11. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 10 above.

Not Applicable

Leadership Indicators

1. Details of a business process being modified / introduced as a result of addressing human rights grievances/ complaints.

In line with the 'BRSR Policy - 5: Policy on Human Rights' (https://www.ghcl.co.in/wp-content/uploads/2018/07/BRR-Policy-5.pdf), GHCL has strengthened its approach to grievance management to ensure that all individuals impacted by its operations have access to appropriate resolution mechanisms.

A multi-channel framework is in place, comprising the Grievance Redressal Committee, Safety Committee, and VISAKA Committee, enabling concerns to be addressed through relevant and specialised platforms.

In addition, engagement with value chain partners has been enhanced through focused awareness sessions and periodic policy reviews to promote alignment with human rights expectations. Targeted interventions are also undertaken to identify gaps and address any deviations in a timely manner, ensuring effective and consistent adherence to human rights standards.

2. Details of the scope and coverage of any Human rights due diligence conducted.

Guided by the 'BRSR Policy - 5: Policy on Human Rights' (https://www.ghcl.co.in/wp-content/uploads/2018/07/BRR-Policy-5.pdf), GHCL acknowledges its responsibility towards communities and is committed to conducting human rights due diligence across its operations and value chain.

As part of this approach, due diligence processes have been initiated across operational sites and supply chain partners. These include assessing potential human rights impacts, engaging with relevant stakeholders to understand their perspectives, and implementing mitigation measures where required. The objective is to strengthen awareness and ensure the protection of human rights across our sphere of influence.

To further strengthen governance, efforts are underway to implement a structured Human Rights Assessment framework, which will:

  • Identify potential risks across operations and the value chain

Integrated Annual Report 2025-26


GHCL Limited

  • Evaluate impact and exposure in critical functions
  • Integrate human rights considerations into risk management and supplier evaluations
  • Establish monitoring and review mechanisms
  • Enable corrective and preventive action planning

This evolving approach supports continuous improvement and reinforces our commitment to upholding human rights standards across all aspects of our business.

  1. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016?

An inclusive and diverse workplace is a key focus area for GHCL, with strong emphasis on providing equal opportunities to all. In line with the Rights of Persons with Disabilities Act, 2016, accessibility features such as ramps and elevators have been incorporated across most locations to support ease of movement for persons with disabilities. Upgradation of the Ahmedabad office is also in progress to further align with accessibility standards.

These efforts are supported by 'BRR Policy – 3: Employee Well Being' (https://www.ghcl.co.in/wp-content/uploads/2018/07/BRR-Policy-3.pdf) and the 'Non-Discrimination Policy' (https://ghcl.co.in/wp-content/uploads/2022/12/Non-Discrimination-Policy.pdf), which promote fair and equitable treatment across the organization.

Equal opportunity principles are applied across all stages of employment. Policies and processes related to hiring, compensation, training, career development, transfers, and separation are structured to prevent discrimination, including on the basis of disability, ensuring a fair and inclusive work environment for all.

  1. Details on assessment of value chain partners:
Particulars % of value chain partners (by value of business done with such partners) that were assessed
Sexual Harassment
Discrimination at workplace
Child Labour
Forced Labour/Involuntary Labour 15.19%*
Wages
Others - please specify

*Reported figure is for upstream suppliers only

  1. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 4 above.

Not Applicable

Principle 6: Businesses should respect and make efforts to protect and restore the environment

Essential Indicators

  1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:
Parameter FY 2025-26 FY 2024-25**
From renewable sources (in Gigajoules) **
Total electricity consumption (A) 39.19 -
Total fuel consumption (B) 1,78,452.73 2,29,982.76
Energy consumption through other sources (C) - -
Total energy consumed from renewable sources (A+B+C) 1,78,491.92 2,29,982.76
From non - renewable sources (in Gigajoules)*
Total electricity consumption (D) (GJ) 56,012.81 55,236.00
Total fuel consumption (E) (GJ) 1,19,99,568.63 1,19,84,340.46
Energy consumption through other sources (F) - -
Total energy consumed from non - renewable sources (D+E+F) (GJ) 1,20,55,581.44 1,20,39,576.46
Total energy consumed (A+B+C+D+E+F) 1,22,34,073.36 1,22,69,559.22

Corporate Overview

Statutory Reports

Financial Statements

Parameter FY 2025-26 FY 2024-25**
Energy intensity per rupee of turnover #
(Total energy consumed/ Revenue from operations GJ/INR) 0.000399 0.000385
Energy intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP)*
(Total energy consumed / Revenue from operations adjusted For PPP GJ/USD) ** 0.00812 0.00796
Energy intensity in terms of physical Output (GJ/MT) 9.89 10.47
Energy intensity (optional) – the relevant metric may be selected by the entity -

Note: Reasonable assurance has been carried out by Sustainability Actions Private Limited
* Keeping in view the applicable guidelines of SEBI for BRSR, we have considered the PPP conversion factor referring to the published figures of IMF for India i.e. 20.34
**The figure for FY 2024-25 has been restated based on revised consideration of the reporting boundary

Note: Renewable energy sources accounted for approximately 1.46% of GHCL's total energy consumption in FY 2025-26 (1,78,491.92 GJ of 1,22,34,073.36 GJ total).

Soda ash production through the Solvay process is inherently thermal-energy-intensive, with the substantial majority of energy consumption comprising high-temperature heat for kiln and boiler operations. The technical and economic potential for direct substitution of this thermal energy with renewable electricity is currently limited, and energy efficiency improvements and low-carbon fuel transition represent more immediately impactful decarbonisation levers for this process.

The Company has invested upon increasing alternative fuel consumption in the form of biomass to the tune of 1,78,452.73 GJ representing approximately 1.9% of boiler energy through co-firing with fossil fuels in FY 2025-26, supplemented by enhancement of captive solar generation capacity (for internal consumption) at Lignite and Limestone Mines, resulting in 39.19 GJ of renewable energy.

  1. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any.

Yes, soda ash manufacturing industry is part of the Performance, Achieve and Trade (PAT) Scheme of the Government of India. However the entity has not been notified any target under the scheme.

  1. Provide details of the following disclosures related to water:
Parameter* FY 2025-26 FY 2024-25
Water withdrawal by source (in kiloliters)
(i) Surface water 22,43,159 19,69,282
(ii) Groundwater 16,731.50 97,362
(iii) Third party water 32,929.50 5,770
(iv) Seawater / desalinated water 12,46,10,859 11,32,86,787
(v) Others 8,088 -
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v) 12,69,11,767 11,53,59,201
Total volume of water consumption (in kilolitres)* 80,17,589 66,98,503.27
Water intensity per rupee of turnover
(Total water consumption / Revenue from operations KL/INR) 0.000262 0.000210
Water intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP)**
(Total Water Consumption / Revenue from operations adjusted for PPP KL/USD)** 0.00532 0.00435
Water intensity in terms of physical output (KL/MT) 6.48 5.72

Note: Reasonable assurance has been carried out by Sustainability Actions Private Limited.
*Water consumption = Water Withdrawal – Water Discharge
The increase in water consumption is a result of our increase in soda ash production during the reporting period
** Keeping in view the applicable guidelines of SEBI for BRSR, we have considered the PPP conversion factor referring to the published figures of IMF for India i.e. 20.34

Integrated Annual Report 2025-26


GHCL Limited

4. Provide the following details related to water discharged:

Parameter FY 2025-26 FY 2024-25
Water discharge by destination and level of treatment (in kilolitres)
(1) To Surface Water
- No treatment - -
- With treatment – please specify level of treatment - -
(2) To Groundwater
- No treatment - -
- With treatment – please specify level of treatment - -
(3) To Seawater
- No treatment - -
- With treatment – primary level of treatment 11,88,94,178 10,86,59,363
(4) Sent to third parties
- No treatment - -
- With treatment – please specify level of treatment - -
(5) Others
- No treatment - -
- With treatment – please specify level of treatment - 1,335
Total water discharged (in kilolitres) 11,88,94,178 10,86,60,698

Note: Reasonable assurance has been carried out by Sustainability Actions Private Limited.

5. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation.

Currently, none of our facilities operates as Zero Liquid Discharge (ZLD) sites. However, all manufacturing locations are equipped with advanced wastewater treatment systems that ensure our effluent meets the standards set by the Central Pollution Control Board (CPCB) and State Pollution Control Boards (SPCB).

Before discharge or reuse, wastewater is treated, and the treated water is used for purposes such as humidification and greenbelt development, which helps reduce freshwater consumption. Non-recyclable wastewater is only discharged after it meets the required quality standards.

Through continuous monitoring and ongoing improvements to our systems, we remain committed to responsible and sustainable water management.

6. Please provide details of air emissions (other than GHG emissions) by the entity:

Parameter Please specify unit FY 2025-26* FY 2024-25
NOx MT 626 378
SOx MT 2,290 1,230
Particulate matter (PM 2.5 / PM 10) MT 393 307
Persistent organic pollutants (POP)
Volatile organic compounds (VOC) NA
Hazardous air pollutants (HAP)
Others-please specify

*Our air emissions in FY2025-26 are well-within the approved norms issued by the CPCB. However, the emissions have increased due to change in fuel mix because of instability of supply chain of biomass. Further the calculation methodology was corrected in line with the air emission accounting standards
Note : Reasonable assurance has been carried out by Sustainability Actions Private Limited

7. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity:

Parameter Unit FY 2025-26 FY 2024-25
Total Scope 1 emissions (Break-up of the GHG into CO_{2}, CH_{4}, N_{2}O, HFCs, PFCs, SF_{6}, NF_{3}, if available) Metric tonnes of CO_{2} equivalent 11,88,089.53 11,20,911.95
Total Scope 2 emissions (Break-up of the GHG into CO_{2}, CH_{4}, N_{2}O, HFCs, PFCs, SF_{6}, NF_{3}, if available) Metric tonnes of CO_{2} equivalent 11,128.97 11,013.63
Total Scope 1 and Scope 2 emission intensity per rupee of turnover^{#} Metric tonnes of CO_{2} equivalent / INR 0.00003914 0.00003555

Corporate Overview

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Financial Statements

Parameter Unit FY 2025-26 FY 2024-25
Total Scope 1 and Scope 2 emission intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) (Total Scope 1 and Scope 2 GHG emissions / Revenue from operations adjusted for PPP)* tCO2e/USD 0.0007960 0.0007345
Total Scope 1 and Scope 2 emission intensity in terms of physical output tCO2e/MT 0.97 0.96
Total Scope 1 and Scope 2 emission intensity (optional) – the relevant metric may be selected by the entity -

Note : Reasonable assurance has been carried out by Sustainability Actions Private Limited
*Keeping in view the applicable guidelines of SEBI for BRSR, we have considered the PPP conversion factor referring to the published figures of IMF for India i.e. 20.34
Note: The total absolute Scope 1 and Scope 2 emissions increased by approximately $6\%$ in FY 2025-26 compared to FY 2024-25, primarily reflecting higher soda ash production volumes during the reporting period. This increase in Scope 1 and Scope 2 emissions should be read in conjunction with the significant reduction achieved in Scope 3 emissions, which declined by approximately $14.4\%$ (from 6,88,454 MT $\mathrm{CO}{2}\mathrm{e}$ in FY 2024-25 to 5,89,257 MT $\mathrm{CO}{2}\mathrm{e}$ in FY 2025-26). On an absolute combined basis (Scope 1 + Scope 2 + Scope 3), total GHG emissions reduced by approximately $2\%$ year-on-year, from 18,20,380 MT $\mathrm{CO}{2}\mathrm{e}$ to 17,88,476 MT $\mathrm{CO}{2}\mathrm{e}$ . The Scope 3 reduction was achieved through a structured value chain decarbonisation programme encompassing adoption of higher-capacity vehicles, increased use of electric vehicles in logistics operations, and transition to sea-based transport (Ro-Ro ferry systems).

The Company has established two parallel internal decarbonisation targets, both by FY2029-30 against the FY2021-22 baseline:

(i) $30\%$ reduction in Scope 1 and Scope 2 emission intensity, and
(ii) $30\%$ reduction in Scope 3 emission intensity.

Progress against our targets in FY2025-26:

(i) Scope 1 and Scope 2 emission intensity of $1.07\mathrm{MTCO}_2\mathrm{e} / \mathrm{MT}$ represent a reduction of approximately $2\%$ from baseline emission intensity
(ii) Scope 3 emission intensity of $0.51\mathrm{MTCO}_2\mathrm{e} / \mathrm{MT}$ represent a reduction of approximately $6.6\%$ from baseline.

  1. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.

Yes, GHCL has embarked on a structured decarbonisation journey with an internal target to reduce Scope 1 and Scope 2 emission intensity by $30\%$ by FY2029-30 against the FY2021-22 baseline. As contextualised in the energy consumption disclosure in Question 1 (Essential indicators under Principle 6), the structural characteristics of the Solvay soda ash manufacturing process particularly its thermal energy intensity and process-related limestone calcination emissions mean that renewable electricity substitution alone is insufficient to achieve the targeted reduction. The Company's decarbonisation strategy therefore encompasses a portfolio of complementary levers, each targeting a distinct element of the emission profile.

The key focus areas for energy conservation and GHG emission reduction include:

Energy efficiency through equipment upgrades and process optimization
- Waste heat recovery and thermal integration
- Reduction of energy and process losses
- Renewable energy adoption and low-carbon fuel transition (including biomass)
- Emission control and process improvements
Nature-based carbon sequestration initiatives

On the energy efficiency front, initiatives implemented during FY 2025-26 have delivered measurable outcomes – waste heat recovery systems recovered approximately 30,761 GJ of thermal energy, kiln optimisation initiatives generated fuel savings of approximately 1,03,348 GJ, and Variable Frequency Drive installations delivered power savings of approximately 2,350 GJ. These efficiency gains represent the highest near-term decarbonisation potential given the thermal intensity of operations and will continue to be the primary driver of Scope 1 and Scope 2 reduction in the near term.

On the renewable energy and fuel transition front, biomass co-firing has been initiated as a partial substitute for fossil fuels in boiler operations, currently accounting for approximately $1.9\%$ of the total boiler energy, with further scale-up planned as supply chain stability improves. Renewable energy capacity of 6.7 MW (Solar + Wind) has been integrated to increase the share of clean energy in total consumption. On the process optimisation front, $\mathrm{CO}_{2}$ scrubber systems have been commissioned to enhance absorption efficiency and reduce process emissions, with installation of additional scrubber underway.

Integrated Annual Report 2025-26


GHCL Limited

Further on the carbon sequestration front, the restoration of 122 hectares of coastal land through mangrove plantation — comprising approximately five lakh saplings — is estimated to sequester approximately 1,440 CO₂e annually from the third year of planting, contributing to the Company's net emission reduction alongside operational decarbonisation measures.

The Company acknowledges that achieving the 30% Scope 1 and Scope 2 emission intensity reduction target by 2030 will require accelerated action across all levers and is actively evaluating additional investments in renewable energy capacity, energy storage solutions, and low-carbon technology adoption to strengthen the trajectory toward its 2030 commitment.

Some of the other initiatives undertaken to reduce greenhouse gas emissions are as below:

  • Replacement of conventional motors with high-efficiency IE2/IE3 motors, resulting in annual energy savings of approx. 514 GJ.
  • Recovery and reuse of steam from process streams, leading to reduced energy losses and improved resource efficiency.
  • Integration of renewable energy capacity (solar and wind - 6.7 MW) to increase the share of clean energy in total consumption.
  • Partial substitution of fossil fuels with biomass briquettes, supporting transition towards low-carbon fuel mix.
  • Process and infrastructure optimization initiatives to reduce power consumption and improve overall energy performance.
  • Installation of wet calcination system (DCB tower) to enhance process stability, efficiency, and energy utilization.

This commitment has strengthened GHCL's focus on improving energy efficiency, optimizing processes, reducing carbon intensity, and increasing the share of renewable and low-carbon energy sources.

9. Provide details related to waste management by the entity:

Parameter* FY 2025-26 FY 2024-25
Total Waste generated (in metric tonnes)
Plastic waste (A) 88.84 83.63
E-waste (B) 11.73 14.20
Bio-medical waste (C) 0.10 0.07
Construction and demolition waste (D) - -
Battery waste (E) 2.52 5.16
Radioactive waste (F) - -
Other Hazardous waste. Please specify, if any. (G) 25.42 47.15
(i) Used Oil 25.42 47.15
Other Non-hazardous waste generated (H). Please specify, if any. (Break-up by composition i.e. by materials relevant to the sector) 38,38,763.89 37,33,392.25
(i) Scrap Waste 5.5 448.58
(ii) Fly Ash 1,23,316 1,33,843
(iii) Overburden** 37,11,860.64 35,91,590.56
(iv) Metal waste 877.09 1396.79
(v) Wood waste 19.66 6.46
(vi) Sludge (Combination of clay and sand particles) 2,597 6018.29
(vii) Misc. 88 88.57
Total (A+B + C + D + E + F + G + H) 38,38,892.50 37,33,542.46
Waste intensity per rupee of turnover
(Total waste generated/Revenue from operations MT of waste/INR) 0.000125 0.000117
Waste intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP)
(Total waste generated/Revenue from operations adjusted for PPP MT of waste/USD)* 0.002548 0.002421
Waste intensity in terms of physical output (MT of waste/MT) 3.10 3.18

Corporate Overview

Statutory Reports

Financial Statements

Parameter* FY 2025-26 FY 2024-25
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric tonnes)
Category of waste,
(i) Recycled 1,24,434.76 1,35,933.54
(ii) Re-used 37,11,860.64 35,91,590.56
(iii) Other recovery operations (Resale) - -
Total 38,36,295.40 37,27,524.10
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i) Incineration 0.10 0.07
(ii) Landfilling 2,597 6,018.29
(iii) Other disposal operations - -
Total 2,597.10 6,018.36

Keeping in view the applicable guidelines of SEBI for BRSR, we have considered the PPP conversion factor referring to the published figures of IMF for India i.e. 20.34
*Density of lignite overburden used: 2.48 Tonnes/m3

Note: (1) The overall waste generation during the reporting period has increased by 2.5%, primarily due to increase in overburden generation from our lignite mines. The Company through sustainable waste management practices has been able to segregate and categorize waste at source more accurately during the reporting period resulting in significant decrease in scrap waste figures in FY 2025-26. Further sludge waste has witnessed a significant decrease owing to decrease in salt production.

(2) Reasonable assurance has been carried out by Sustainability Actions Private Limited

  1. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes.

GHCL follows a structured approach to waste management aligned with the principles of waste minimization, circularity, and environmentally sound disposal. The Company focuses on reducing waste at the source through process optimization and efficient use of materials, while maximising the reuse and recovery of by-products within operations.

Waste streams are segregated and managed through authorized channels, with hazardous waste handled exclusively by CPCB-authorized recyclers. Recyclable materials are routed for recovery, and residual waste is disposed of in compliance with applicable environmental regulations. Performance is regularly monitored to drive continuous improvement in waste reduction and recovery.

Key practices include:

  • Compliant disposal of hazardous waste through authorized recyclers
  • E-waste management through authorised partners
  • Safe incineration of biomedical and rubber waste
  • Full utilization of fly ash and reuse of overburden for land restoration
  • Recycling of non-hazardous waste (plastic, metal, wood, etc.)

The Company also endeavours to reduce the use of hazardous and toxic chemicals through process improvements and the adoption of safer alternatives, wherever feasible.

  1. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals / clearances are required.
Sr. No. Location of operations/offices Type of operations Whether the conditions of environmental approval / clearance are being complied with? (Y/N) If no, the reasons thereof and corrective action taken, if any
1. CRZ clearance obtained for Soda Ash division Soda ash manufacturing Yes

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GHCL Limited

  1. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year:
Name and brief details of project EIA Notification No. Date Whether conducted by independent external agency (Yes / No) Results communicated in public domain (Yes / No) Relevant Web link
Not Applicable
  1. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India, such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and rules thereunder (Y/N). If not, provide details of all such non-compliances:

Yes. GHCL is compliant with the applicable environmental laws.

Sr. No. Specify the law / regulation / guidelines which was not complied with Provide details of the non-compliance Any fines / penalties / action taken by regulatory agencies such as pollution control boards or by courts Corrective action taken, if any
Not Applicable

Leadership Indicators

  1. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres):

For each facility / plant located in areas of water stress, provide the following information:

  1. Name of Area - All GHCL plants are located in water-stressed regions. However, the Company predominantly utilises seawater for its operations, thereby minimising dependence on freshwater resources and avoiding any impact on local community water availability
  2. Nature of Operations - Soda Ash Production, Salt Production
  3. Water withdrawal, consumption and discharge in the following format:
Parameter FY 2025-26 FY 2024-25
Water withdrawal by source (in kilolitres)
(i) Surface water 22,43,159 19,69,282
(ii) Groundwater 16,731.50 97,362
(iii) Third party water 32,929.50 5,770
(iv) Seawater / desalinated water 12,46,10,859 11,32,86,787
(v) Others 8,088 -
Total volume of water withdrawal (in kilolitres) 12,69,11,767.00 11,53,59,201
Total volume of water consumption (in kilolitres) 80,17,589 66,98,503.27
Water intensity per rupee of turnover (Water consumed / turnover) (KL/INR) 0.000262 0.000210
Water discharge by destination and level of treatment (in kilolitres)
(i) Into Surface water -
- No treatment - -
- With treatment - please specify level of treatment - -
(ii) Into Groundwater -
- No treatment - -
- With treatment - please specify level of treatment - -

Corporate Overview

Statutory Reports

Financial Statements

Parameter FY 2025-26 FY 2024-25
(iii) Into Seawater -
- No treatment -
- With treatment – please specify level of treatment 11,88,94,178 10,86,59,363
(iv) Sent to third-parties
- No treatment - -
- With treatment – please specify level of treatment - -
(v) Others
- No treatment - -
- With treatment – please specify level of treatment - 1,335
Total water discharged (in kilolitres) 11,88,94,178 10,86,60,698

Note: Reasonable assurance has been carried out by Sustainability Actions Private Limited

  1. Please provide details of total Scope 3 emissions and its intensity.
Parameter Unit FY 2025-26 FY 2024-25
Total Scope 3 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF2, if available) Metric tonnes of CO2 equivalent 5,89,257 6,88,454
Total Scope 3 emissions per rupee of turnover (tCO2e/INR) tCO2e/INR 0.00001923 0.00002162
Total Scope 3 emission intensity (optional) – the relevant metric may be selected by the entity
  1. With respect to the ecologically sensitive areas reported at Question 11 of Essential Indicators above, provide details of significant direct and indirect impact of the entity on biodiversity in such areas along-with prevention and remediation activities.

GHCL operates its soda ash plant in the ecologically sensitive Coastal Regulation Zone (CRZ) and acknowledges the potential direct and indirect impacts on biodiversity. The company has implemented targeted prevention and remediation measures focused on ecosystem restoration, afforestation, and community engagement.

Key initiatives include:

Mangrove Restoration: The company has planted approximately 500,000 mangroves across about 122 hectares in the coastal districts of Gujarat. This effort enhances coastal resilience, improves biodiversity, and facilitates long-term carbon sequestration, estimated at around 1,440 tons of $\mathrm{CO}_{2}$ annually from the third year onwards.

Afforestation Programs: More than 100,000 trees have been planted in degraded areas of the Saurashtra region to restore ecosystems, improve soil quality, and support wildlife habitats.

Community-Based Greening: Approximately 35,000 saplings have been distributed to farmers, covering around 164 hectares. This initiative promotes sustainable land use and increases green cover.

These initiatives contribute to biodiversity conservation, strengthen coastal ecosystems, and support climate adaptation in ecologically sensitive areas.

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GHCL Limited

  1. If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same as well as outcome of such initiatives:
Sr. No. Initiative undertaken Details of the initiative (Web-link, if any, may be provided along-with summary) Outcome of the initiative
1 Steam Consumption Optimization Installation and commissioning of fifth scrubber in wash water area to recover heat energy 30,761 GJ heat energy recovered, increased boiler feed water temperature by ~4.2°C, improved thermal efficiency and reduced fresh energy demand
2 Fuel Efficiency in Kiln Operations Identification and mitigation of heat loss in kiln system; brick relining of four vertical shaft kilns and improved operational practices 103,348 GJ savings in fuel energy consumption
3 Operational Efficiency Installation of 9 Variable Frequency Drives (VFDs) across Soda Ash and Utility departments Improved process control and power savings of 2,350 GJ.
4 Bio Feedstock Co-Firing Transition from pet coke to biomass briquettes and investment in advanced technologies 1.9% of total boiler energy replaced with biomass usage
5 Nature-Based Solutions Restoration of 122 hectares of coastal land with 5 lakh mangrove saplings Enhanced climate resilience, biodiversity, CO₂ sequestration, livelihood opportunities, improved fishing income, and coastal protection while generating livelihood opportunities and improving fishing income and coastal protection for local communities.
  1. Does the entity have a business continuity and disaster management plan? Give details in 100 words/ web link.

The Company has developed a comprehensive Business Continuity and Disaster Management Plan to ensure resilience against potential disruptions. This framework includes established protocols for emergency response, incident containment, and recovery at both manufacturing sites and corporate functions. Regular mock drills, safety training sessions, and emergency preparedness programs are conducted to enhance response capabilities.

The plan addresses key aspects such as personnel safety, infrastructure protection, firefighting, rescue and first aid services, and the continuity of essential operations. A detailed Business Impact Analysis (BIA) has been conducted to identify critical functions and prioritize recovery actions. Additionally, the Company maintains robust IT systems to support data protection and ensure operational continuity.

  1. Disclose any significant adverse impact to the environment arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard?

We have not identified any significant adverse environmental impacts arising from our value chain. We embed environmental responsibility across our procurement and operational practices through a structured governance framework.

We require all our suppliers and vendors to comply with our Supplier Code of Conduct, which mandates adherence to applicable environmental regulations, health and safety standards, and responsible business practices. We also actively engage with our value chain partners to promote sustainable sourcing and continuous improvement in environmental performance.

These measures enable us to effectively identify, mitigate, and manage potential environmental risks across our value chain

  1. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.

15.19%*

*Reported figure is for upstream suppliers only

  1. How many Green Credits have been generated or procured:

a. By the listed entity: Nil
b. By the top ten (in terms of value of purchases and sales, respectively) value chain partners: Nil


Corporate Overview

Statutory Reports

Financial Statements

Principle 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent

Essential Indicators

  1. a. Number of affiliations with trade and industry chambers/ associations.
    6

b. List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity is a member of/ affiliated to.

Sr. No. Name of the trade and industry chambers/ associations Reach of trade and industry chambers/ associations (State/National)
1 Alkali Manufacturers Association of India National
2 Indian Chemical Council National
3 The All-India Glass Manufacturer’s Federation National
4 Confederation of Indian Industry (CII) National
5 PHD Chamber of Commerce and Industry (PHDCCI) National
6 Federation of Indian Chambers of Commerce and Industry (FICCI) National

Note: The BRSR format requires disclosure of top 10 trade and industry chambers/associations. GHCL Limited is affiliated with 6 national-level trade and industry chambers/associations as on March 31, 2026, and all 6 affiliations are disclosed in the table above. The Company does not hold membership of any additional trade or industry body beyond those listed.

  1. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity, based on adverse orders from regulatory authorities.
Name of authority Brief of the case Corrective action taken
Not applicable

Leadership Indicators

  1. Details of public policy positions advocated by the entity:
Sr. No. Public policy advocated Method resorted for such advocacy Whether information available in public domain? (Yes/No) Frequency of Review by Board (Annually/ Half yearly/ Quarterly / Others – please specify) Web Link, if available
Not Applicable

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SHCL

GHCL Limited

Principle 8: Businesses should promote inclusive growth and equitable development

Essential Indicators

  1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial
Name and brief details of project SIA Notification No. Date of notification Whether conducted by independent external agency (Yes / No) Results communicated in public domain (Yes / No) Relevant Web link
No SIA projects were undertaken by GHCL Limited in the reporting period.
  1. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity.
Sr. No. Name of Project for which R&R is ongoing State District No. of Project Affected Families (PAFs) % of PAFs covered by R&R Amounts paid to PAFs in the FY (In INR)
Not Applicable since no SIA projects were undertaken by GHCL Limited in the reporting period.
  1. Describe the mechanisms to receive and redress grievances of the community.

An effective Community Grievance Mechanism (CGM) forms an integral part of GHCL Foundation's CSR efforts, enabling timely and responsive handling of community concerns. The mechanism is supported by defined processes, including the role of location heads in receiving, recording, and escalating grievances, as required.

Regular village meetings are conducted to encourage open dialogue and gather real-time community feedback. A transparent and time-bound resolution process ensures that concerns are addressed promptly and fairly.

In addition, a centralised grievance database is maintained to monitor cases, identify recurring issues, and strengthen ongoing community engagement and continuous improvement efforts.

  1. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
Particulars FY 2025-26 FY 2024-25
Directly sourced from MSMEs/ small producers 82.99% 45.88%
Sourced directly from within India 92.92% 69.87%

Note: The significant increase in the percentage of inputs sourced directly from MSMEs/small producers from 45.88% (FY 2024-25) to 82.99% (FY 2025-26) is attributable to the upward revision in the investment and turnover thresholds for classification of enterprises as Micro, Small and Medium Enterprises, notified by the Government of India vide Gazette Notification No. 1364(E) dated March 21, 2025, effective April 1, 2025.


Corporate Overview

Statutory Reports

Financial Statements

The revised thresholds, which came into effect at the commencement of FY 2025-26, are as follows:

Category FY 2024-25 FY 2025-26
Investment Limit (Earlier thresholds) Turnover Limit (Earlier thresholds) Investment Limit (Revised) Turnover Limit (Revised)
Micro Enterprise Up to ₹1 crore Up to ₹5 crore Up to ₹2.50 crore Up to ₹10 crore
Small Enterprise Up to ₹10 crore Up to ₹50 crore Up to ₹25 crore Up to ₹100 crore
Medium Enterprise Up to ₹50 crore Up to ₹250 crore Up to ₹125 crore Up to ₹500 crore

The application of the significantly enhanced thresholds with effect from April 1, 2025 has resulted in a substantially larger proportion of the Company's existing supplier base qualifying as MSMEs under the revised criteria, thereby increasing the reported MSME sourcing percentage. The FY 2024-25 figure of 45.88% was computed under the earlier applicable thresholds and has not been restated. Accordingly, the figures for the two years are not directly comparable on a like-for-like basis. The Company confirms that the increase does not reflect any change in its sourcing policy, supplier selection criteria, or supply chain structure.

  1. Job creation in smaller towns – Disclose wages paid to persons employed (including employees or workers employed on a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost
Location* FY 2025-26 FY 2024-25**
Rural 0% 0%
Semi-urban 68.58% 67.98%
Urban 0% 0%
Metropolitan 31.42% 32.02%

Location categorization and thereafter assessment of indicator is as per RBI Classification System - rural / semi-urban / urban / metropolitan.
*Retirement benefits has been excluded for calculation as per the revised guidelines for BRSR

Leadership Indicators

  1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments.
Details of negative social impact identified Corrective action taken Amount spent (in INR)
None, since no Social Impact Assessments were undertaken in the reporting period
  1. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by government
S.No. State Aspirational District Amount spent (in INR)
Not applicable
  1. (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized /vulnerable groups? (Yes/No) -
    No, we do not have a preferential procurement policy.
    (b) From which marginalized /vulnerable groups do you procure?
    Not Applicable
    (c) What percentage of total procurement (by value) does it constitute?
    Not Applicable

Integrated Annual Report 2025-26


GHCL Limited

  1. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial year), based on traditional knowledge.
Sr. No. Intellectual Property based on traditional knowledge Owned/ Acquired (Yes/ No) Benefit shared (Yes / No) Basis of calculating benefit share
Not Applicable
  1. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved.
Name of Authority Brief of the Case Corrective action taken
Not Applicable
  1. Details of beneficiaries of CSR Projects
Sr. No. CSR Project No. of persons benefitted from CSR Projects % of beneficiaries from vulnerable and marginalized groups*
1 Agro-based livelihood 11,733 70.00%
2 Animal husbandry 25,628 60.00%
3 Health 73,966 75.00%
4 Education 8,838 85.00%
5 Skill Development (NSDC) 2,701 85.00%
6 Water Resource Development 103 70.00%
7 Aquaculture & Fisheries Development 486 95.00%
8 Women Empowerment 3,875 80.00%

Principle 9

Businesses should engage with and provide value to their consumers in a responsible manner

Essential Indicators

  1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.

A structured consumer complaint resolution system is in place at GHCL, managed by a dedicated team to ensure timely and effective handling of customer concerns. The process is designed to enhance user experience through clear workflows and coordinated action across functions.

Complaints related to issues such as wet bags, logistics, or material quality at the time of delivery are reviewed jointly by the Marketing, Logistics, and Quality teams. For effective tracking, each complaint is recorded through a dedicated sales document, enabling close monitoring of its progress.

Complaints are categorized based on their nature:

  • ZRCL – Logistics-related issues
  • ZRCQ – Quality-related concerns

Corporate Overview
Statutory Reports
Financial Statements

The resolution process follows a defined sequence. The Marketing team identifies the nature of the complaint, initiates a return sales order, and captures all relevant details. A customer complaint form is then shared with the concerned Logistics or Quality team for review and approval. Upon validation, the respective team conducts a Root Cause Analysis (RCA) and defines Corrective and Preventive Actions (CAPA). The Marketing team subsequently completes the process by managing returns and issuing a refundable credit note, where applicable.

All complaints are systematically recorded in the SAP system, supporting traceability and continuous improvement. Regular coordination between cross-functional teams and management ensures alignment, timely updates, and consistent improvement in processes and policies. This structured approach has contributed to reducing grievances and strengthening customer satisfaction.

In addition, a 24-hour serviceability feature supports customers operating on just-in-time (JIT) models, with a significant portion of deliveries in the chemical division fulfilled within this timeframe. Customer feedback is actively sought and used to improve products and services, while clear guidance on safe product usage is also provided.

This structured grievance redressal mechanism reinforces our transparency and responsiveness, helping us building long-term customer trust and confidence.

  1. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:
Particulars As a percentage to the total turnover
Environmental and social parameters relevant to the product 100%
Safe and responsible usage 100%
Recycling and/or safe disposal 100%
  1. Number of consumer complaints in respect of the following:
Particulars FY 2025-26 FY 2024-25
Received during the year Pending resolution at end of year Remarks Received during the year Pending resolution at end of year Remarks
Data privacy NIL NIL NIL NIL NIL NIL
Advertising NIL NIL NIL NIL NIL NIL
Cyber-security NIL NIL NIL NIL NIL NIL
Delivery of essential services NIL NIL NIL NIL NIL NIL
Restrictive Trade Practices NIL NIL NIL NIL NIL NIL
Unfair Trade Practices NIL NIL NIL NIL NIL NIL
Other 50 1 NIL 53 0 NIL
  1. Details of instances of product recalls on account of safety issues:
Particulars Number Reasons for recalls
Voluntary recalls Nil NA
Forced recalls Nil NA

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GHCL Limited

  1. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of the policy.

Yes, GHCL has established a comprehensive framework to address cybersecurity and data privacy risks, supported by well-defined policies and systems. As a responsible organization, we maintain a robust cybersecurity framework to safeguard digital assets, ensure regulatory compliance, manage risks, and support business continuity.

Our Information Technology Policy outlines the approach to cybersecurity and can be accessed here: https://ghcl.co.in/wp-content/uploads/2024/06/Information-Technology-Policy.pdf

We also leverage a strong digital foundation across manufacturing and corporate functions to enhance operational continuity, data integrity, and governance. Enterprise platforms enable real-time visibility, structured reporting, and secure data flows, supporting informed decision-making and improved performance. Continuous investments in automation, system integration, and secure digital architecture further strengthen reliability, transparency, and operational discipline.

In addition, a dedicated Human Resources Data Privacy Policy is in place to protect personal data of employees, including past, present, and prospective employees, as well as contractors, consultants, and trainees. The policy can be accessed here: https://ghcl.co.in/wp-content/uploads/2024/05/Data-Protection-Policy.pdf

This policy defines our approach to handling personal data with confidentiality and in compliance with applicable laws. It covers the scope and lawful use of data for purposes such as recruitment, employee benefits, compliance, and security. It also outlines employee rights related to their data and specifies measures to prevent unauthorized access, misuse, or loss.

Further, the policy addresses the sharing of information with third parties and establishes clear data retention practices based on legal and business requirements. Together, these measures reflect our strong commitment to protecting sensitive information and maintaining high standards of data privacy and cybersecurity.

  1. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action taken by regulatory authorities on safety of products / services.

No instances of any such case for FY 2025-26.

  1. Provide the following information relating to data breaches:

a. Number of instances of data breaches

None

b. Percentage of data breaches involving personally identifiable information of customer

Not Applicable

c. Impact, if any, of the data breaches

Not Applicable

Leadership Indicators

  1. Channels / platforms where information on products and services of the entity can be accessed (provide web link, if available).

Product and service information is shared through multiple channels to ensure clear communication and strengthen customer trust and brand visibility.

  • Digital platforms: The corporate website provides detailed product-related information, supported by active engagement through social media channels to connect with a wider audience.
  • Direct engagement: Regular dealer and customer meetings, participation in industry forums, and one-on-one interactions enable effective communication and relationship building.

Corporate Overview
Statutory Reports
Financial Statements

  • Media communication: Press releases and interactions with print and electronic media help disseminate key updates and organizational developments.
  • Internal communication: Employees are kept informed through newsletters, intranet platforms, email communications, presentations, and town hall sessions.

Clear and timely communication is prioritized across all channels, including proactive updates on any potential production risks or service disruptions. Customer feedback and complaints are closely monitored and addressed promptly to enhance service quality and overall customer experience.

  1. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.

Consumer safety is a key priority at GHCL, supported by clear and transparent product communication. All products are accompanied by detailed labelling, including safe handling and usage instructions, to help users manage them responsibly.

Material Safety Data Sheets (MSDS) are also made readily accessible through our website (https://ghcl.co.in/chemicals), providing comprehensive information on product composition, hazards, and safety precautions.

In addition, we comply with REACH regulations, ensuring that our chemical products are thoroughly evaluated to minimize potential risks to human health and the environment. This approach reflects our commitment to responsible product management and environmental stewardship.

  1. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services.

A defined communication protocol is followed to ensure that customers and stakeholders are informed in a timely and transparent manner in case of any service disruptions.

Information is shared through multiple channels, including direct communication via telephone and email, as well as updates on the company website and social media platforms, to keep stakeholders aware of any potential operational risks.

In parallel, a structured complaint management system is in place to record, track, and prioritize customer concerns. This helps minimize any impact on their operations and supports continuity of service through prompt and effective resolution.

  1. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/ Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products / services of the entity, significant locations of operation of the entity or the entity as a whole? (Yes/No)

Yes, GHCL goes beyond regulatory requirements in sharing product-related information, ensuring transparency and informed usage by customers. Safety Data Sheets (SDS), including that for Soda Ash, are readily accessible to provide detailed information on product composition, handling, and safety measures. SDS is available at https://www.ghcl.co.in/wp-content/uploads/2018/12/MSDS_Soda-Ash_01.10.2016.pdf

Customer feedback is systematically captured through a structured Customer Satisfaction Index (CSI) assessment, designed to generate representative and actionable insights. The process follows a defined, system-driven approach:

  • A sample of customers is selected through an automated system, based on segments, sales offices, and customer types
  • Selected customers participate in a digital survey, providing feedback on buying experience, value proposition, and service quality
  • Responses are evaluated using a 10-point rating scale, with performance categorized into promoters, neutral, and dissatisfied segments
  • Insights are analyzed across segments, customer types, and regions to identify trends and improvement areas
  • Focused follow-ups are conducted with neutral and dissatisfied customers, and results are reviewed at the leadership level to drive corrective actions

In addition, a formal system is in place to log and track customer complaints, enabling timely resolution and continuous product enhancement. These efforts support ongoing improvement and reflect a strong focus on meeting and exceeding customer expectations.

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GHCL Limited

Independent Reasonable and Limited Assurance Statement

To,

The Board of Directors

GHCL Limited

GHCL House, B-38

Institutional Area, Sector-1

Noida – 201301 (INDIA)

Sustainability Actions Private Limited (“SAPL”) has been engaged by the management of GHCL Limited (“GHCL” or “the Company”), to undertake an independent assurance engagement of the Company’s Business Responsibility and Sustainability Report (BRSR) Core Matrices (refer to Annexure I) and select other BRSR matrices (Refer to Annexure II) for the Financial Year 2025-26.

Reporting Criteria For Reasonable Assurance Opinion and Limited Assurance Conclusion

Identified Sustainability Information subject to assurance Period subject to assurance Level of assurance Reporting Criteria
BRSR Core Attributes (Refer to Appendix I) From 1st April, 2025 to 31st March, 2026 Reasonable Assurance • Regulation 34(2)(f) of the Securities and Exchange Board of India (SEBI) Listing Obligations and Disclosure Requirements (SEBI LODR)
• Guidance note for BRSR format issued by SEBI
• Greenhouse Gas (GHG) Protocol (A Corporate Accounting and Reporting Standard) (Revised) developed by World Resources Institute (WRI) / World Business Council for Sustainable Development (WBCSD)
• SEBI/HO/CFD/PoD-1/P/CIR/2024/177 dated December 20, 2024 – Industry Standards Note on Reporting of BRSR Core.
Select Sustainability disclosures in the BRSR Report (which are not part of the BRSR Core) (refer Appendix II) From 1st April, 2025 to 31st March, 2026 Limited Assurance • Regulation 34(2)(f) of the Securities and Exchange Board of India (SEBI) Listing Obligations and Disclosure Requirements (SEBI LODR)
• Guidance note for BRSR issued by SEBI

Reasonable Assurance Opinion

Based on our review and procedures followed for a reasonable level of assurance and evidence obtained, we are of the opinion that, the information covered by Reasonable Assurance in the Business Responsibility and Sustainability Report for the FY 25-26 is prepared, in all material respects, in accordance with the Reporting Criteria and the Reporting Boundary as set out in Section A: General Disclosures 13 of the Business Responsibility and Sustainability Report.

Limited Assurance Conclusion

Based on the procedures performed and evidence obtained, nothing has come to our attention to cause us to believe that the information covered by Limited Assurance in the Business Responsibility and Sustainability Report (which are not part of the BRSR Core) relating to


Corporate Overview

Statutory Reports

Financial Statements

the BRSR attributes for the FY25-26, is not prepared, in all material respects, in accordance with the Reporting Criteria and the Reporting Boundary as set out in Section A: General Disclosures 13 of the Business Responsibility and Sustainability Report.

Basis For Opinion and Conclusion

We conducted our engagement in accordance with Standard on Sustainability Assurance Engagements (ISAE - Revised) 3000. As part of our assurance process, a multi-disciplinary team of sustainability and assurance specialists reviewed the disclosures presented within the Report and referenced information. The procedures conducted were based on professional judgement and included inquiries, observation of processes performed, inspection of documents, evaluation of quantification methods and reporting policies, analytical procedures, and reconciliation with underlying records.

We interviewed with selected senior managers responsible for management of disclosures and review of selected evidence to support environmental KPIs and metrics disclosed in the Report. We were free to choose interviewees and interviewed those with overall responsibility of monitoring, data collation and reporting the selected indicators.

Given the circumstances of the engagement, in executing the procedures outlined above, we:

BRSR Core Indicators – Reasonable level of Assurance Rest non-financial disclosures in BRSR – Limited Level of Assurance
Reviewed the disclosures under BRSR Core, encompassing the framework for assurance consisting of a set of Key Performance Indicators (KPIs) under 9 ESG attributes. Reviewed the disclosures under BRSR reporting guidelines. Our focus included general disclosures, management processes, principle wise performance (essential indicators, and leadership indicators) and any other key metrics specified under the reporting framework.
Evaluation of the design and implementation of key systems, processes and controls for collecting, managing and reporting the BRSR Core indicators. Assessment of operational control and reporting boundaries. Seek extensive evidence across all relevant areas, ensuring a detailed examination of BRSR Core indicators. Engaged directly with stakeholders to gather insights and corroborative evidence for each disclosed indicator. The BRSR reporting format used a basis of limited level of assurance. Understanding the key systems, processes and controls for collecting, managing and reporting the non-financial disclosures in BRSR. Collect and evaluate documentary evidence and management representations supporting adherence to the reporting principles. We concentrated our assurance efforts on the issues of high material relevance to the Company's business and its key stakeholders.
The audit team conducted on-site audits for data testing and also, to assess the uniformity in reporting processes and also, quality checks at different locations of the Company. Sites for data testing and reporting system checks were selected based on the percentage contribution each site makes to the reported indicator, complexity of operations at each location (high/low/medium) and reporting system within the organization. The audit team conducted on-site audits for corporate offices and sites. Sample based assessment of site-specific data disclosures was carried out. We were free to choose sites for conducting our assessment.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our reasonable assurance opinion and limited assurance conclusion.

Integrated Annual Report 2025-26


GHCL Limited

Management Responsibilities

The Company's Management is responsible for identification of key aspects, content and presentation of the Business Responsibility and Sustainability Report in accordance with the Criteria mentioned above. This responsibility includes:

  • The design, implementation and maintenance of internal control relevant to the preparation of the Business Responsibility and Sustainability Report and measurement of BRSR Core and other Matrices, which are free from material misstatement, whether due to fraud or error.
  • Selecting or developing suitable criteria for preparing the Assured Sustainability Information and appropriately referring to or describing the criteria;
  • Ensuring compliance with law, regulation or applicable contracts;
  • Making judgements and estimates that are reasonable in the circumstances;
  • Identifying and describing any inherent limitations in the measurement or evaluation of information covered by assurance in accordance with the reporting criteria.

Independence and Quality Control

We are independent from the entity in accordance with the requirements of independence and quality assurance set out in BRSR provisions and professional pronouncements and have fulfilled our additional professional obligations in accordance with these requirements.

Our assurance engagements are based on the assumption that the data and information provided by the company to us as part of our review have been provided in good faith and free from material misstatements. We were not involved in the preparation of any statements or data included in the Report except for Assurance Statement. Our firm applies International Standard on Quality Management and accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements. We apply SQC 1 for quality control in assurance and related services.

Our Responsibility

Our responsibility is to express a reasonable assurance opinion and limited assurance conclusion on the identified sustainability indicators, based on the procedures we have performed and the evidence we have obtained. We conducted our engagement in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000'), and the terms of reference for this engagement as agreed with the Company. Those standards require that we plan and perform our engagement to obtain assurance about whether, in all material respects, the Identified Sustainability Subject Information is presented in accordance with the Criteria, and to issue a report. The nature, timing, and extent of the procedures selected depend on our judgment, including an assessment of the risk of material misstatement, whether due to fraud or error.

Inherent Limitations

We have relied on the information, documents, records, data, and explanations provided to us by the Company for the purpose of our review. The assurance scope excludes:

  • Any disclosure other than those mentioned in the scope section above
  • Data and information outside the defined reporting period
  • Data related to Company's financial performance, strategy and other related linkages expressed in the Report.
  • The reported financial data are based on audited financial statements issued by the Company's statutory auditors which is subject to a separate audit process. We were not involved in the review of financial data from the Annual Report.

Corporate Overview
Statutory Reports
Financial Statements

  • The Company's statements that describe expression of opinion, belief, aspiration, expectation, forward looking statements provided by the Company and assertions related to Intellectual Property Rights and other competitive issues.
  • Mapping of the Report with reporting frameworks other than those mentioned in Reporting Criteria above.
  • While we considered the effectiveness of management's internal controls when determining the nature and extent of our procedures, our assurance engagement was not designed to provide assurance on internal controls.
  • The procedures did not include testing controls or performing procedures relating to checking aggregation or calculation of data within IT systems.

For and behalf of Sustainability Actions Pvt. Ltd.
(CIN - U74999HR2021PTC093811)

Dt:- 5th May'26
Gurugram, India

Saket Sinha
(Director)

Integrated Annual Report 2025-26
205


GHCL Limited

Annexure I – BRSR Core attributes - Reasonable assurance for financial year 2025-26

BRSR Core Indicator Description of Indicator
Section C - Principle 1 - E8 Number of days of accounts payable
Section C - Principle 1 - E9 Concentration of purchases & sales done with trading houses, dealers and related parties Loans and advances & investments with related parties
Section C - Principle 3 - E1(c) Spending on measures towards well-being of employees and workers – cost incurred as a % of total revenue of the company
Section C - Principle 3 - E11 Details of safety related incidents including lost time injury frequency rate, recordable work-related injuries, no. of fatalities
Section C - Principle 5 - E3(b) Gross wages paid to females as % of wages paid
Section C - Principle 5 - E7 Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, including complaints reported, complaints as a % of female employees and complaints upheld
Section C - Principle 6 - E1 Details of total energy consumption (in Joules or multiples) and its intensity
Section C - Principle 6 - E3 Details of water withdrawal by source
Section C - Principle 6 - E3 Details of water consumption and its intensity
Section C - Principle 6 - E4 Details of water discharged by destination and level of treatment
Section C - Principle 6 - E7 Details of greenhouse gas emissions (Scope 1 and Scope 2) and its intensity
Section C - Principle 6 - E7 Details of greenhouse gas emissions (Scope 1 and Scope 2) intensity
Section C - Principle 6 - E9 Details related to waste generated by category of waste
Section C - Principle 6 - E9 Details related to waste recovered through recycling, re-using or other recovery operations
Section C - Principle 6 - E9 Details related to waste disposed by nature of disposal method
Section C - Principle 8 - E4 Input material sourced from following sources as % of total purchases – Directly sourced from MSMEs/ small producers and from within India
Section C - Principle 8 - E5 Job creation in smaller towns
Section C - Principle 9 - E7 Instances involving loss/breach of data of customers as a percentage of total data breaches or cyber security events

Corporate Overview

Statutory Reports

Financial Statements

Appendix II – BRSR attributes (not part of BRSR Core) - Limited assurance for financial year 2025-26

BRSR Indicator Reference Description of Indicator
Section A – 20(a) Employees and workers (including differently abled)
Section A – 20b Differently abled Employees and workers
Section A – 21 Participation/Inclusion/Representation of women in BoD/ KMP
Section A – 22 Turnover rate for permanent employees and workers
Section A – 25 Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct
Section C – Principle 1 – E1 Percentage coverage by training and awareness programmes on any of the Principles during the financial year
Section C – Principle 1 – E6 Details of complaints with regard to conflict of interest
Section C – Principle 1 – L1 Awareness programmes conducted for value chain partners on any of the Principles during the financial year
Section C – Principle 2 – E2 (b) What percentage of inputs were sourced sustainably? (For Calendar Year 2024)
Section C – Principle 2 – L3 Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry)
Section C – Principle 2 – L4 Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed
Section C – Principle 2 – L5 Reclaimed products and their packaging materials (as percentage of products sold) for each product category
Section C – Principle 3 – E1 Details of measures for the well-being of employees and workers
Section C – Principle 3 – E2 Details of retirement benefits, for Current financial year (excluding amounts deducted and deposited with the authority)
Section C – Principle 3 – E5 Return to work and Retention rates of permanent employees and workers that took parental leave
Section C – Principle 3 – E7 Membership of employees and worker in association(s) or Unions recognised by the listed entity
Section C – Principle 3 – E8 Details of training given to employees and workers
Section C – Principle 3 – E9 Details of performance and career development reviews of employees and workers
Section C – Principle 3 – E13 Number of Complaints on working conditions & Health safety made by employees and workers
Section C – Principle 3 – E14 Assessments for the year (Health and safety practices, Working Conditions)
Section C – Principle 3 – L3 Number of employees and workers having suffered high consequence work related injury / ill-health / fatalities, who have been rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment
Section C – Principle 5 – E1 Number of Employees and workers who have been provided training on human rights issues and policies of the entity
Section C – Principle 5 – E2 Details of minimum wages paid to employees and workers
Section C – Principle 5 – E3 Details of remuneration/salary/wages on median remuneration
Section C – Principle 5 – E6 Number of Complaints on (Sexual Harassment, Discrimination at workplace, Child Labour, Forced Labour/ Involuntary Labour, Wages and Other human rights related issues) made by employees and workers
Section C – Principle 5 – E10 Percentage of your plants and offices that were assessed (by entity or statutory authorities or third parties) on Sexual Harassment, Discrimination at workplace, Child Labour, Forced Labour/Involuntary Labour, Wages and Other human rights related issues.
Section C – Principle 6 – E6 Details of air emissions (other than GHG emissions) by the entity
Section C – Principle 6 – L1 Water withdrawal, consumption and discharge in areas of water stress (in kilolitres)
Section C – Principle 8 – E2 Information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity
Section C – Principle 9 – E3 Number of consumer complaints in respect of Data Privacy, Advertising, Cyber-Security, Delivery of essential services, Restrictive Trade Practices, Unfair Trade Practices, Others
Section C – Principle 9 – E4 Details of instances of product recalls on account of safety issues

Integrated Annual Report 2025-26
207


GHCL Limited

Management Discussion And Analysis

DISCLAIMER:

Readers are cautioned that this Management Discussion and Analysis contains forward-looking statements that involve risks and uncertainties. When used in this discussion, the words "anticipate", "believe", "estimate", "intend", "will", and "expected" and other similar expressions as they relate to the Company or its business are intended to identify such forward-looking statements, whether as a result of new information, future events, or otherwise. Actual results, performances or achievements and risks and opportunities could differ materially from those expressed or implied in such forward-looking statements. The important factors that would make a difference to the Company's operations include economic conditions affecting demand supply and price conditions in the domestic and overseas markets, raw material prices, changes in the Governmental regulations, labour negotiations, tax laws and other statutes, economic development within India and the countries within which the Company conducts business and incidental factors. The Company undertakes no obligation to publicly amend, modify or revise any forward-looking statements on the basis of any subsequent developments, information or events. This report is prepared on the basis of public information available on website / report / articles etc. of various institutions. The following discussion and analysis should be read in conjunction with the Company's financial statements included herein and the notes thereto.

MANAGEMENT DISCUSSION AND ANALYSIS

The management of GHCL Limited has reviewed the Company's performance and key business developments for the financial year ended March 31, 2026, and shared its perspective on the road ahead. The outlook reflects the current economic environment and business landscape, though future developments—both domestic and global—across economic, social, and political fronts may influence actual outcomes.

REVIEW OF ECONOMY

Global Economic Overview:

The global economy continued its path of tenuous resilience amid a landscape of divergent growth and persistent geopolitical uncertainty. While the initial shocks of high inflation have largely been absorbed, global real GDP growth is projected to moderate from 3.2% in 2025 to 3.1% in 2026 (as per IMF World Economic Outlook). This small slowdown from 2025 is under the assumption of a limited-scale conflict in the Middle East.

Central bank policies in advanced economies have begun to pivot toward easing as inflation falls, though U.S. inflation remains slightly above target, creating a complex environment for global capital flows.

Energy costs and supply chain stability remain critical focal points. Sustained conflicts in the Middle East have amplified geopolitical risks, intermittently pushing energy prices higher and straining traditional trade routes. In response, the global industrial sector is shifting toward "resilience through diversification," with a heightened focus on regionalizing supply chains and mitigating exposure to volatile logistics costs. Despite these headwinds, the transition to a low-carbon economy continues to provide a structural tailwind for inorganic chemicals, particularly through the surging demand for solar glass and lithium-based energy storage systems.

Indian Economy Overview:

India stands as a beacon of stability, reaffirming its position as the fastest-growing major economy globally. As per First Advance Estimates (FAE) released by the National Statistics Office (NSO), for FY 2025-26, India's Real GDP is estimated to reach ₹201.90 lakh crore, reflecting a robust growth of 7.4%. This momentum is underpinned by a massive infrastructure push (Capex), with government capital expenditure utilization rising significantly to boost gross fixed capital formation.

The "Make in India" initiative has matured into a powerful catalyst for the chemical sector. As per Economic Survey 2025-26, Manufacturing Gross Value Addition (GVA) grew by a staggering 9.13% in Q2 FY 2025-26, supported by targeted Performance Linked Incentive (PLI) schemes and a strategic shift toward medium and high-technology production. For GHCL, this translates into a strengthening domestic market as downstream industries, ranging from solar panel manufacturing to automotive and construction and to localize their supply chains. The intersection of these macro factors has created a unique "push-pull" dynamic for the inorganic chemicals industry.

(1) Infrastructure & Urbanization: India's construction growth directly fuels demand for Flat Glass, a primary consumer of dense soda ash.

(2) Energy Transition: Global and domestic pushes for renewables have made Solar Glass the fastest-growing end-use segment for soda ash, helping offset softness in traditional sectors.

(3) Supply Chain Resilience: Volatile Ocean freights due to West Asian tensions have made domestic sourcing more attractive, allowing established Indian players like GHCL to leverage their proximity to customers and localized raw material security.


GLOBAL SODA ASH INDUSTRY

DEMAND-SUPPLY SCENARIO

Global soda ash capacity is projected to reach approximately 81 million metric tons in 2025, with plants operating at around 90% utilization. Global demand grew to around 72.5 million metric tons, reflecting a year-on-year growth of 1.4% from 71.5 million metric tons in 2024. China witnessed demand growth of 1.2% as growth moderated in 2025 following strong expansion in 2023 and 2024, which was primarily driven by solar glass and electric vehicle production.

Soda Ash is produced through natural and synthetic processes; but their production methods differ significantly, both are chemically identical. Natural soda ash is derived from trona ore and is limited to regions with suitable deposits and often needs to be transported to much longer distances to reach the customer. Synthetic soda ash, while more flexible in terms of production location, is more suitable for geographies where natural soda ash is not available. In recent years, natural soda ash has gained market share, especially where trona resources are available. Soda Ash capacity can be classified as one-third natural and two-third synthetic manufacturing process. Soda ash production capacities are highly concentrated in China, United States, Turkey, and Western Europe. In 2025, the largest exporters of Soda Ash were US, Turkey, China and Bulgaria while largest importer were Mexico and Brazil in South America, and India, Indonesia and Thailand in Asia.

The conflict involving Iran, Israel, and the USA is expected to influence overall demand, supply and pricing dynamics in the coming quarters. This conflict has resulted in increased energy and raw material prices, impacting operational costs worldwide. At the same time, concerns about higher shipping and transport costs are increasing as conflict could hamper traditional trade routes and cause delays. As a result of which, there could be adverse impact in the international trade of soda ash.

China

China is the largest producer and consumer of soda ash globally, with an annual capacity of approximately 40.5 million metric tons, which is almost half of the global soda ash capacity. China has strengthened its soda ash production capacity with the commissioning of the Berun Phase-I natural soda ash facility in Inner Mongolia in early 2024 with a capacity of 5.0 million metric tons. This is likely to be followed by commissioning of Phase-II in 2026, adding an additional 2.8 million metric tons of capacity. China's soda ash production reached approximately 39.8 million metric tons in 2025, marking a year-on-year growth of 3.1%.

China's domestic consumption increased by 1.1% to reach 37.6 million metric tons, driven mainly by growth in the electric vehicle and detergent sectors. However, overall demand moderated compared with the strong expansion of the previous two years. In 2025, demand from the solar glass and flat glass sectors fell by about 8.7% and 2.5% respectively, while detergent consumption rose by 3.1% and EV production rose by 26.4%. The housing market continued to show signs of weakness. Exports surged by 80% to 2.19 million metric tons, as producers sought international markets to offset softer domestic demand.

US

The United States has installed soda ash capacity of about 14.0 million metric tons in 2025, with average operating rates of 81%. During the fourth quarter of 2025, Solvay completed a soda ash expansion at its Green River, Wyoming facility; however, this capacity has not yet been brought into operation. Searles Valley Minerals (SVM) shut down its 1.4 MMT soda ash plant in California in the first quarter of 2026. Total production during the year reached 11.3 million metric tons, representing 3% decrease year-on-year. Domestic Consumption was 4.45 MMT, a 2% year-on-year increase. Export volumes declined by 8%, with South America accounting for 34% and Southeast Asia accounting for 28% as the key destinations. In contrast, shipments to the Asia-Pacific region particularly China, Malaysia, and Vietnam fell by 26%.

Growing applications of soda ash in the glass industry represent one of the major growth drivers. Besides this, due to the implementation of stringent regulations by the government regarding industrial water, soda ash is utilized in wastewater treatment to improve the alkalinity of lakes and control the pH of water. Countries in South America have significant reserves of lithium, which has potential with growing demand for lithium carbonate in recent years due to the growing demand for electric vehicles, solar energy, and consumer electronics globally. This has, in turn, led to a growing demand for soda ash, which is used as a raw material in the production of lithium carbonate.

EU

The European soda ash market remained subdued in 2025, impacted by elevated natural gas prices, carbon surcharges, and weaker demand from the container glass and detergent sectors. Average operating rates in Western Europe stood at approximately 87%. Regional production declined by 3%, while domestic demand slipped slightly, easing between 0.5% to 1%. In Russia and the CIS region, production volumes remained significantly low due to geopolitical situation.


AMEL

GHCL Limited

Management Discussion And Analysis

Within Europe, Turkey is strengthening its position due to availability of natural soda ash and access to cheaper energy, which is exerting pressure on the synthetic soda ash producers in rest of the Europe. This has resulted in closure of a soda ash plant with capacity of 0.4 MMT at Lostock, UK in January 2025, followed by the shutdown of a 0.6 million MT per annum facility in Poland in July 2025.

Outlook:

Going forward, it is expected that Soda Ash markets will grow at around 2.25%-2.50% until 2031. Every year, the end-user industry will require an additional 2 MMT of soda ash per annum. This growth is expected to be driven by increasing demand from environment-linked sectors, such as Solar Glass, Lithium Carbonate, and Sodium Bicarbonate. The United States remains the world's largest exporter of Soda Ash, followed by Turkey and China. However, China maintains its position as the world's leading producer.

INDIAN SCENARIO

India is one of the fastest-growing economies in the world. It is expected to be the world's third-largest consumer of soda ash. The Indian Soda Ash market constitutes of two varieties - Light and Dense grade. Soda ash is mainly used in detergent, chemical and glass industry among others. Almost all the major industry players are in the state of Gujarat due to the closeness and ready availability of the main raw materials, namely limestone and salt and access to ports.

Total installed capacity stood at 4.85 million MT, with production estimated at 3.92 million MT. Domestic soda ash production increased by about 3% in FY 2024-25, supported by capacity expansions and stronger demand. Currently, imports account for nearly 20% of country's soda ash demand. Imports fell by 6% to 0.91 million metric tons, compared with 0.96 million metric tons previously. Exports recorded a decline of 35%, from 0.30 million metric tons to 0.19 million metric tons, as producers focused on meeting the growing domestic market.

Historically, the domestic soda ash industry has recorded long-term annual growth of approximately 5%. Looking ahead, demand is forecast to grow at 6-7% annually through 2031, driven by ESG-linked applications such as solar glass and flue gas treatment, alongside stable demand from traditional segments including flat and container glass, soaps and detergents, and other chemical products. This trajectory is supported by demographic and structural factors such as rising population, rapid urbanization, increasing disposable incomes, and rising rural spending resulting in increased demand across industrial products, housing, transportation, consumer goods, processed foods, and beverages.

Geopolitical developments, particularly the conflict between US and Iran in the Western Asia region, could adversely impact the import volumes owing to elevated sea freight costs, thereby boosting domestic sales in the short run. Conflict hampers some traditional trade routes and/or cause shipping delays. On the other hand, the conflict has increased the raw material and energy costs and compress margins, while dampening demand in certain markets. As a result, the industry's profitability is anticipated to remain under pressure unless global demand strengthens materially.

GHCL SODA ASH BUSINESS

GHCL's Soda ash manufacturing facility is located at Sutrapada, Gujarat. GHCL is one of the India's leading producers and has an annual production capacity of 1.2 million MT per annum of Soda Ash (Anhydrous Sodium Carbonate) and 0.12 MMT per annum of Sodium Bicarbonate (Sodium Hydrogen Carbonate).

GHCL caters to almost 26 percent of the country's annual domestic soda ash demand. We have embarked on this remarkable journey from a 17 percent market share in FY 2005. GHCL shares highly successful client relationships and is the preferred supplier to all major soda ash consumers including the leading FMCG and glass producers in India.

GHCL has enjoyed competitive advantage due to the following factors:

  • Efficiencies that come with scale, as the largest single site producer
  • Oversight of professional management, that has experience of over 3 decades in the field
  • Culture of innovation driving operational efficiency
  • Driving excellence across the value chain - right from procurement and production to marketing, and distribution.
  • Backward integration into key raw materials with strategic control over fuel
  • Accent on operating excellence with best-in-class productivity and rates of utilization

Customer centricity backed by high level of serviceability with On-Time-In-Full (OTIF) tracking

Resultantly the Company has placed higher on cost and margin leadership consistently, where every cost and price parameter impacts performance. We drive business forwards through innovation. There are several instances of interventions at the manufacturing and process level that have shown benefits


including, energy efficient sodium bicarbonate plant, chiller integration, enhanced tower efficiency.

At GHCL, sustainability is embedded in our long-term strategy, shaping how we innovate, operate, and create value. Our commitment goes beyond compliance as we are actively driving the transition towards cleaner and more efficient manufacturing. We are continuously investing in cleaner technologies, reducing carbon emissions, and optimizing our processes to minimize environmental impact. Several initiatives have been implemented to enhance energy efficiency, air quality, and resource conservation. We are co-firing biomass in boilers and integrating renewable sources to drive sustainable manufacturing. We have deployed 40-tonne electric trucks for material transportation, marking a shift towards greener logistics. Additionally, electric cars, two-wheelers, and CNG buses are being introduced for daily transport within our plants. These initiatives are not just reducing our carbon footprint but also promoting a cleaner and healthier working environment. Our goal is to achieve 30% reduction in Scope 1 and Scope 2 emission intensity by FY2029-30 against FY2021-22 baseline and also 30% reduction in Scope 3 emission intensity by FY2029-30 against FY2021-22 baseline. Further, internal carbon pricing mechanisms are guiding us towards smarter, eco-friendly procurement and operational decisions.

We are working on various expansion initiatives to achieve substantial growth as well as to diversify the product basket. Our new product diversification projects, Vacuum Salt and Bromine projects, and nearing completion and will be commissioned soon in FY 2026-27.

Our fundamental objective is to embrace long-term, sustainable business agenda based on simple business techniques. As an established player in the market, we understand the expectations of our key stakeholders. Over the years, we have been diligently observing, evaluating, and strengthening our sustainability targets.

OPPORTUNITY AND CONCERNS

The soda ash industry is expected to witness a steady growth trajectory over the coming years, supported by stable demand from traditional end-use sectors such as detergents, container glass and chemicals, along with increasing consumption from emerging applications. Rising demand from solar glass and the evolving electric vehicle ecosystem is creating new opportunities, including the use of soda ash in battery manufacturing and lithium extraction processes at a global level.

In India, demand is likely to be further supported by upcoming solar glass capacity additions and favourable government initiatives, including production-linked incentives and anti-dumping measures on imports. Rapid urbanization is expected to drive higher consumption of construction materials and detergents, while expanding water treatment and food processing infrastructure will continue to diversify demand beyond conventional segments. Domestic manufacturers are also well positioned to capitalize on planned capacity expansions and the opportunity to substitute imports, given that a notable portion of domestic demand is still met through overseas supply.

Global soda ash markets continue to remain well supplied due to ongoing geopolitical uncertainties and subdued consumer sentiment in Western economies. This has resulted in surplus inventories, which are increasingly being exported to other regions, including Asian markets. Consequently, the Indian industry is facing intensified competition from the influx of lower priced imports, putting pressure on domestic manufacturers.

Additionally, recent geopolitical tensions involving the United States and Iran may lead to volatility in freight and input costs, thereby impacting margins. The prevailing global supply demand imbalance, along with rising energy and environmental compliance costs, particularly for producers dependent on energy intensive processes, continues to challenge the sector's ability to sustain profitability.

GHCL CONSUMER PRODUCTS BUSINESS

GHCL's consumer product business comprises of salt portfolio, which serves both the industrial and consumer markets. The business has salt harvesting works at Vedaranyam, Tamil Nadu and the refinery for edible salt manufacturing is at Chennai, Tamil Nadu. Industrial salt is known for its quality and maintains strong demand from the regional caustic soda manufacturers. GHCL Consumer Products business remains committed to delivering high-quality products catering to regional user demand. The strategic focus remains on enhancing the presence, optimizing supply chains, and reinforcing quality standards to meet the dynamic needs of both industrial and retail consumers.

COMPANY PERFORMANCE HIGHLIGHTS

Revenue for the financial year ended 31^{st} March 2026 is ₹ 3144 Crore as against ₹ 3273 Crore for the previous Financial Year ended 31^{st} March 2025.Profit before financial expenses and depreciation for the financial year ended 31^{st} March 2026 is ₹ 769 Crore as compared to ₹ 965 Crore for the previous Financial Year ended 31^{st} March 2025.PBT (Profit Before Tax) for the financial year ended 31^{st} March, 2026 is at ₹ 649 Crore against ₹ 838 Crore for the previous Financial Year ended 31^{st} March 2025.


GHCL Limited

Management Discussion And Analysis

DETAILS OF SIGNIFICANT CHANGES IN THE KEY FINANCIAL RATIOS & RETURN ON NET WORTH

As per the Schedule V to the Listing Regulations read with Regulation 34(3) of the Listing Regulations, details of significant changes (i.e. change of 25% or more as compared to the immediately previous financial year) in Key Financial Ratios and any changes in Return on Net Worth of the Company including explanations therefor have been provided in note no. 45 to the financial statements.

Internal Controls and Risk Management

GHCL Limited continues to operate with a strong and well-structured internal control system that supports all areas of its business. This framework remains consistent with the previous year, ensuring operational efficiency, safeguarding of assets, accurate and transparent financial reporting, and compliance with applicable laws and regulations.

To maintain the integrity of our processes, the Company has established detailed management information systems, robust corporate policies, and clearly defined roles and responsibilities across departments. Qualified and experienced personnel oversee our internal processes, helping to prevent any unauthorized use of assets or misstatement of transactions.

To further strengthen oversight, GHCL engages reputed independent internal audit firms to conduct regular audits across business locations. The Audit & Compliance Committee of the Board closely monitors these reports, reviews statutory compliances, and ensures timely corrective actions are taken wherever required. The committee meets periodically to review findings from internal auditors and discuss action taken reports with the management.

In line with global standards, our statutory audit continues to be conducted by a globally recognized Big 4 firm. Additionally, a compliance management tool is in place to help monitor and ensure timely adherence to all legal, financial, environmental, labour, and safety regulations.

Risk management is embedded into GHCL's culture and day-to-day operations. The Risk & Sustainability Committee, constituted as per Regulation 21 of the SEBI Listing Regulations, oversees our enterprise risk framework. Internal Audit and Risk Management functions work in tandem to identify, assess, and manage key risks—both financial and non-financial. Risks are monitored regularly and control measures are tailored based on their severity and likelihood.

GHCL adopts a proactive, de-risked approach to growth, ensuring that new investments are thoroughly assessed from a risk perspective. Our structured risk management system enables the Company to respond to emerging challenges while continuing to protect stakeholder value.

Further details on key business risks and mitigation strategies are provided in the "Risks and Opportunities" section of this report.

Human Capital Management

GHCL Limited positions human capital as the primary architect of sustainable value creation and a strategic enabler of operational excellence. Aligned with the Business Responsibility and Sustainability Reporting (BRSR) framework and the "GHCL 2.0 – Excellence through Innovation" vision, the Company has transitioned from traditional personnel management to a strategic, digitally enabled human capital ecosystem. This progressive, people-centric approach is focused on building an inclusive, future-ready workforce aligned with global sustainability frameworks and industry benchmarks. For the tenth consecutive year, GHCL's commitment to a high-trust, high-performance culture has been validated by its Great Place to Work® Certification, further distinguished by a ranking among the Top 50 Great Places to Work in Manufacturing.

Strategic Human Capital Philosophy

GHCL's human capital framework is driven by four core pillars: Talent Management, Capability Development, Employee Engagement, and Harmonious Industrial Relations ensuring a balanced focus on performance, people well-being, and organisational resilience. The Company continues to embed a values-driven, digitally enabled, and learning-oriented culture, reinforcing its position as an employer of choice, as reflected in its sustained "Great Place to Work" recognition and consistent improvement with our Culture Audit® score ascending to 3.8/5.0. This evolution reflects a profound strengthening of the psychological contract between the organization and its employees across five critical dimensions. Sustaining a culture where leadership effectiveness is measured by integrity and open communication and Institutionalizing core values that harmonize business objectives with ethical responsibility, ensuring GHCL remains a purpose-led entity and Values-Driven Conduct.


Workforce Composition & Diversity

GHCL remains committed to enhancing workforce diversity, with a structured roadmap to improve gender representation from the current level of 3.64% women participation. The organisation has defined short-, medium-, and long-term diversity targets, supported by inclusive hiring practices, leadership opportunities for women, and family-friendly policies such as maternity benefits, flexible work arrangements, and childcare support. Focused on identifying Critical Positions (top 15%) and establishing a rigorous Succession Planning Framework to mitigate leadership risks, prioritizing internal talent for 25-30% of leadership roles, fostering a culture of growth and multi-generational career progression.

Talent Development & Capability Building

A strong emphasis is placed on building a future ready workforce through structured learning interventions and capability enhancement initiatives: Shopfloor Skill Development: Targeted training programs and skill assessment initiatives for workmen, with structured modules and scalability roadmap, Early Talent Pipeline: Institutionalised internship (~60 interns annually) and apprenticeship (~65 apprentices) programs, including participation in national schemes, to strengthen talent supply, Leadership & Mentorship: Formal coaching and mentoring frameworks for GET/MT/DET employees, fostering accelerated development and cross-functional exposure and Knowledge Management (KSS): A structured Knowledge Sharing System that ensures institutional wisdom is digitized and accessible, promoting a continuous learning culture.

Employee Engagement & Well-being

GHCL promotes a holistic employee experience through Following the model of comprehensive care, GHCL's 6 Pillars of Well-being address the employee as a whole individual with implements the Structured Engagement Calendar covering physical, mental, social, and cultural dimensions, Robust Feedback Mechanisms including GPTW and internal surveys, enabling data-driven HR interventions, Recreational & Community Platforms such as Officers' Club initiatives to strengthen belongingness, Comprehensive Health & Wellness Programs encompassing preventive healthcare, counselling support, and financial well-being. Our strategic partnership with Loop Health provides 24x7 digital access to primary care and mental health therapy and T Women Connect program targeted initiatives to enhance gender diversity, providing a supportive ecosystem for women to thrive in manufacturing roles.

Performance, Rewards & Recognition:

The Company has institutionalised a multi-tiered Rewards & Recognition framework, including, Digital recognition platform (GEMS), Production-linked incentive schemes, Long-service and performance excellence awards. These initiatives reinforce a high-performance culture while enhancing employee motivation and retention.

Governance, Ethics & Social Accountability

GHCL has initiated the SA8000 Social Accountability certification journey, demonstrating its commitment to ethical labour practices, human rights, and workplace standards. This includes gap assessments, expert consultations, and employee awareness programs to strengthen governance frameworks.

Industrial Relations & Statutory Excellence,

GHCL maintains a benchmark of Harmonious Industrial Relations, characterized by zero man-day losses due to labor unrest, 100% adherence to evolving Labour Codes, monitored through real-time digital dashboards with the partnering to Deloitte.

GHCL's Human Capital strategy is not merely a support function but a strategic differentiator. By integrating HR Digitalization with a People-First Compassion, we are building a resilient, future-proof organization that delivers long-term value to all stakeholders while championing the United Nations Sustainable Development Goals (SDGs). Going forward, GHCL will continue to strengthen its human capital ecosystem by focusing on Enhancing diversity and inclusion outcomes, scaling digital and future skills capabilities, strengthening leadership pipelines, Deepening employee engagement through data-driven insights, Aligning human capital strategies with ESG and Sustainable Development Goals (SDGs). Through these initiatives, GHCL reaffirms its commitment to nurturing a resilient, inclusive, and high-performing workforce that drives sustainable value creation for all stakeholders.

As of March 31, 2026, GHCL employed 3439 individuals across all categories. For more insights into our people-first initiatives and employee development efforts, refer to the ‘Human Capital' section on pages 84 to 103 of this report.


GHCL Limited

Management Discussion And Analysis

CSR Initiatives

At GHCL Limited, we continue to believe that the true measure of our success lies not only in business performance but in the positive impact we create for the communities around us. From the very beginning, we have been committed to contributing to the holistic development of society, especially in the regions where we operate.

Over the past few years, our efforts have been more focused and purposeful. We've continued to expand our CSR footprint across our operational geographies, with a clear goal of building stronger, more meaningful relationships with local communities. These efforts help us earn and uphold our "social license to operate," while ensuring that we remain aligned with the expectations and aspirations of the people we serve.

Our dedicated CSR initiatives are thoughtfully designed and systematically implemented in partnership with our NGO collaborators and the GHCL Foundation Trust. Together, we strive to create programs that are both impactful and sustainable.

For a deeper understanding of our ongoing work in community development, please refer to the 'Social & Relationship Capital' section on pages 104 to 114 of this report.

214


Corporate Overview
Statutory Reports
Financial Statements

Corporate Governance

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026

(as required under SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015)

1. Company's Commitment to Corporate Governance Excellence:

At GHCL, corporate governance is the foundation of our business, built on integrity, fairness, transparency, and accountability. We believe that sustainable growth and long-term success come from responsible decision-making, ethical conduct, and prudent management of resources. Our approach ensures that we create lasting value for all stakeholders while maintaining the highest standards of trust and reliability.

We are dedicated to strengthening our governance framework to enhance stakeholder confidence and ensure a high return on investment. Transparency and accountability are at the core of our operations, and every decision we make reflects our commitment to ethical business practices.

To maintain strong governance, we have established a comprehensive set of policies that address key aspects of corporate oversight. These include a code of conduct for the Board and senior management, policies on board diversity, materiality, succession planning, risk management, whistle-blower protection, and business responsibility and sustainability policy. These policies guide our actions and ensure that governance remains a key priority. All policies are publicly accessible on our official website, reinforcing our commitment to open and responsible corporate practices.

We also adhere to strict disclosure norms to prevent any misuse of unpublished price-sensitive information. Our code of conduct under the SEBI (Prohibition of Insider Trading) Regulations, 2015, ensures compliance and protects market integrity.

Corporate governance at GHCL is an ongoing effort. We continuously evaluate and refine our processes to align with evolving best practices, ensuring that we remain a leader in responsible business conduct. Through continuous improvement, we aim to set new standards for ethical and transparent corporate management.

2. Board of Directors: Leading with Integrity and Responsibility

At GHCL, governance is more than a compliance requirement and it is a fundamental principle that guides our decisions and shapes our long-term success. The Board of Directors plays a vital role in maintaining ethical and responsible business practices, ensuring that the Company operates with integrity and in the best interests of all stakeholders. With a diverse mix of expertise, the Board provides leadership that reflects professionalism, independence, and a strong sense of accountability.

In accordance with Regulation 17 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (hereinafter referred to as Listing Regulations), and other applicable laws, the Board carries out a wide range of governance responsibilities that contribute to the strength and stability of the organization.

The Board fosters a culture where integrity and ethical conduct are embedded at every level. Decisions are made with a long-term perspective, aligning business objectives with stakeholder expectations while managing risks effectively. Oversight mechanisms ensure compliance with policies, laws, and regulations, supported by strong internal controls that safeguard the Company's interests.

Engagement with stakeholders is a key priority, with the Board actively considering the views of shareholders, employees, customers, suppliers, and the community. Their insights contribute to decision-making that reflects a well-rounded understanding of the business environment.

Maintaining full compliance with legal and regulatory frameworks is essential to the Company's operations. The Board ensures that all governance practices adhere to the highest standards, reinforcing trust and confidence among stakeholders.

Beyond its regulatory role, the Board remains dedicated to promoting ethical leadership and responsible growth. The Board strengthens GHCL's foundation for sustainable success by ensuring transparency, making well-informed decisions, and considering the broader impact of its actions.

2.1. Role & Responsibilities: Driving Sustainable Business Practices

The Board of Directors at GHCL plays a critical role in integrating corporate social responsibility (CSR) and sustainability into the Company's core strategy. Beyond its primary governance functions, the Board focuses on key areas that ensure long-term value creation while maintaining ethical and responsible business practices.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

Risk management remains a priority, with the Board overseeing systems designed to identify, assess, and mitigate potential risks, including those related to environmental and social impact. This proactive approach helps safeguard the Company's reputation and ensures compliance with legal and regulatory requirements.

Sustainability standards are embedded in business operations, with clear guidelines in place to minimize environmental impact and promote responsible resource management. Defined targets help track progress, drive efficiency, and reinforce GHCL's commitment to continuous improvement in sustainable practices.

CSR strategies are carefully designed to align with the Company's values and long-term business goals. The Board plays an active role in setting priorities, allocating resources, and ensuring that CSR programs deliver meaningful impact to communities while complementing GHCL's growth objectives.

A structured approach to compliance ensures that all CSR initiatives adhere to regulatory requirements and commitments. Transparent reporting and accurate disclosures remain central to governance, reinforcing the Company's focus on accountability and ethical conduct.

The Board remains fully committed to promoting a culture of responsibility, ensuring that business decisions reflect sustainability principles while balancing the interests of all stakeholders.

2.2. Board Composition and Governance excellence: As of March 31, 2026, the Board of GHCL Limited represents a well-balanced mix of executive and non-executive directors, reflecting the Company's strong commitment to corporate governance and strategic leadership. With a total of eight directors, the Board ensures diverse expertise, independent oversight, and effective decision-making.

The Board is chaired by Mr. Anurag Dalmia, a non-executive promoter director, and includes independent directors, executive directors, and promoter representation. This composition aligns with the requirements of Regulation 17 of the Listing Regulations, ensuring that at least half of the Board consists of independent directors where the Chairman is a promoter:

BOARD COMPOSITION AS OF MARCH 31, 2026
Category Name of Directors No. of Directors % of the total number of Directors
Promoter Directors Mr. Anurag Dalmia – Non-Executive Chairman 2 25%
Mr. Neelabh Dalmia – Executive Director (Growth & Diversification Projects)
Independent Directors Dr. Manoj Vaish 4 50%
Mrs. Vijaylaxmi Joshi (Ex-IAS)
Justice Ravindra Singh (Retd.)
Mr. Arun Kumar Jain (Ex-IRS)
Managing Director / Executive Director Mr. Ravi Shanker Jalan – Managing Director 2 25%
Mr. Raman Chopra – CFO & Executive Director (Finance)
TOTAL NO. OF DIRECTORS 8 100%

The Board comprises 4 Independent Directors and 4 Non-Independent Directors (comprising 2 Promoter Directors and 2 Executive Directors / Managing Director) reflecting full compliances with Regulation 17 (1) of the Listing Regulations.

Role of Non-Executive Directors: Non-executive directors, especially independent members, play a critical role in ensuring balanced decision-making and ethical corporate practices. Their broad industry experience and independent perspectives contribute significantly to strategic planning,

performance evaluation, and risk management. Their insights help in enhancing governance, ensuring that all decisions align with shareholder and stakeholder interests.

Diverse Expertise for Effective Governance: The Board benefits from a wide range of business, legal, financial, and regulatory expertise, ensuring that GHCL operates with sound governance principles. GHCL upholds transparency, accountability, and stakeholder value creation by ensuring a diverse and independent Board, reinforcing its commitment to sustainable and ethical business growth.


Corporate Overview

Statutory Reports

Financial Statements

2.3. Board Meetings: Structured Governance for Informed Decision-Making: The Board of Directors of GHCL Limited follows a well-defined framework to ensure structured, transparent, and effective governance. Meetings are conducted at regular intervals with a predefined agenda, allowing for comprehensive discussions on strategic, operational, and financial matters. Key areas of focus include financial statements, budgets, significant contracts, and long-term business strategies.

All recommendations made by the Audit & Compliance Committee and other Board Committees were duly accepted by the Board during the financial year 2025-26. There were no instances where the Board did not accept a committee's recommendation, reflecting alignment and consistency in governance practices.

Key Aspects of Board Meetings:

The Board reserves decision-making authority for critical business matters, including financial statement approvals, budget reviews, capital investments, business restructuring, and debt management. This ensures that key strategic decisions remain under direct Board oversight.

To enhance efficiency, the Board delegates authority to specialized Committees, including Banking & Operations, Stakeholders Relationship, Nomination & Remuneration, Audit & Compliance, CSR, and Risk & Sustainability Committees. These Committees provide focused oversight, ensuring key governance aspects are addressed effectively.

Meeting materials are circulated well in advance, allowing directors to review agenda items thoroughly. The Chairman ensures that all members receive adequate briefings on important matters before discussions take place.

For urgent or confidential matters, the Board may convene emergency meetings at short notice while ensuring compliance with statutory requirements. When necessary, video conferencing facilities enable seamless remote participation, ensuring uninterrupted governance. During FY 2025-26, no such emergency meeting was held.

Board meetings also include a compliance review, covering applicable laws and the Code of Conduct for Board Members and Senior Management. This structured approach ensures that governance remains aligned with regulatory requirements and ethical standards.

The Board evaluates its own performance annually, setting clear objectives and assessing governance effectiveness. This practice reinforces accountability and ensures that decisions contribute to long-term stakeholder value.

Meetings are scheduled well in advance, with agendas and supporting materials shared at least seven days before the meeting. GHCL's structured and transparent approach to Board meetings ensures informed decision-making, enhances efficiency, and fosters active participation. This reinforces the Company's commitment to governance excellence, corporate integrity, and accountability.

2.4. Board Oversight and Information Presentation: The Board of Directors serves as the apex governing body of the Company, representing shareholders' interests and overseeing strategic direction, performance, and governance on behalf of all stakeholders.

The Board enjoys access to comprehensive and timely information crucial for informed decision-making. Management is committed to providing the Board with all necessary data, ensuring transparency and accountability. Upholding the Corporate Governance Philosophy, the Board operates in the Company's best interests and those of its stakeholders.

Key Matters Presented to the Board:

Strategic Matters:

  • Review and guidance of corporate strategy
  • Oversight of corporate restructuring, mergers, demergers
  • Details on acquisitions, joint ventures, collaborations
  • Business growth and diversification roadmap
  • Risk identification and mitigation strategies
  • Projects related to renewable energy and sustainability
  • Talent identification and succession planning

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

Operational Matters:

  • Annual operating plans and capital budgets
  • Regular business/function updates
  • Appointment and remuneration of key personnel
  • Material sales of investments, subsidiaries, assets
  • Significant developments in human resources/ industrial relations
  • Talent identification and succession planning

Finance Matters:

  • Quarterly/Annual financial statements
  • Transactions involving substantial payments
  • Material defaults, if any, in financial obligations
  • Foreign exchange exposures and treasury management
  • Business financing and credit rating

Governance and Compliance Matters:

  • Notices, penalties, or demands, if any from authorities
  • Accidents, occurrences, or environmental issues
  • Corporate social responsibility initiatives
  • Appointment of auditors and compliance officers
  • Related party transactions and subsidiary funding
  • Compliance certificates and regulatory non-compliances
  • Oversight of sustainability efforts
  • Minutes, resolutions, and director disclosures
  • Performance evaluation of the Board, committees, and directors

Through deliberations on these matters, the Board ensures effective governance, regulatory compliance, and strategic alignment with the Company's objectives and stakeholder expectations.

2.5. Post-Meeting follow up, Review and Reporting: GHCL has established a structured and efficient mechanism to ensure that decisions made by the Board and its Committees are implemented in a timely and effective manner. The Company Secretary plays a key role in facilitating this process by ensuring that Board resolutions and directives are communicated promptly to relevant business units and departments, enabling swift execution.

During the financial year ending March 31, 2026, the Board convened four meetings on May 08, 2025, July 31, 2025, November 01, 2025, and January 29, 2026. These meetings were conducted in person or through Video Conferencing (VC) and Other Audio-Visual Means (OAVM) to ensure maximum participation and compliance with regulatory provisions.

In strict adherence to Regulation 17 of the Listing Regulations and the Companies Act, 2013, which mandate that the gap between any two consecutive Board Meetings should not exceed 120 days, the Company ensured full compliance with this requirement.

It is noteworthy that all directors attended each Board Meeting and the Annual General Meeting (AGM) held during the financial year, demonstrating their dedication and active participation in the Company's governance processes.


Corporate Overview

Statutory Reports

Financial Statements

A detailed record of Director attendance at Board Meetings during the financial year ended March 31, 2026, is provided below.

Sl. No. Name Date of Board Meeting & Attendance AGM Attendance (July 24, 2025)
May 08, 2025 July 31, 2025 November 01, 2025 January 29, 2026
1 Mr. Anurag Dalmia
2 Dr. Manoj Vaish
3 Mrs. Vijaylaxmi Joshi (Ex-IAS)
4 Justice Ravindra Singh (Retd.)
5 Mr. Arun Kumar Jain (Ex-IRS)
6 Mr. Ravi Shanker Jalan
7 Mr. Raman Chopra
8 Mr. Neelabh Dalmia

Yes - ✓

Note: 1. Mr. Raman Chopra, a director retiring by rotation, is eligible for re-appointment. All relevant details, as required under Regulation 36(3) of the Listing Regulations and applicable Secretarial Standards (SS-2), have been provided in the Notice of the Annual General Meeting (AGM).

  1. AGM attendance column refers to the 42nd AGM held on July 24, 2025 (for FY 2024-25). The 43rd AGM for FY 2025-26, is scheduled on June 25, 2026.

Adherence to Regulatory requirements: The Board of Directors of GHCL Limited ensures full compliance with regulatory guidelines concerning their directorship positions and committee memberships in other public limited and equity-listed companies. None of the Directors, including alternate directors, hold directorships in more than 10 public limited companies or serve as directors in more than 7 equity-listed companies. For Independent Directors, this limit is 7 equity-listed companies or 3 equity-listed companies if they hold a Whole-time Director or Managing Director position in any listed company.

A brief profile of the Directors, prepared in line with the requirements of the Listing Regulations and the Companies Act, 2013, is available separately and can be accessed on the Company's website at given link: https://ghcl.co.in/leadership.

Additionally, Directors on the Board of GHCL Limited adhere to the prescribed limits under Regulation 26(1) of the Listing Regulations. None of the Directors hold membership in more than 10 committees or serve as Chairpersons in more than 5 committees across all listed companies where they hold directorships.

Among the members of the Board, Mr. Anurag Dalmia, Non-Executive Chairman, and Mr. Neelabh Dalmia, Executive Director (Growth & Diversification Projects), are related to each other, with Mr. Neelabh Dalmia being the son of Mr. Anurag Dalmia. Except for this relationship, none of the other Directors are related to each other.

In order to maintain the highest standards of governance and avoid any potential conflict of interest, Mr. Anurag Dalmia does not participate in discussions or decision-making at the Board or Committee level in matters specifically relating to Mr. Neelabh Dalmia.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

All required disclosures regarding directorship positions, committee memberships, and shareholding details of the Directors as of March 31, 2026, have been duly made and are outlined below:

Sl. No. Name of the Director Director Identification Number (DIN) No. of Directorship in other Indian Public Limited Companies* No. of committee positions held as Chairman in other Public Companies** No. of Committee positions held as Member in other Public Companies** No. of Equity Shares of GHCL Limited held by the Director Name of other Companies and Category of Directorship
1 Mr. Anurag Dalmia 00120710 1 - - 125225 in Individual Account and 585124 in HUF Account GHCL Textiles Limited (Non Executive Director w.e.f. April 1, 2024)
2 Dr. Manoj Vaish 00157082 1 - - - 1. Mirae Asset Trustee Company Private Ltd w.e.f. September 26, 2019
2. Arvia Capitals Advisors Private Limited w.e.f. December 24, 2025
3. Sadbhav Futuretech Limited w.e.f July 21, 2025
3 Mrs. Vijaylaxmi Joshi 00032055 2 1 3 - 1. Adani Enterprises Ltd. w.e.f December 2, 2016
2. HDFC Securities Limited w.e.f. October 7, 2024
4 Justice Ravindra Singh (Retd.) 08344852 1 - - - Inductus Limited w.e.f. July 25, 2024)
5 Mr. Arun Kumar Jain 07563704 2 - 2 - 1. India Pesticides Limited w.e.f. January 23, 2026
2. Share India Securities Limited w.e.f. March 5, 2026
3. M. R. Technofin Consultants Private Limited w.e.f March 17, 2017
6 Mr. Ravi Shanker Jalan 00121260 1 - 1 4,50,300 1. GHCL Textiles Limited (NED) w.e.f June 17, 2020
2. Sachin Tradex Pvt. Ltd. July 31, 2006
3. India Hostels Pvt. Ltd. w.e.f. October 21, 2013
7 Mr. Raman Chopra 00954190 1 - 1 2,06,000 GHCL Textiles Limited (NED) w.e.f June 17, 2020
8 Mr. Neelabh Dalmia 00121760 1 - 1 1,25,401 GHCL Textiles Limited (NED) w.e.f June 17, 2020

Corporate Overview

Statutory Reports

Financial Statements

  • Regulatory Compliance Clarification: The restrictions on the number of directorships and committee positions, as outlined in Regulation 26 of the Listing Regulations, do not apply to private limited companies, foreign companies, high-value debt-listed entities, or companies registered under Section 8 of the Companies Act, 2013. The disclosures provided are in full compliance with Regulation 26 of the Listing Regulations.

When evaluating committee roles, only chairmanship and membership in the Audit & Compliance Committee and the Stakeholders' Relationship Committee have been considered. This ensures a focused assessment in line with regulatory standards and supports transparent reporting of directorships and committee memberships. Details of listed companies and the directorship categories held by the Directors are included in their respective profiles.

For the financial year ending March 31, 2026, GHCL Limited has conducted its affairs with a strong emphasis on transparency and regulatory compliance. The Company has not engaged in any significant transactions with its Non-Executive Directors, except for related-party transactions disclosed in the annual report, which were carried out in the ordinary course of business.

To maintain compliance with regulatory requirements, Independent Directors have provided declarations affirming their independence and confirming their ability to perform duties with objectivity and impartiality. This aligns with Section 149(6) of the Companies Act, 2013, Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, and Regulation 16(1)(b) & 25(8) of the Listing Regulations. Also, as per Para C of Schedule V to the Listing Regulations, we would like to confirm that in the opinion of the Board, all the independent directors of the Company fulfill the conditions specified in these regulations and are independent of the management.

The Audit & Compliance Committee has thoroughly reviewed the Company's financial statements, ensuring accuracy and adherence to applicable accounting and regulatory standards. As GHCL Limited does not have any subsidiaries in India, the statutory requirement to appoint an Independent Director on the Board of Indian subsidiaries is not applicable.

Throughout the financial year, the Board of Directors has carefully reviewed and approved all statutory recommendations made by Board Committees. This practice ensures full compliance with Clause 10(j) of Schedule V of the Listing Regulations and reinforces GHCL's commitment to responsible governance and regulatory adherence.

2.6. Meeting of Independent Directors: In compliance with Section 149 of the Companies Act, 2013, and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Independent Directors of GHCL Limited hold exclusive meetings without the presence of Non-Independent Directors or Management Personnel, except for the Company Secretary, who facilitates the proceedings.

These meetings provide a structured forum for Independent Directors to engage in discussions on key governance matters, ensuring an objective review of the Board's effectiveness. The primary focus areas include:

  • Evaluating the performance of Non-Independent Directors, the Board as a whole, and its Committees.
  • Assessing the Chairman's effectiveness, incorporating feedback from both Executive and Non-Executive Directors.
  • Reviewing the quantity, quality, adequacy, and timeliness of flow of information provided by Management to the Board, ensuring Directors can discharge their responsibilities effectively and reasonably.

During the financial year ending March 31, 2026, a meeting of the Independent Directors was held on April 19, 2025, with full attendance from all Independent Directors. Dr. Manoj Vaish, in his capacity as Lead Independent Director, chaired the meeting and guided the discussions. The Company Secretary was present to ensure smooth coordination and documentation of the proceedings.

2.7. Directors' Appointment and Re-appointment: Mr. Raman Chopra, a Director liable to retire by rotation, has expressed his willingness to seek re-appointment at the upcoming Annual General Meeting (AGM) of GHCL Limited. His re-appointment is subject to shareholders approval.

All relevant details regarding Directors seeking appointment or re-appointment, as required under Regulation 36(3) of the Listing Regulations, the Companies Act, 2013, and applicable Secretarial Standards (SS-2), are comprehensively provided in the AGM Notice and the Corporate Governance Report of the Company.

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GHCL Limited

Corporate Governance

2.8. Familiarization Program for Directors and Continuous Learning

GHCL follows a structured approach to ensure that all newly appointed non-executive and independent directors undergo a comprehensive familiarization program. This program is designed to provide a deep understanding of the Company's core values, vision, mission, business philosophy, and governance framework.

Led by the Chairman, Managing Director, CFO & Executive Director (Finance), Vice President - Sustainability & Company Secretary, along with senior management, the program gives new directors an insightful overview of GHCL's operations, organizational structure, services, board procedures, governance framework, major risks, risk management strategy, compliance mechanisms, and CSR initiatives. Detailed information about this program is available on the Company's website.

The Audit & Compliance Committee also holds dedicated sessions with the Internal Auditor to discuss internal audit findings and action taken reports. These meetings enable directors to gain deeper insights into governance, risk management, and compliance matters while promoting discussions with executive directors and senior management on strategic leadership perspectives.

Mr. Bhuwneshwar Mishra, Vice President - Sustainability & Company Secretary, plays a key role in keeping the Board informed about regulatory provisions, governance best practices, risk management strategies, CSR activities, and sustainability initiatives.

Further enhancing their knowledge, all directors participated in a structured awareness program covering Business Responsibility and Sustainability Reporting (BRSR) policies, the Company's Code of Conduct, and other key policies. This program included comprehensive reading materials followed by multiple-choice questions (MCQs).

To ensure a thorough understanding, directors were required to complete an online test, earning a system-generated certificate upon successful completion. We are pleased to report that all directors participated in these initiatives, achieving an 85.10% completion rate across the full suite of awareness test modules.

Throughout the financial year, all Board and Committee meetings were conducted in a hybrid format, allowing for both physical and virtual participation. Directors and Committee members ensured full attendance, demonstrating their dedication to active engagement in governance matters.

Further details about the Familiarization Program for Independent Directors are available on the Company's website at the following link: https://ghcl.co.in/familiarization-programme-for-independent-directors

2.9. Key Skills, Expertise, and Competencies of the Board of Directors

The Board of GHCL is strategically composed to promote a diverse range of expertise, ensuring a well-rounded approach to decision-making. Each director brings unique skills and competencies to the table, contributing to the Company's growth and sustainability. Based on the recommendations of the Nomination & Remuneration Committee, the following core skills, expertise, and competencies have been identified:

Leadership, Strategic Thinking, Technical Skills of the Industry, and General Management:

  • Leadership: Inspiring and guiding others towards common goals.
  • Strategic Thinking: Analyzing complex situations and developing long-term plans.
  • Technical Skills of the Industry: Expertise in chemical processes, manufacturing operations, and quality control.
  • General Management: Proficiency in financial management, operations, and strategic planning.

Corporate Overview

Statutory Reports

Financial Statements

Public Policy and Public Advocacy:

  • Public Policy: Understanding and influencing government actions to address social issues.
  • Policy Advocacy: Actively supporting specific policies to advance organizational objectives.

Governance, Environment, Health & Safety (EHS), Sustainability, Corporate Social Responsibility (CSR), and Law:

  • Governance: Establishing processes for decision-making and accountability.
  • EHS: Implementing measures to protect the environment and ensure safety.
  • Sustainability: Balancing social, environmental, and economic considerations.
  • CSR: Contributing to societal well-being through responsible business practices.
  • Law: Deep understanding of legal frameworks and compliance requirements.

Finance & Accounts and Capital Markets:

  • Finance & Accounts: Proficiency in financial management and reporting processes.
  • Capital Markets: Understanding primary and secondary markets and capital allocation.

Information Technology (IT), Cybersecurity, Data Protection, and Digitization:

  • Information Technology: Utilizing computer systems for data processing and exchange.
  • Cybersecurity: Protecting systems and data from cyber threats.
  • Data Protection: Safeguarding important data from loss or compromise.
  • Digitization: Converting information into digital formats for efficient processing.

Integrated Annual Report 2025-26


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G H C L Limited

Corporate Governance

Each director's skills and expertise are aligned with GHCL's strategic objectives, ensuring robust governance and informed decision-making across all areas of the Company's operations.

Skill matrix of GHCL's Board

Name of Directors Leadership, Strategic Thinking & General Management Public Policy and Public Advocacy Governance, EHS, Sustainability & CSR Finance & Accounts and Capital Market Information Technology, Cyber Security, Data Protection and Digitisation
Leadership Strategic Thinking Technical Industry Skill General Management Public Policy Public Advocacy
Mr. Anurag Dalmia
Mrs. Vijaylaxmi Joshi
Dr. Manoj Vaish
Justice Ravindra Singh
Mr. A K Jain
Mr. Ravi Shanker Jalan
Mr. Raman Chopra
Mr. Neelabh Dalmia

Yes - ☑

Our distinguished Board members bring a diverse mix of skills and expertise, ensuring that GHCL is well-positioned to steer challenges and seize opportunities across its industries. Their collective experience enables the Board to make informed, strategic decisions while considering multiple perspectives. This breadth of knowledge and insight promotes innovation, resilience, and long-term growth, strengthening the Company's ability to achieve its goals effectively.

2.10. Resignation of Independent Directors

During the financial year 2025-26, all Independent Directors served their full terms without any resignations. They remained fully committed to their roles, actively contributing to the Company's governance, decision-making, and strategic oversight throughout the year.

2.11. Lead Independent Director

The Board of Directors, at its meeting held on August 1, 2024, re-appointed Dr. Manoj Vaish as the Lead Independent Director. In addition to this role, Dr. Vaish also serves as the Chairman of the Audit & Compliance Committee. His tenure as Lead Independent Director extends for three years from July 29, 2024, or cessation as a director, whichever occurs earlier.

In his capacity as the Lead Independent Director, Dr. Vaish assumes several key roles and responsibilities, including:

Role of Lead Independent Director

  1. To preside over meetings of Independent Directors.
  2. To become the facilitator for consensus building.
  3. To preside over the meeting of the Board and Shareholders where the Chairman is not present or are interested parties.
  4. To act as a facilitator for stakeholders' voices to reach the Board.
  5. To provide guidance to the secretarial functions for ensuring and implementing good governance practices and compliance with statutory requirements.
  6. To serve as spokesperson for the company if so asked by the Board and perform such other functions as may be delegated by the Board.

Corporate Overview

Statutory Reports

Financial Statements

3. Committees of the Board

(i) Audit & Compliance Committee

The Audit Committee, originally established in 2000, has been a key pillar of GHCL's governance framework. Recognizing its growing significance, the Board of Directors, in a meeting held on July 29, 2021, renamed the committee as the "Audit & Compliance Committee" and expanded its scope of responsibilities.

As of March 31, 2026, the committee comprises three independent directors, each bringing extensive experience in finance, accounting, and corporate governance. In compliance with Section 177 of the Companies Act, 2013, and Regulation 18 of the Listing Regulations, the committee operates within a structured regulatory framework. To support its functions, Mr. Bhuwneshwar Mishra, Company Secretary, serves as the Committee Secretary.

Role and Responsibilities: The Audit & Compliance Committee acts as a crucial link between statutory and internal auditors and the Board of Directors, ensuring seamless communication and coordination on auditing and compliance matters.

The committee plays an important role in overseeing the quality and accuracy of financial reporting, internal audits, and compliance with legal and regulatory standards. It is responsible for reviewing financial statements, assessing audit findings, and monitoring the appointment, independence, and performance of statutory and internal auditors. Its primary objective is to ensure that GHCL's accounting and reporting practices remain transparent, accurate, and aligned with regulatory expectations.

The committee diligently fulfills its responsibilities, enhancing the credibility and reliability of the Company's financial operations while reinforcing stakeholder confidence in GHCL's governance standards. Further details on the committee's terms of reference can be accessed on the Company's website: https://ghcl.co.in/wp-content/uploads/2024/04/GHCL-Terms-and-Reference-of-various-Committees-of-the-Company.pdf.

Meeting Structure and Reporting: The Audit & Compliance Committee ensures that governance processes are effectively monitored and reported. Following each meeting, an executive summary is presented to the Board of Directors for further discussion, while detailed minutes are recorded for future reference.

At the beginning of each financial year, the committee defines its internal and statutory audit plans. Meetings are scheduled well in advance, with agendas and explanatory notes shared at least seven days before the meeting. In cases where certain documents cannot be attached to the agenda, they are presented during the meeting, with clear references included. Urgent matters are addressed as needed while maintaining confidentiality.

Meetings and Compliance: During the financial year ending March 31, 2026, the Audit & Compliance Committee held five meetings, ensuring full compliance with Regulation 18 of the Listing Regulations and the Companies Act, 2013. The committee adhered to the regulatory requirement that mandates a maximum gap of 120 days between two consecutive meetings.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

In line with our commitment to superior corporate governance, the Audit & Compliance Committee provides critical oversight to ensure the integrity of GHCL's financial reporting and compliance systems. All meetings held during the year maintained the necessary quorum, with members contributing insightful perspectives on governance, risk management and financial strategy. This proactive approach to governance encourages an environment of heightened transparency and rigorous accountability. The following table detail the Committee's composition and the attendance records for the year under review.

Name of the Audit & Compliance Committee members Dr. Manoj Vaish – Chairman Mrs. Vijaylaxmi Joshi (Ex-IAS) Mr. Arun Kumar Jain (Ex-IRS)
Category Independent Director (Expertise in Finance, account, forex, tax and securities market) Independent Director (Expertise in administration, finance & taxation) Independent Director (Expertise in Finance, accounts, taxation & CSR)
Date of the Meeting
May 08, 2025
July 31, 2025
November 01, 2025
January 29, 2026
March 07, 2026*
Whether attended Last AGM (Yes/No)

Yes - ✓

Note:

*The additional Meeting held on March 07, 2026 was convened to review the Statutory Audit plan for FY 2025-26, presented by the incumbent Statutory Auditor, S. R. Batliboi & Co. LLP, and to evaluate presentations made by the prospective audit firms for appointment as Statutory Auditor for FY 2026-27 onwards, as the current Audit firm's term concludes on June 25, 2026 (conclusion of AGM for FY 2025-26).

**The Audit & Compliance Committee ensures that relevant stakeholders are invited to its meetings as required. Invitees include the Managing Director, CFO & Executive Director (Finance), Executive Director (Growth & Diversification Projects), Statutory Auditors, Internal Auditors, and other concerned employees responsible for Internal Audit/accounts. Their presence and inputs contribute to comprehensive discussions and informed decision-making during the committee meetings.

The Company remains fully committed to complying with Regulation 18 of the Listing Regulations in the constitution and functioning of the Audit & Compliance Committee.

Under the leadership of Dr. Manoj Vaish, a seasoned expert in finance and accounting, the committee benefits from his deep knowledge and experience, particularly in governance & compliance, treasury management, forex, securities markets and internal audit. His active participation and attendance at the 42nd Annual General Meeting on July 24, 2025, reflect GHCL's strong emphasis on shareholder engagement and transparency.

In accordance with Regulation 18(3) and para B of Part C of Schedule II of the Listing Regulations, the Audit & Compliance Committee meticulously reviewed several crucial aspects, including:

  • The Management Discussion and Analysis, offering insights into the company's financial performance and operational outcomes.

  • Management letters and internal control weaknesses highlighted by the Statutory Auditors, addressing areas for potential improvement in our internal control framework.

  • Reports from Internal Auditors detailing identified internal control weaknesses or areas warranting enhancement.

  • The appointment, removal, and remuneration terms of the Internal Auditors, ensuring diligent oversight and governance of our internal audit function.

  • Statement of deviations

(a) Quarterly statement of deviation(s) including a report of monitoring agency, if applicable, submitted to the stock exchange(s) in terms of Regulation 32(1) – Not applicable during FY 2025-26

(b) Annual statement of funds utilized for purposes other than those stated in the offer document/ Prospectus/notice as per Regulation 32(7) -- Not applicable during FY 2025-26


Corporate Overview

Statutory Reports

Financial Statements

Statutory Auditors Engagement Disclosure: GHCL maintains a robust policy to ensure the independence of statutory auditors. The Audit & Compliance Committee oversees audit processes and evaluates engagements with S. R. Batliboi & Co. LLP and its affiliates. Every non-audit service by affiliates, like EY, undergoes meticulous evaluation by the committee. The company adheres to ethical standards and seeks independent opinions to address potential threats to compliance. This ensures audit integrity and transparency in financial reporting.

(ii) Nomination & Remuneration Committee:

GHCL follows a transparent and structured approach to director compensation, ensuring compliance with all applicable regulations. The Nomination & Remuneration Committee (NRC), originally established in 1995, operates in accordance with Section 178 of the Companies Act, 2013, and Regulation 19 of the Listing Regulations. As of March 31, 2026, the committee comprises three Independent Directors, with the Chairperson also being an Independent Director. Mr. Bhuwneshwar Mishra, Vice President – Sustainability & Company Secretary, serves as the Committee Secretary.

Roles and Responsibilities: In alignment with Section 178(2) of the Companies Act, 2013, Regulation 19(4), and Para A of Part D of Schedule II of the Listing Regulations, the NRC, inter-alia, is responsible for:

  1. Formulating criteria for Board appointments and remuneration policies: The committee defines the qualifications, positive attributes, and independence standards for Directors and recommends a remuneration policy for Directors, Key Managerial Personnel (KMP), and other employees. When identifying suitable candidates for appointment, the committee may:

  2. Engage external agencies, if required.

  3. Consider candidates from diverse professional backgrounds.
  4. Assess the time commitments of potential candidates.

  5. Developing criteria for evaluating Board and Independent Directors' performance: The committee establishes a structured evaluation framework to assess the effectiveness of the Board, its committees, and individual Independent Directors.

  6. Devising a policy on Board diversity: The committee ensures that Board composition reflects a balanced mix of skills, experience, industry knowledge, and diverse perspectives, enhancing the effectiveness of decision-making.

  7. Identifying and recommending candidates for Board and senior management roles: The committee evaluates individuals qualified for appointment as Directors and senior management executives and recommends their appointment and removal to the Board in line with established criteria.

  8. Reviewing the continuation or extension of Independent Directors' terms: Based on the results of the performance evaluation, the committee determines whether the tenure of an Independent Director should be extended or continued.

  9. Recommending remuneration for senior management: The committee advises the Board on all forms of remuneration payable to senior management, ensuring that compensation structures align with performance, market benchmarks, and the Company's strategic goals.

Compensation Approach: The NRC ensures that Executive Directors' remuneration is determined based on individual performance, industry benchmarks, experience, and market conditions. The goal is to align compensation with responsibilities while maintaining a balance between fixed and performance-based pay. The committee also conducts periodic remuneration reviews to ensure pay structures remain fair, competitive, and aligned with shareholder interests.

Meeting Process and Compliance: The Nomination & Remuneration Committee follows a structured process for decision-making. Executive summaries of each meeting are presented at the immediate Board Meeting, while detailed minutes are recorded for documentation. Meetings are scheduled well in advance, with agendas circulated at least seven days prior to ensure comprehensive discussions.

Meetings and Attendance: During the financial year ending March 31, 2026, two meetings of the Nomination & Remuneration Committee were convened, ensuring full compliance with regulatory requirements. The attendance records of the Directors for these meetings are detailed below:

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GHCL Limited

Corporate Governance

COMPOSITION AND ATTENDANCE OF MEMBERS AT THE NOMINATION & REMUNERATION COMMITTEE MEETINGS HELD DURING THE FINANCIAL YEAR ENDED MARCH 31, 2026

Name of the Nomination & Remuneration Committee Members Mrs. Vijaylaxmi Joshi – Chairperson of the Committee Dr. Manoj Vaish Justice Ravindra Singh (Retd.)
Category Independent Director (Ex -IAS) Independent Director (Expertise in Finance, forex and securities market ) Independent Director (Expertise in legal)
Date of the Meeting
May 8, 2025
May 17, 2025*
Whether attended Last AGM (Yes/ No)

Yes - ☑

*The NRC Meeting held on May 17, 2025, was convened specially to consider and approve the allotment of 3,17,300 equity shares under GHCL ESOS.

**The Board of Directors, during its meeting held on November 7, 2023, had appointed Mr. Anurag Dalmia, Non-Executive Chairman as a permanent invitee of the Nomination & Remuneration Committee w.e.f. November 7, 2023.

Executive Compensation Framework

Our commitment to attracting, retaining, and motivating top talent remains firm. The Nomination and Remuneration Policy is posted on website of the company https://ghcl.co.in/wp-content/uploads/2024/09/Nomination-Remuneration-Policy.pdf. These policies are not just reports; they embody our dedication to several key objectives:

i. Attract, Retain, and Motivate: The company aims to attract, retain, and motivate highly qualified and competent individuals at various levels, including Directors, Key Managerial Personnel, and other employees, who are crucial for the successful operation of the company

ii. Market Competitiveness: The Company ensures that its payment structure remains competitive and aligned with the market salary levels. This helps the company to remain competitive in the industry and attract top talent.

iii. Performance-based Rewards: The Company periodically reviews the remuneration of its employees based on their performance, potential, and value addition to the company. A systematic assessment process is followed to determine the appropriate rewards for their contributions.

iv. Compliance and Legal Obligations: The Company ensures that all salary and perk disbursements comply with the applicable statutory provisions and prevailing tax laws of the country. This ensures adherence to legal obligations and maintains transparency in compensation practices.

Our strategies encompass periodic market surveys, performance appraisal enhancements, incentive scheme implementation, skill augmentation initiatives, and adaptability to evolving tax laws.

While performance evaluations are carried out by reporting managers, the Nomination and Remuneration Committee holds the authority to review and decide on compensation matters, guided by our policies and considering performance, potential, and value addition.

We remain dedicated to offering competitive packages, surpassing industry norms, to attract and retain top talent, ensuring our market prominence endures.

Regarding compensation for Directors, Key Managerial Personnel, and senior management, we strike a balance between fixed and incentive pay, aligning short and long-term objectives with company goals. The overall remuneration of the Whole-time directors including the Managing Director is capped at ₹ 30 Cr.; out of which the


Corporate Overview

Statutory Reports

Financial Statements

Managing Director ceiling is ₹ 15 Cr., whereas ceiling for CFO & Executive Director (Finance) is ₹ 10 Cr. and Executive Director (Growth & Diversification) is ₹ 5 Cr. including all components of their respective remuneration.

Non-Executive Directors, including Independent Directors, are paid sitting fees for attending meetings of the Board and its Committees. The current sitting fee payable is ₹ 40,000 per meeting. In addition to the sitting fees, Non-Executive Directors are also eligible to receive profit-related commission, in accordance with the Company's Remuneration Policy and subject to the approval of the shareholders granted at their meeting held on July 08, 2024. The aggregate commission payable to all Non-Executive Directors in any financial year shall not exceed ₹ 10 crore.

For detailed information about the remuneration, commission, and sitting fees paid/payable to the Directors of the Company for the financial year ended March 31, 2026, please refer to the following table:

Non-Whole time Directors (in Rupees)
Name Sitting Fees Commission Total
Mr. Anurag Dalmia 2,80,000 1,00,00,000 1,02,80,000
Dr. Manoj Vaish 4,80,000 39,00,000 43,80,000
Mrs. Vijaylaxmi Joshi, (Ex-IAS) 5,20,000 37,50,000 42,70,000
Justice Ravindra Singh (Retd.) 3,20,000 37,50,000 40,70,000
Mr. Arun Kumar Jain, (Ex-IRS) 4,80,000 37,50,000 42,30,000
TOTAL 20,80,000 2,51,50,000 2,72,30,000

Note: Please note that the commission payable to all Non-Whole Time Directors will not exceed 1% per annum of the net profit of the Company, as calculated under the provisions of the Companies Act, 2013. This ensures compliance with the regulatory framework and promotes transparency in our compensation practices.

Managing Director / Whole Time Directors (in Rupees)
Name Salary and other perquisites Commission Total
Mr. Ravi Shanker Jalan, Managing Director 5,39,04,918 9,50,00,000 14,89,04,918
Mr. Raman Chopra, CFO & Executive Director (Finance) 2,90,51,444 6,00,00,000 8,90,51,444
Mr. Neelabh Dalmia, Executive Director (Growth & Diversification Projects) 1,81,42,336 1,75,00,000 3,56,42,336
Total 10,10,98,698 17,25,00,000 27,35,98,698

Notes:

(1) The remuneration figures disclosed above include the Cost to Company (CTC) for the financial year 2025-26. However, in respect of Mr. Ravi Shanker Jalan and Mr. Raman Chopra, the disclosed remuneration includes the fair value of employee stock options granted in April 2022. These stock options have been valued using the Black-Scholes model at ₹ 1.63 crore and ₹ 0.82 crore respectively for FY 2025-26. These amounts are well within the limits approved by the shareholders at their respective general meetings.

(2) The agreement with the Whole Time Directors is valid for a period of five years. Either party has the right to terminate the agreement by providing written notice of six calendar months in advance to the other party.

(3) The remuneration package for the Whole Time Directors includes their salary and various perquisites. This encompasses the company's contributions to the Provident Fund and Superannuation Fund, payment of Leave Travel Allowance (LTA), and the premium amount for the Gratuity Policy.

(4) It is important to note that the Managing Director and the Whole Time Director (Finance) are eligible to receive Employees Stock Options as per the scheme implemented by the company. However, it should be clarified that Mr. Neelabh Dalmia, as a promoter director, is not entitled to receive Employees Stock Options. We believe in maintaining transparent and fair practices in our remuneration policies and commitments. For more details related to Employees Stock Options, please refer Board's Report and its Annexure - I.

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GHCL Limited

Corporate Governance

Service Contracts, Notice Periods, Severance Fees: The service contracts, Notice Periods and severance fees to Executive Directors, Non-Executive or Independent Directors are governed through Board/ Shareholders Resolutions related to appointment or re-appointment of the concerned directors.

All pecuniary relationship or transactions of the Non-Executive Directors vis-à-vis the Company: The Company did not have any pecuniary relationship or transactions with the Non-Executive Directors and Independent Directors during the FY 2025-26 except for the Sitting Fees and Commission paid or payable to them respectively as approved by the Board from time to time.

Performance Evaluation Overview

In accordance with the provisions of the Companies Act, 2013, SEBI Guidance Note on Board evaluation, and the relevant provisions of the Listing Regulations, 2015, the Board has conducted an annual evaluation of its performance, as well as that of its Committees and individual Directors. This comprehensive assessment was conducted through dedicated meetings involving both independent and non-independent directors.

The evaluation process included:

i. Independent Directors' Performance: The entire Board, excluding the director under evaluation, convened to assess the performance of independent directors. This evaluation aimed to ensure impartiality and transparency.

ii. Committee Evaluation: The effectiveness of Committees was evaluated by gathering inputs from Committee Members and analyzing their performance in fulfilling their mandates.

iii. Board and Chairman Assessment: A dedicated meeting of Independent Directors assessed the performance of Non-Independent Directors, the Board as a whole, and the Chairman. This holistic evaluation considered inputs from both Executive and Non-Executive Directors.

The evaluation criteria encompassed various facets such as roles, responsibilities, competencies, strategic alignment, risk management, diversity, and business context. A comprehensive questionnaire, tailored to assess the Board's functioning, culture, fulfilment of duties, adherence to professional standards, and governance, was circulated among all members. This questionnaire delved into directors' knowledge, decision-making independence, contribution to strategic planning, collaboration with peers, comprehension of risk dynamics, and more. Additionally, leadership qualities, coordination abilities, and steering proficiency of the Board Chairman and committee chairpersons were also scrutinized.

Furthermore, the Nomination and Remuneration Committee evaluated individual Directors based on their contributions to board and committee deliberations. The committee factored in each director's overall performance while determining the quantum of profit-based commission payable to them.

Procedures for Nomination and Appointment of Directors:

The Nomination and Remuneration Committee (NRC) plays as a pivotal role in composing a Board of Directors whose expertise mirrors the Company's long-term vision and industry imperatives. A comprehensive evaluation of the Board's composition underscores a nuanced grasp of crucial Company aspects, spanning growth strategies, environmental stewardship, operational dynamics, financial health, regulatory compliance, diversification pursuits, and more.

The NRC undertakes periodic gap analysis to measure the necessity of renewing the Board, particularly during Directors' appointments or reappointments. Scrutinizing potential candidates' profiles, the Committee meticulously assesses core competencies, domain expertise, strategic foresight, and other pertinent attributes before endorsing their nomination to the Board. Prospective appointees receive detailed briefings on position-specific requirements, including specialized knowledge and indispensable skill sets.

Identifying a roster of essential skills, expertise, and competencies requisite for the Board's effectiveness vis-à-vis the Company's business landscape remains a key focus. Furthermore, GHCL has systematically correlated each skill, expertise, and competency with the respective Board Members who possess them, ensuring a strategic alignment of talent with organizational imperatives.

At GHCL, we place paramount importance on promoting a diverse and highly proficient Board, well-informed to steer the Company towards sustainable growth and prosperity. The NRC's diligent endeavors in identifying, evaluating, and harmonizing the Board's composition with strategic objectives stand as pillars of effective governance and astute decision-making.

(iii) Stakeholders Relationship Committee:

In accordance with Section 178 (6) of the Companies Act, 2013, read with Regulation 20(4) and Para B of Part D of Schedule II of the Listing Regulations, our Stakeholders Relationship Committee is vested with significant


Corporate Overview

Statutory Reports

Financial Statements

responsibilities to safeguard the interests of our valued shareholders. These responsibilities, inter-alia, encompass:

  1. Addressing Shareholders' Concerns: The committee diligently resolves grievances pertaining to share transfers/transmissions, non-receipt of essential documents such as annual reports and dividend warrants, and other matters concerning general meetings.
  2. Ensuring Voting Rights: We actively review measures aimed at empowering shareholders to effectively exercise their voting rights, ensuring their voices are heard in key company decisions.
  3. Maintaining Service Standards: Assessment of adherence to service standards adopted by the Company regarding services provided by the Registrar & Share Transfer Agent (RTA) is a priority, ensuring seamless shareholder experiences.
  4. Enhancing Shareholder Communication: We review various initiatives aimed at reducing unclaimed dividends and facilitating timely receipt of critical documents such as dividend warrants, annual reports, and statutory notices.
  5. Monitoring of IEPF related activities: Dedicated efforts were made to reduce unclaimed dividend balances and streamline the transfer of shares to the (Investor

Education and Protection Fund (IEPF) established by the Government of India under the Ministry of Corporate Affairs. Through enhanced shareholder engagement and regular reminders, the Company actively encourages the timely encashment of dividends to protect investor equity and ensure transparency.

Our Stakeholders Relationship Committee, constituted under the relevant provisions, remains committed to expediting the resolution of shareholder complaints. Through regular monitoring of complaints registered via platforms like the SEBI Complaints Redress System (SCORES) and those received via Stock Exchanges, along with corresponding action taken reports (ATRs), we ensure swift and efficient redressal. The committee convenes periodic meetings to improve the shareholder services and promptly address any grievances, whether routed through the RTA or directly to the Company.

In the financial year 2025-26, the Stakeholders Relationship Committee convened four meetings, focusing on elevating shareholder experiences and ensuring seamless communication channels. By promptly addressing grievances and upholding shareholder rights, we endeavour to foster transparency, trust, and enduring stakeholder relationships.

COMPOSITION AND ATTENDANCE OF MEMBERS AT THE STAKEHOLDERS RELATIONSHIP COMMITTEE (SRC) MEETING HELD DURING THE FINANCIAL YEAR ENDED MARCH 31, 2026

Name of the SRC Members Justice Ravindra Singh (Retd.) – Chairman Mr. Arun Kumar Jain Mr. Ravi Shanker Jalan Mr. Raman Chopra Mr. Neelabh Dalmia
Category of Director Independent Director Independent Director Managing Director CFO & Executive Director (Finance) Executive Director (Growth & Diversification Projects)
Date of the Meeting
April 18, 2025
July 18, 2025
October 17, 2025
January 15, 2026

Yes - ✓

The Company prioritizes the interests of its shareholders and considers them as valued owners. It takes proactive measures to address their concerns and resolves complaints in a timely manner. Most complaints are resolved within 15 days, excluding those of a legal nature.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

Grievance Redressal Mechanisms: SCORES and ODR Portal

GHCL remains committed to a digital-first approach for investor grievance redressal, leveraging the following platforms:

  • SEBI Complaints Redressal System (SCORES): The Company actively utilizes the SEBI-mandated web-based centralized portal, SCORES. This platform facilitates the seamless lodgement of grievances by members and enables the Company to upload Action Taken Reports (ATRs) electronically. The system ensures transparency by allowing both the Company and the member to provide or seek clarifications online, ensuring a time-bound resolution process.
  • Online Dispute Resolution (ODR) Platform: In compliance with SEBI Circular No. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/131 dated July 31, 2023, the Company has successfully registered on the SMART ODR Portal. This platform provides investors with an efficient, technology-driven alternative for escalating and resolving disputes, further enhancing the ease of doing business and protecting investor interests.

Status of total complaints received (including 14 complaints received from Stock Exchanges / SEBI) during the financial year ended March 31, 2026:

Sl. No. Type of Complaints No. of Complaints pending as on March 31, 2025 Total No. of Complaints received during the financial year ended March 31, 2026 Total No. of Complaints resolved during the financial year ended March 31, 2026 No. of Complaints pending as on March 31, 2026
1 Non-receipt of dividend 0 5 5 0
2 Share transfer including Demat request 3 16 19 0
3 Non-receipt of Annual Report 0 0 0 0
Total 3 21* 24 0

*Out of the 21 complaints received, 14 were received via Stock Exchange / SEBI (SCORES) and 7 were received directly from shareholders or other channel.

Note: While the above table reflects all SCORES and Stock Exchanges registered complaints, it is acknowledged that a limited number of matters may remain sub-judice or pending judicial resolutions and such matters are not reflected in the above table as they are outside the scope of our administrative redressal.

The Stakeholders Relationship Committee diligently reviews the summary of the complaints received and takes prompt and appropriate action to address them. It is important to note that there are no pending requests for share transfer or payment of dividends, except for those that are currently under dispute or sub judice.

Mr. Bhowneshwar Mishra, Vice President - Sustainability & Company Secretary, serves as the Secretary to the Committee and also holds the position of Compliance Officer of the Company. Mr. Mishra plays a crucial role in ensuring efficient coordination and compliance with regulatory requirements, thereby contributing to effective stakeholder management and satisfaction.

(iv) Banking & Operations Committee

The Banking and Operations Committee was established to facilitate efficient decision-making and oversee day-to-day operational matters on behalf of the Board of Directors. This committee plays a crucial role in ensuring that key operational functions are handled promptly and effectively, convening as needed to authorize essential actions. The Chairman of the committee is elected by the members of the committee in every meeting and decisions are taken based on the majority.

Key Responsibilities:

The Banking and Operations Committee is responsible for a broad range of financial and administrative functions, including:

  • Issuing Power of Attorney for operational and legal purposes.
  • Negotiating and managing various loan agreements.
  • Handling interactions with government authorities, including statutory, judicial, regulatory, and commercial bodies, ensuring full compliance with applicable laws and obligations.

Corporate Overview

Statutory Reports

Financial Statements

  • Operating within the authority delegated by the Board, the committee executes its responsibilities with precision, diligence, and a strong commitment to governance standards.
  • Authorising officials for implementation of various policies or guidelines approved by the board and board constituted committee.

Operational Highlights (FY 2025-26): During the financial year 2025-26, the Banking and Operations Committee held multiple meetings to review and make decisions on critical operational and financial matters. The committee's proactive approach ensured efficient oversight, swift decision-making, and enhanced regulatory compliance, strengthening the overall effectiveness of GHCL's business operations.

Committee Composition: As of March 31, 2026, the Banking and Operations Committee comprises the following members:

Sl. No. Name Status
1 Mr. Ravi Shanker Jalan – Managing Director Member
2. Mr. Raman Chopra – CFO & Executive Director (Finance) Member
3 Mr. Neelabh Dalmia – Executive Director (Growth & Diversification Projects) Member

(v) Corporate Social Responsibility (CSR) Committee & CSR activities

Corporate Social Responsibility (CSR) Oversight: The Board of Directors, in their meeting on January 28, 2013, proactively established the Corporate Social Responsibility (CSR) Committee, even before it became a statutory requirement under Section 135 of the Companies Act, 2013. The committee plays a crucial role in strengthening and monitoring the Company's CSR policy, ensuring alignment with regulatory mandates and ethical business practices.

Composition and Responsibilities: In accordance with Section 135, the CSR Committee consists of three or more directors, including at least one Independent Director. Mr. Bhuwneshwar Mishra, Vice President – Sustainability & Company Secretary, serves as the Secretary to the Committee.

The Board, in collaboration with the CSR Committee, GHCL Foundation Trust, and management, oversees all CSR-related activities, ensuring their effectiveness and alignment with the Company's sustainability objectives. Key responsibilities include:

  • Approving CSR strategies, budgets, plans, and corporate policies to ensure targeted and impactful implementation.
  • Monitoring risk management frameworks to assess and mitigate challenges associated with CSR activities.
  • Evaluating the social, ethical, and environmental impact of CSR initiatives to ensure alignment with sustainability commitments.
  • Reviewing and adjusting budgets based on progress reports from GHCL Foundation Trust.
  • Incorporating and modifying CSR initiatives based on need assessments and impact evaluations.
  • Empowering the CSR Committee and Managing Director to take necessary steps toward achieving CSR goals.
  • Ensuring respect for human rights across all operations and establishing a framework to manage any adverse human rights impacts.
  • Reconstituting the CSR Committee when required and reviewing progress reports on CSR projects.
  • Providing strategic guidance for the effective execution of CSR initiatives.

Operational Highlights: All CSR initiatives of GHCL Limited are implemented by a dedicated team within the GHCL Foundation Trust, with top management conducting monthly reviews to track progress and outcomes. The Company focuses on thematic programs throughout the year, addressing key social areas such as:

  • Agriculture and animal husbandry for rural development.
  • Healthcare and education to improve community well-being.
  • Vocational training to enhance employability.
  • Women empowerment programs to foster inclusivity and self-reliance.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

Meeting Highlights: For the financial year ending March 31, 2026, the CSR Committee held a meeting on May 6, 2025, where all six committee members actively participated. The meeting focused on reviewing ongoing CSR initiatives, evaluating their impact, and aligning future strategies with the Company's social responsibility goals. The committee's engagement and commitment reinforced GHCL's dedication to meaningful and sustainable CSR efforts. Each month, the top leadership reviews the progress and challenges of CSR initiatives and provides strategic guidance to the GHCL Foundation Trust to ensure effective implementation and impact.

COMPOSITION AND ATTENDANCE OF MEMBERS AT THE CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE MEETING HELD DURING THE FINANCIAL YEAR ENDED MARCH 31, 2026

Name of the CSR Committee Members Mr. Anurag Dalmia – Chairman of the Committee Mrs. Vijaylaxmi Joshi (Ex- IAS) Justice Ravindra Singh (Retd.) Mr. Ravi Shanker Jalan Mr. Raman Chopra Mr. Neelabh Dalmia
Category of Director Non-Executive Director Independent Director Independent Director Managing Director CFO & Executive Director (Finance) Executive Director (Growth & Diversification Projects)
Date of the Meeting
May 6, 2025

Yes - ✓

The Company has formulated a CSR Policy for determining the activities and responsibilities of the Company for incurring expenditure as per the provisions of the Act. The policy is available on the Company's website https://ghcl.co.in/wp-content/uploads/2024/05/CSR-Policy.pdf

(vi) Risk & Sustainability Committee

The Risk & Sustainability Committee plays a critical role in enhancing governance, risk management, sustainability, and compliance within the Company. Established in line with Regulation 21 of the Listing Regulations, the committee ensures a structured approach to identifying and mitigating risks while integrating sustainability into the Company's long-term strategy.

Committee Composition and Functionality: In compliance with Regulation 21, the Risk & Sustainability Committee primarily consists of Board members, with the flexibility to include senior executives where necessary. The Chairman of the Committee is a Board member, ensuring direct oversight and strategic alignment. Mr. Bhowneshwar Mishra, Vice President – Sustainability & Company Secretary, serves as the Committee Secretary, providing essential support and coordination.

Comprehensive Risk Management Policy: The Company has developed a detailed Risk Management Policy and a robust Risk Management Framework to proactively identify, assess, and mitigate risks across all operational areas. This policy serves as a guiding framework for systematic risk evaluation, ensuring effective risk control measures while fostering long-term value creation and protecting stakeholder interests.

Transparency and Accessibility: In keeping with GHCL's commitment to transparency, the Risk Management Policy is made publicly accessible on the Company's official website, allowing stakeholders to gain insight into risk management practices and proactive mitigation strategies.

Commitment to Sustainable Growth: The Risk & Sustainability Committee actively promotes sustainable and responsible business growth by ensuring the implementation of risk management policies and sustainability initiatives. This proactive approach strengthens business resilience, mitigates potential risks, and reinforces GHCL's commitment to corporate responsibility and sustainable development.

The scope of work and terms of reference for the Committee are available on the Company's website for stakeholder reference at the web link: https://ghcl.co.in/wp-content/uploads/2024/04/GHCL-Terms-and-Reference-of-various-Committees-of-the-Company.pdf

Meetings and Engagement: During the financial year ending March 31, 2026, the Risk & Sustainability Committee held two meetings on June 21, 2025, and December 11, 2025. These meetings provided a platform for in-depth discussions, strategic decision-making, and the implementation of risk mitigation measures. The gap between the two meetings did not exceed two hundred and ten days. The necessary quorum was present at all the meetings.


Corporate Overview

Statutory Reports

Financial Statements

The Company has formulated a Risk Management Policy for early detection and effective supervision of the various risks associated with the business of the Company. The Policy is also available on the website of the Company. weblink: https://ghcl.co.in/wp-content/uploads/2024/05/Risk-Management-Policy.pdf

The Committee members demonstrated strong engagement and commitment, actively contributing to critical deliberations and policy decisions. Their insights and expertise helped shape informed recommendations and decisive actions, ensuring that the Committee's objectives were met effectively.

Committee Composition and Meeting Attendance: The Risk & Sustainability Committee comprises five Directors, whose participation and contributions have been instrumental in advancing the Company's risk management and sustainability goals. Details of meeting attendance are outlined below.

Composition and attendance of members at the Risk & Sustainability Committee meeting held during the financial year ended March 31, 2026

Name of the Risk & Sustainability Committee Members Mr. Arun Kumar Jain (Ex-IRS) – Chairman of the Committee Mr. Anurag Dalmia Mr. Ravi Shanker Jalan Mr. Raman Chopra Mr. Neelabh Dalmia
Category of Director Independent Director Non-Executive Director-Chairman Managing Director CFO & Executive Director (Finance) Executive Director (Growth & Diversification Projects)
Date of the Meeting
June 21, 2025
December 11, 2025

Yes - ✓

4. General Body Meeting:

a) Annual General Meetings:

The Company takes pride in its consistent track record of conducting the last three Annual General Meetings (AGMs) within the statutory timeline, reflecting its strong commitment to transparent corporate governance. Each AGM was convened and conducted in full compliance with the provisions of the Companies Act, 2013, ensuring adherence to all regulatory requirements.

Shareholders received timely notices, allowing sufficient time for participation and informed decision-making. The agenda items were thoroughly discussed and voted upon, demonstrating the Company's dedication to legal compliance and meaningful shareholder engagement.

To maintain transparency and accountability, the minutes of each AGM were carefully documented and securely maintained, providing a comprehensive and accurate record of proceedings.

Financial Year Date Time Venue / Mode
2024-25 July 24, 2025 10.00 A.M Through Video Conferencing (VC) or Other Audio Visual Means (OAVM)
2023-24 July 08, 2024 10.00 A.M Through Video Conferencing (VC) or Other Audio Visual Means (OAVM)
2022-23 July 01, 2023 10.00 A.M Through Video Conferencing (VC) or Other Audio Visual Means (OAVM)

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

(b) Special Resolutions:

The previous three Annual General Meetings (AGMs) of the Company witnessed the passing of Special Resolutions having significant importance. The details of these Special Resolutions are as follows:

AGM Date of AGM Information regarding Special Resolutions
42nd AGM July 24, 2025 No special resolution passed
41st AGM July 08, 2024 No special resolution passed
40th AGM July 01, 2023 (a) Re-appointment of Mr. Sanjay Dalmia as a Director of the Company, liable to retire by rotation
This resolution was not approved as it secured only 67.73% of the total voting against the mandatory requirement of 75% of the total voting.

(c) Postal Ballot

Please note that there is no resolution passed in the financial year 2025-26 through Postal Ballot. However, during the financial year 2024-25, the Company successfully passed one Ordinary Resolution through postal ballot with e-voting for the re-appointment of Mr. Neelabh Dalmia as Executive Director (Growth & Diversification Projects). The resolution received approval by the requisite majority, reflecting strong shareholder confidence and support.

The Company ensured full compliance with postal ballot regulations and facilitated e-voting, providing shareholders with a convenient and accessible platform to participate. This initiative further strengthened engagement and inclusivity in the decision-making process.

Summary of the voting pattern regarding ordinary resolution through Postal Ballot with e-voting is as follows:

Item No. Ordinary Resolution No. of Votes Polled No. of Votes in favour No. of Votes against % of votes polled in favour % of votes polled against
1. Re-appointment of Mr. Neelabh Dalmia, Executive Director (Growth & Diversification Projects) of the Company for a period of five years w.e.f. February 1, 2025 4,99,72,675 4,99,22,000 50,675 99.90% 0.10%

In compliance with the Companies Act, 2013 and Rule 22(5) of the Companies (Management and Administration) Rules, 2014, the Board appointed Mr. Manoj R. Hurkat, Practicing Company Secretary (Membership No. F4287, Certificate of Practice No. 2574), as the Scrutinizer to oversee the Postal Ballot and E-Voting process. His role was to ensure that the voting process was conducted fairly, transparently, and in accordance with legal requirements.

As per Section 110 of the Companies Act, 2013, and other applicable provisions, the Postal Ballot Notice was dispatched via email on November 18, 2024, to shareholders whose names appeared in the register of shareholders/list of beneficiaries as of the cut-off date. A public notice was also published in newspapers, informing shareholders about the dispatch of notices and other relevant details as required under the Act and applicable rules.

To facilitate electronic voting, the Company had engaged Central Depository Services Limited (CDSL) to provide an e-voting platform, enabling shareholders to cast their votes securely and conveniently on the proposed resolutions.

Upon completion of the voting process, Mr. Manoj R. Hurkat, Scrutinizer, submitted his report on December 20, 2024. The Postal Ballot results were announced on the same day and were published on the Company's website. Additionally, the results were communicated to the Stock Exchanges, Depositories, and the Company's Registrar and Share Transfer Agent.

For further details, shareholders may visit the Company's website.

(d) Outcome of the 42nd Annual General Meeting:

At the 42nd Annual General Meeting on July 24, 2025, all the five ordinary resolutions were passed with requisite majority.


Corporate Overview

Statutory Reports

Financial Statements

5. Means of communication:

PUBLICATION OF UNAUDITED QUARTERLY / HALFYEARLY RESULTS AND RELATED MATTERS

Sl. No. Particulars Quarter - I Quarter - II Quarter - III Quarter - IV Financial Year ended March 31, 2026 (Audited)
1 English Newspapers in Which quarterly results were published / to be published The Economic Times (Ahmedabad edition) August 01, 2025 November 03, 2025 January 30, 2026 May 06, 2026 May 06, 2026
The Hindu - Business Line August 01, 2025 November 03, 2025 January 30, 2026 May 06, 2026 May 06, 2026
2 Vernacular Newspapers in which quarterly results were published / to be published Financial Express (Gujarati) August 01, 2025 November 03, 2025 January 30, 2026 May 06, 2026 May 06, 2026
3 Website Address of the Company on which financial results are posted www.ghcl.co.in
4 Website Address of the Stock Exchange(s) on which financial results are posted. Quarter - I Quarter - II Quarter - III Quarter - IV Financial Year ended March 31, 2026 (Audited)
Name of Stock Exchange(s) Website Address Date of Filing of Results
National Stock Exchange of India Limited (NSE) www.nseindia.com July 31, 2025 November 01, 2025 January 29, 2026 May 05, 2026 May 05, 2026
BSE Limited (BSE) www.bseindia.com July 31, 2025 November 01, 2025 January 29, 2026 May 05, 2026 May 05, 2026
5 Presentation made to institutional investors or to the analysts During the financial year under review, the Company conducted conference calls and investor meetings on May 08, 2025, August 01, 2025, November 03, 2025 and January 29, 2026. These sessions served as a valuable platform for interactive discussions among the Company's management, investors, and analysts, covering financial performance, business updates, and strategic initiatives.
Aligned with our commitment to transparency and effective communication, the Company promptly filed copies of presentations, transcripts, and audio recordings of these meetings with the Stock Exchanges. These materials were also made available on the Company's official website, ensuring easy access for stakeholders.
The Company has established a culture of open dialogue and transparent communication with its stakeholders. Timely and accurate dissemination of information has strengthened investor engagement and reinforced investor confidence in the Company's governance practices.

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GHCL Limited

Corporate Governance

6. General shareholder's Information:

GENERAL SHAREHOLDER INFORMATION

Sl. No. Particulars Details
1 Annual General Meeting Thursday, June 25, 2026 10.00 AM Through Video Conferencing (VC) or Other Audio Visual Means (OAVM), as per the framework issued by the Ministry of Corporate Affairs (MCA) read with applicable circulars.
2 Financial Calendar
Financial Reporting for - Quarter - I (ending June 30, 2026) By 2nd week of August 2026
Financial Reporting for - Quarter - II (ending September 30, 2026) By 2nd week of November 2026
Financial Reporting for - Quarter - III (ending December 31, 2026) By 2nd week of February 2027
Financial Reporting for - Quarter - IV (ending March 31, 2027) By 4th week of May 2027
Financial Year of the Company is for a period of 12 months commencing from 1st April and ending on 31st March.
3 Record Date / Cut-off Date Thursday, June 18, 2026
4 Dividend Payment Date Dividend of ₹ 12.00 per share of face value of ₹ 10/- each, i.e. 120% on the paid up equity capital, will be paid on or after Thursday, June 25, 2026, if approved by the members in the ensuing Annual General Meeting. The Company will ensure that dividend must be paid within 30 days from the date of declaration.
5 Listing on Stock Exchanges Name & Address of Stock Exchanges Stock Code ISIN WITH NSDL & CDSL
BSE Limited, (BSE) Phiroze Jeejeebhoy, Dalal Street, Mumbai - 400 001 500171 INE 539 A01019
National Stock Exchange of India Limited, (NSE) "Exchange Plaza", Bandra - Kurla Complex, Bandra (E), Mumbai - 400 051 GHCL INE 539 A01019
6 Listing fees: Listing fee for all the aforesaid Stock Exchanges have been paid for the financial year ended March 31, 2026
7 Details of Registrar and Share Transfer Agent MUFG Intime India Pvt. Ltd. (Formerly Link Intime India Private Limited), C101, 247 Park, L. B. S. Marg, Vikhroli (West), Mumbai 400083. Tel No: +91 - 8108116767, and Fax: +91 22 49186060 (Email: [email protected])

Corporate Overview

Statutory Reports

Financial Statements

Sl. No. Particulars Details
8 (a) Outstanding GDRs / ADRs / Warrants or any convertible instruments: Not applicable
(b) In case the Securities are suspended from trading, the directors report shall explain the reason thereof
Not applicable
(As securities of the Company were not suspended for trading on any stock exchanges during FY 2025-26)
9 Commodity price risk or foreign exchange risk and hedging activities: The Company has in place a Risk Management Policy with respect to Commodities including through hedging, in line with the Listing Regulations. As per the SEBI Master Circular dated November 11, 2024 read with Clauses 9(n) of Part C to Schedule V of the Listing Regulation, disclosure regarding exposure of the Company to various commodities for the financial year ended on March 31, 2026, is as under: a. Total exposure of the Company to commodities in INR: 142 Cr. b. Exposure of the Company to various commodities:
Commodity Name Exposure in INR Cr. towards the particular commodity Exposure in Quantity terms (MT) towards the particular commodity
--- --- ---
Coal 142 1,24,300

c. Commodity risks faced by the listed entity during the year and how they have been managed

The senior management of the Company diligently monitors commodity price risk and foreign exchange risk, taking necessary steps to mitigate these risks based on expert advice. Here are the specific measures taken:

  1. Coal: As coal is a crucial fuel for our Soda Ash plant, the Company procures a desired quantity of high-grade Indonesian coal through long-term supply contracts. However, global geopolitical developments have led to drastic volatility in coal and energy prices. Therefore, to mitigate input costs while maintaining quality, we have diversified our procurement strategy by sourcing from other countries as well. We adopt a gradual sourcing approach throughout the year and maintain appropriate inventory levels.
  2. Limestone: Limestone is a vital raw material for Soda Ash production. The Company procures limestone from both domestic and international markets, ensuring access to the required quantity at competitive prices. To further mitigate sourcing risks, we are currently sourcing from Oman & UAE and have secured $70\%$ volume through annual contract of our total consumption.
  3. Anthracite: Sourcing disruption and price volatility were observed in the anthracite market, However, the Company takes proactive measures to address these challenges. We plan in advance, build inventory, and actively manage logistics to mitigate the impact. Additionally, we also have identified sources of domestic Met Coke as an alternative to anthracite that we explore as and when required.

To effectively manage commodity price risk and its mitigation, the management has developed and implemented a robust risk management strategy. This strategy encompasses proactive measures to monitor and address price fluctuations, explore alternative sourcing options, maintain appropriate inventory levels, and optimize logistics. By enacting these risk management practices, the Company aims to mitigate the impact of commodity price volatility and ensure a stable supply chain for its operations.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

Sl. No. Particulars Details
Foreign Exchange risk & Hedging Activities by the Company for the FY 2025-26:
The Company has established institutionalized arrangements for conducting monthly operational reviews and quarterly reviews of forex exposures related to imports, exports and foreign currency loans (FCTL/FCNRB). These reviews are conducted by the top management to effectively manage and mitigate exchange risk.
Import Exposures - Raw materials GHCL hedges its import exposures by regularly taking forward cover for payables due in the next three months / four months depending upon the currency outlook in the near future.
This strategy helps to mitigate the impact of exchange rate fluctuations on import payments, ensuring stability and cost management for the company.
Import Exposures - Capital Goods GHCL adopts a comprehensive risk management approach for capital goods import payments. Upon receipt of import documents and submission of acceptance to the bank / establishment of Letter of credit, the company takes 100% forward cover to hedge against exchange rate fluctuations. This proactive measure ensures stability and minimizes potential financial risks associated with capital goods imports.
FTCL / FCNRB Exposures As a standard policy, GHCL proactively manages its foreign currency loans by taking forward cover for the repayment obligations of Foreign Currency Term Loan (FTCL) and Foreign Currency Non-Resident Bank (FCNRB) deposits due within the next 2 months. This approach ensures that the company mitigates exchange rate risks and maintains stability in its financial obligations.
Export Exposures The Company has implemented a forward cover strategy for managing its exchange rate risk. The strategy involves hedging only 50% of the firm export receivables for the next three months.
By hedging 50% of the firm export receivables, the Company aims to mitigate potential losses resulting from adverse exchange rate movements for a portion of its export proceeds. This provides a level of certainty and stability in terms of the exchange rate for a significant portion of its export earnings.
For the remaining balance of export proceeds, the Company chooses not to hedge and instead converts them at the prevailing exchange rate. This approach allows the Company to benefit from any favourable exchange rate movements during the conversion period.
The decision to hedge only a portion of the firm export receivables and leave the remaining balance unhedged is based on the Company's assessment of the risk-reward trade-off and its understanding of the currency market dynamics. It allows the Company to strike a balance between managing its exchange rate risk and potentially capitalizing on favourable currency movements.

10 Address for Correspondence

The Company has established a streamlined investors related services, facilitated through its Registrar & Share Transfer Agent (RTA), to ensure efficient processing and updating title change requests viz name deletion, transmission, transposition, issue of letter(s) of confirmation, dematerialization and rematerialisation of securities as well as KYC details of the investors for physical holdings like change of address/bank account details/ e-mail address /telephone/mobile/ nomination and PAN.

For any assistance concerning dematerialization of shares, transmissions, correction/change in name, deletion of name, change of address, non-receipt of dividend or annual report, or any other query related to shares, shareholders are encouraged to reach out to MUFG Intime India Pvt. Ltd. They can be contacted at C101, 247 Park, L. B. S. Marg, Vikhroli (West), Mumbai 400083; Telephone number: +91 - 8108116767, and Email: [email protected] .

All shareholder queries or service requests in electronic mode shall be raised through https://web.in.mpms.mufg.com/helpdesk/Service_Request.html

The Company ensures prompt and reliable support for addressing shareholder queries and concerns in a timely manner.


Corporate Overview

Statutory Reports

Financial Statements

Sl. No. Particulars Details
RTA online system (SWAYAM)
'SWAYAM' is a secure, user-friendly web-based application, developed by MUFG Intime India Pvt. Ltd. (Formerly Link Intime India Private Limited), our Registrar and Share Transfer Agents, that empowers shareholders to effortlessly access various services. We request you to get registered and have first-hand experience of the portal. This application can be accessed at https://swayam.linkintime.co.in
For General Correspondence: GHCL Limited, Registered Office: "GHCL House" Opp. Punjabi Hall, Navrangpura, Ahmedabad - 380 009. Phone: 079 -26427818/26427519; Corporate office: GHCL House, B-38, Institutional Area, Sector-1, Noida - 201301 (U.P.), Tel.: 0120-4939900 / 2535335 (Email: [email protected])
11 A significant proportion of the Company's equity shares, specifically 98.39% representing 9,04,50,218 equity shares, were held in dematerialized form as of March 31, 2026. This indicates a strong trend towards dematerialization, wherein shareholders hold their shares electronically in a demat account rather than in physical certificate form. The total paid-up capital of the Company as of March 31, 2026, amounts to ₹ 91,93,41,550/- comprising of 9,19,34,155 equity shares of ₹ 10 each. To enhance market efficiency and facilitate seamless trading and in compliance of SEBI notification dated October 28, 2000, the Company has implemented a policy mandating trading in its shares only in dematerialized form. By promoting dematerialization, the Company aims to enhance liquidity, streamline share transactions, and provide shareholders with a convenient and secure means of holding and trading their shares.
12 As per Regulation 36(3) of the Listing Regulations and applicable Secretarial Standard-2, the Notice to the Annual General Meeting contains detailed particulars of the Directors seeking appointment / re-appointment. This includes their qualifications, experience, expertise, directorships held in other companies, shareholdings in the Company, and any relationships or transactions with the Company etc. This information allows shareholders to make informed decisions regarding the appointment or reappointment of Directors.

7. Corporate Benefits to Shareholders

Dividend declared for last 10 years
Financial Year Dividend Dividend (₹ per Share)
2015-16 35.00% 3.50
2016-17 50.00% 5.00*
2017-18 50.00% 5.00
2018-19 50.00% 5.00
2019-20 30.00% 3.00**
2020-21 55.00% 5.50
2021-22 150.00% 15.00***
2022-23 175.00% 17.50
2023-24 120.00% 12.00
2024-25 120.00% 12.00

Interim dividend @ ₹1.50 per share & Final dividend @ ₹ 3.50 per share.
Interim Dividend @ ₹ 3.00 per share.
**Dividend @ ₹ 15.00 per share (comprises of regular dividend of ₹ 10 per share and special dividend of ₹ 5 per share).

Equity share of paid up value of ₹ 10 per share.

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GHCL Limited

Corporate Governance

8. Shareholders Reference

Shareholders' Attention: Unclaimed Dividend Notice:

In compliance with Section 124 of the Companies Act, 2013 and the Investors Education & Protection Fund Authority (Accounting, Audit, Transfer & Refund) Rules 2016, we bring to your attention the transfer of unclaimed dividends to the Investor Education and Protection Fund (IEPF). Dividends that have not been claimed by shareholders for seven consecutive years or more, including dividends for the financial years 2018-19, are under process of transferring into the IEPF.

Letters and Reminders to Shareholders for Unclaimed Shares/Dividends

Pursuant to the provisions of the Act, the Company sends reminder letters to those shareholders whose unclaimed dividend/shares are liable to be transferred to the Investor Education and Protection Fund ('IEPF') account. In addition to the aforesaid statutory requirement, the Company sends a voluntary reminder to the shareholders who have not claimed their dividends, on an annual basis and additionally, we have published newspaper advertisements and uploaded details of the transferred shares and unclaimed dividends on our website at www.ghcl.co.in.

Shareholders are also reminded that unclaimed dividends and corresponding shares transferred to the IEPF, along with any benefits accruing on such shares, can be reclaimed by following the prescribed procedure.

To claim shares/dividends, shareholders must submit an application in E-form No. IEPF-5, as per Rule 7 of the abovementioned Rules.

Shareholders who have not yet encashed their dividend warrants or have not received them are advised to request the issuance of duplicate warrants. For assistance, please contact MUFG Intime India Private Limited to confirm non-encashment or non-receipt of dividend warrants.

The Company will continue to transfer unclaimed dividends according to the schedule provided below. Shareholders are urged to promptly take necessary action to encash dividend warrants or claim their shares.

Please refer to Rule 7 of the abovementioned Rules for further information on the refund process for shares, dividends, and other related matters.

Financial Year Date of Meeting Due for Transfer to IEPF
2018-19 30-05-2019 May 2026
2019-20 (Interim Dividend) 15-03-2020 March 2027
2020-21 19-06-2021 June 2028
2021-22 30-06-2022 June 2029
2022-23 01-07-2023 July 2030
2023-24 08-07-2024 July 2031
2024-25 24-07-2025 July 2032

Shareholding Pattern of the Company for the financial year ended on March 31, 2026:

SHAREHOLDING PATTERN AS ON MARCH 31, 2026
Category No. of shares % of shareholding
A Promoters & Promoters Group Holding
1 Promoters
Indian Promoters 12758169 13.88%
Foreign Promoters 5507900 5.99%
2 Others 0 0.00%
Sub-Total (A) 18266069 19.87%

Corporate Overview
Statutory Reports
Financial Statements

SHAREHOLDING PATTERN AS ON MARCH 31, 2026
Category No. of shares % of shareholding
B Non-promoters Holding
1 Institutional Investors
Mutual Funds 8242702 8.97%
Banks 2800 0.003%
NBFC registered with RBI 1250 0.001%
Insurance Companies (i.e. LICI ASM Non Par) 704724 0.77%
Foreign Portfolio Investors (including FIIs) 22675337 24.66%
Other financial Institutions 4104 0.004%
Alternate Investment Funds 765111 0.83%
State Government / Governor 19 0.00%
Sub-Total (B1) 32396047 35.24%
2 Non-institutional Investors
Bodies Corporate 11564918 12.58%
Indian public (Individuals & HUF) 24912391 27.10%
NRIs, Foreign Nationals & Foreign Companies 1595048 1.73%
Government Companies (i.e. IEPF) 1249434 1.36%
Other Directors & relatives 681400 0.74%
KMP 23000 0.03%
Escrow Account 4200 0.004%
Others (Trusts ,Clearing Members, Body Corp-Ltd Liability Partnership and Central & State Government) 1241648 1.35%
Sub-Total (B2) 41272039 44.89%
Total Public / Non-promoters holding (B1 + B2) 73668086 80.13%
Grand Total (A + B) 91934155 100.00%

DISTRIBUTION OF SHAREHOLDING AS ON MARCH 31st, 2026

No. of Shares held of ₹ 10 each between No. of shareholders % of total shareholders No. of shares % of total shares
From To
1 500 90508 93.36% 8862055 9.64%
501 1000 3561 3.67% 2759202 3.00%
1001 2000 1399 1.44% 2108138 2.29%
2001 3000 433 0.45% 1090727 1.19%
3001 4000 206 0.21% 734585 0.80%
4001 5000 191 0.20% 897557 0.97%
5001 10000 271 0.28% 1946990 2.12%
10001 Above 378 0.39% 73534901 79.99%
96947 100.00% 91934155 100.00%

Plant Locations:

Inorganic Chemical Division:
Soda Ash Plant: Village: Sutrapada Near Veraval, Distt.: Gir Somnath, Gujarat - 362275
Salt works: Port Albert Victor, Via Dungar, Distt.: Amreli, Gujarat - 364555
Lignite Mines: 713/B, Deri Road, Near Diamond Chowk, Krishnanagar, Bhavnagar, Gujarat - 364001
Limestone Mines: GHCL Limited, Sutrapada, Dist.: Gir Somnath, Gujarat (Mines in Harnasa, Nakhda, Bhimdeol, Dhamanva & Gabha)
GHCL Limited, Junagarh - Somnath Highway, Bhanduri, Dist.: Junagarh, Gujarat - 362245 (Various Lime Stone Mines acquired by the Company)
Consumer Products Division (a) Kadinal Vayal, Vedaranyam, Distt. Nagapattanam, Tamil Nadu - 614707
- Salt Works & Refinery: (b) Nemeli Road, Thiruporur, Distt.: Kancheepuram, Tamilnadu - 603110

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GHCL Limited

Corporate Governance

9. Green initiative

As a responsible corporate citizen, the Company welcomes and supports the 'Green Initiative' undertaken by the Ministry of Corporate Affairs, Government of India, and Securities & Exchange Board of India, enabling electronic delivery of documents including the Annual Report to shareholders at their e-mail address registered with the Depository Participant (DPs) and /or Registrar and Transfer Agent (RTA).

Shareholders who have not registered their e-mail addresses so far are requested to register their email address with their DPs / RTA. Those holding shares in Demat form can register their e-mail address with their concerned DPs. Shareholders who hold shares in physical form are requested to register their e-mail addresses with RTA, by sending a letter and KYC related documents, duly signed by the first/joint holder quoting details of Folio Number.

10. List of all Credit Ratings (along with revisions) obtained by the Company during the financial year ended March 31, 2026

Complete details on the Credit Ratings obtained by the Company during the financial year ended March 31, 2026, are available in the Board's Report under the finance section. The Board's Report provides comprehensive information regarding the credit ratings received by the Company, including the agencies involved, the specific ratings assigned, and any corresponding outlook or comments provided by the rating agencies. Shareholders and stakeholders are encouraged to refer to the Board's Report for a detailed overview of the Company's credit ratings and their significance.

11. Management Discussion and Analysis Report form part of this Annual Report

The Annual Report features a separate section dedicated to the Management Discussion and Analysis (MDA) report. It provides a comprehensive analysis of the Company's performance, market trends, and strategic initiatives. The MDA report offers valuable insights for shareholders and stakeholders, enhancing transparency and understanding of the Company's operations.

12. Disclosures:

12.1 Disclosure on materially significant related party transactions

The Company has diligently ensured that no related party transactions of a material nature have been entered into that could potentially create a conflict of interest. To maintain transparency, the management provides details of related party transactions on a quarterly basis, following the guidelines of Ind-AS. The Annual Report contains comprehensive information on the transactions between the Company and related parties, which are disclosed in the notes to the accounts. It is important to note that these transactions do not pose any conflicts with the Company's interests.

12.2 Details of non - compliance by the Company, penalties, strictures imposed on the Company by the Stock Exchange or SEBI or any statutory authority, on the matter related to capital markets, during the last three years.

GHCL Limited takes pride in its exceptional track record of complying with statutory requirements and is fully committed to upholding governance standards, ensuring compliance, and safeguarding the interests of its stakeholders. The Company has diligently fulfilled all regulatory obligations without any lapses except one matter under regulation 23(9) of the Listing Regulations, which was reported in the Annual Report for FY 2023-24, w.r.t. payment of ₹ 5,900/- (including GST) each to BSE & NSE, for one day delay in filing of disclosure u/r 23 (9) due to technical reason. Apart from the above, GHCL Limited has not incurred any penalties or faced any strictures from Stock Exchanges, SEBI, or any other statutory authority concerning capital market-related matters.

12.3 Vigil mechanism / Whistle Blower Policy

GHCL Limited maintains the highest standards of integrity, transparency, and ethical conduct. To support this commitment, and in compliance with Regulation 22 of the Listing Regulations and the Companies Act, the Company has implemented a robust vigil mechanism through its Whistle Blower Policy. This framework provides a secure, confidential channel for directors, employees, and stakeholders to report


Corporate Overview

Statutory Reports

Financial Statements

concerns regarding unethical practices, actual or suspected fraud, or any violations of GHCL's Code of Conduct and ethics policies.

The Whistle Blower Policy, which became effective long back in 2014 and updated thereafter from time to time, reflects the Company's dedication to providing a secure and fearless working environment for its employees. The policy has been communicated across the organization and is readily accessible on the Company's website.

The details of person with whom complaints can be filed:

Mr. Ravi Shanker Jalan
Managing Director – GHCL Limited
Email: [email protected]

Mr. Bhuwneshwar Mishra
– Company Secretary
Email: [email protected]

In exceptional cases where the Whistle Blower is dissatisfied with the outcome of the investigation and decision, they have the option to make a direct appeal to the Chairman of the Audit & Compliance Committee. This ensures an additional level of accountability and strengthens the existing reporting system under the Vigil Mechanism.

To enhance the effectiveness of the reporting system, the Company has successfully introduced an online platform for reporting Whistle Blower-related issues in the prescribed format. This initiative aligns with the requirements of Schedule V of the Listing Regulations. It is important to note that no personnel has been denied access to the Audit & Compliance Committee of the Company, as mandated.

It is noteworthy that during the year, the Company has not received any complaints under the Vigil Mechanism or Whistle Blower Policy. This reflects the commitment of GHCL Limited to maintaining a positive and transparent work environment, where employees feel secure in reporting any concerns related to unethical behavior, fraud, or violations of the Company's code of conduct. The Company remains dedicated to upholding the highest standards of governance and protecting the interests of its stakeholders.

12.4 Disclosure by the Company and its subsidiary of Loans and advances in the nature of loans to firms/ companies in which directors are interested by name and amount

The Company and its subsidiary have not given any Loans and advances in the nature of loans to firms/companies in which directors are interested.

12.5 Details of Material Subsidiaries of the Company; including the Date and Place of Incorporation and the name and date of appointment of the statutory auditors of such subsidiaries as on March 31, 2026

The Company didn't have any Material Subsidiary during the Financial year ended March 31, 2026.

12.6 Disclosures regarding the web link of the Company

Policy for determining material subsidiaries and RPT Policy on materiality and dealing with related parties of the Company are posted on the Company's website (URL: https://ghcl.co.in/wp-content/uploads/2024/05/Policy-for-Determination-of-Materiality.pdf).

12.7 Details of compliance with mandatory requirements of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and adoption of the non- mandatory requirements of Regulation 27(1) of the Listing Regulations.

The Company diligently adheres to all mandatory provisions of Corporate Governance as prescribed by the Listing Regulations and other applicable provisions. Furthermore, the Company is committed to maintaining compliance with non-mandatory requirements outlined in Regulation 27(1) in conjunction with Part E of Schedule II of the Listing Regulations. By doing so, the Company aims to foster a strong corporate governance framework that ensures transparency, accountability, and protection of stakeholders' interests.

(a) Non-Executive Chairman's Office: A non-executive Chairman may be entitled to maintain a Chairman's office at the company's expense and also allowed reimbursement of expenses incurred in performance of his / her duties. The Company is having non-executive Chairman. The Company does not incur expenses for maintaining Chairman's office.

(b) Shareholders' Rights: The Company is committed to ensuring transparency and timely communication with its shareholders and stakeholders regarding its financial performance and significant events. In line with this commitment, the Company publishes its half-yearly (including quarterly) financial performance in newspapers, providing wider access to this information. These financial updates are also promptly posted on the Company's website, allowing shareholders and other interested parties to access the information easily.

To further enhance communication, the Company has continued mass email service to distribute the quarterly results and /or any other important updates

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Corporate Governance

to shareholders holding 50 shares or more. This ensures that shareholders receive the relevant financial updates directly in their inboxes, facilitating convenient access to the Company's performance updates and insights from key management personnel.

Furthermore, the Company diligently reports significant events to the stock exchanges in a timely manner, as required by regulatory obligations. This proactive approach to disclosure ensures that shareholders and the market are promptly informed about material developments that may impact the Company's operations or financial position.

By leveraging multiple communication channels, including newspaper publications, website postings, mass email services, and stock exchange notifications, the Company strives to provide comprehensive and accessible information to its shareholders, promoting transparency and fostering trust among its stakeholders.

(c) Audit Qualifications: GHCL maintains unqualified financial statements, demonstrating its commitment to best practices in financial reporting. Through rigorous internal controls and transparent processes, the Company ensures accuracy and reliability in its financial statements. This reflects GHCL's dedication to sound corporate governance and reinforces trust among shareholders and stakeholders.

(d) Separate posts of Chairperson and the Managing Director or the Chief Executive Officer: GHCL adheres this non-mandatory requirement related to appointment of separate persons to the post of the Chairperson and the Managing Director or the CEO. Mr. Anurag Dalmia is Non-Executive Chairman of the Company and Mr. Ravi Shanker Jalan is Managing Director of the Company and we confirm that both are not related to each other. However, Mr. Anurag Dalmia and Mr. Neelabh Dalmia (Executive Director) are related as disclosed in para 2.5 of this report.

(e) Reporting of Internal Auditor: GHCL has engaged independent Internal Auditors for each division, ensuring a robust internal audit function. The Internal Auditors submit their reports to the Chairman of Audit & Compliance Committee after discussion with the Managing Director and the CFO. These reports are then shared with the members of the Audit & Compliance Committee for their review and assessment. This practice enhances the effectiveness of internal controls and risk management across the organization, contributing to strong corporate governance.

(f) Independent Directors: During the financial year 2025-26, a separate meeting of the Independent Directors of the Company was held on April 19, 2025, for the purpose of evaluation of the Board, its committees and individual directors. All the Independent Directors were present at the meeting.

The meeting was held without the presence of Non-Independent Directors and members of the management, except the Company Secretary, who attended the meeting to assist the Independent Directors.

While the Company endeavours to follow certain non-mandatory governance practices, including holding more than one meeting of Independent Directors in a financial year, only one such meeting was held during the year. The Company will continue to evaluate the feasibility of holding additional meetings of Independent Directors in the forthcoming years as part of its governance practices.

12.8 Details of the utilization of funds raised through preferential allotment or qualified institutional placement (QIP) as specified under regulation 32(7A).

This clause is not applicable to the Company as the Company has not raised any funds through preferential allotment and/or QIP.

12.9 Certificate from a company secretary in practice that none of the directors on the board of the Company have been debarred or disqualified from being appointed or continuing as directors of the Company by the Board / Ministry of Corporate Affairs or any such statutory authority.

GHCL has obtained a certificate from Chandrasekaran Associates, Company Secretaries, who serve as the Secretarial Auditor of the Company. The certificate confirms that none of the directors on the board of the Company have been debarred or disqualified from holding directorship by SEBI, Ministry of Corporate Affairs, or any other relevant statutory authority. This certificate is attached as an annexure to this Report, further demonstrating the Company's commitment to upholding corporate governance standards and ensuring the suitability and eligibility of its directors.


Corporate Overview

Statutory Reports

Financial Statements

12.10 Total fees for all services paid by GHCL Limited and its subsidiaries, on a consolidated basis, to S. R. Batliboi & Co. LLP and other firms in the network entity of which the statutory auditor is a part, as included in the consolidated financial statements of the Company for the year ended March 31, 2026, is as follows:

Amount (INR in Crore)
Fees to S.R. Batliboi & Co LLP: Audit fee 1.59
Other services 0.22
Fees for Other related services paid to S.R. Batliboi & Affiliates firms and to entities of the network of which the statutory auditor is a part --
Out of Pocket Expenses 0.07
Total Fees 1.88

12.11 The disclosures of the compliance with corporate governance requirements specified in regulations 17 to 27 and clause (b) to (i) of sub-regulation (2) of regulation 46 of the SEBI (LODR) Regulations, 2015.

GHCL is fully compliant with the corporate governance requirements outlined in regulations 17 to 27 and clause (b) to (i) of sub-regulation (2) of regulation 46 of the SEBI (LODR) Regulations, 2015. The Company adheres to these regulations to ensure transparency, accountability, and the protection of stakeholders' interests.

The Company is fully compliant with all the requirements of Corporate Governance Report as stated in sub paras (2) to (10) of Schedule V of Listing Regulations.

Please note that the Company has received Independent Auditor's Report on compliance of conditions of Corporate Governance, which is separately attached herewith and the same shall be part of our Board's report.

Please note that there is no agreement (which is binding to the Company) disclosed under clause 5A of paragraph A of Part A of Schedule III to the Listing Regulations.

12.12 The disclosure about Directors and Officers (D & O) Liability Insurance in line with the requirement of Regulation 25 (10) of the SEBI (LODR) Regulations, 2015.

GHCL fully complies with SEBI (LODR) Regulations, 2015, ensuring transparent and accountable corporate governance practices. This adherence safeguards stakeholders' interests and contributes to the company's overall success.

The Company takes an appropriate Directors' and Officers' Liability Insurance Policy and pay the premiums for the same. It is intended to maintain such insurance cover for the entire period of the directors including Independent directors, subject to the terms of such policy in force from time to time.

12.13 Constitution of Internal Complaints Committee (ICC) under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH)

As per Section 134(3) of the Act read with Rule 8 of Companies (Accounts) Rules, 2014, a "Statement that the Company has complied with the provisions related to Constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH)" has to be included in the Board's Report.

In accordance with the above-mentioned provisions of POSH, the Company is in compliance with and has adopted the "Policy on Prevention of Sexual Harassment of Women at Workplace" and matters connected therewith or incidental thereto covering all the related aspects. The constitution of Internal Complaints Committee (ICC) is as per the provisions of POSH and includes external Members from NGO or those individuals having relevant experience.

The Committee meets as and when required and provides a platform for female employees for registration of concerns and complaints, if any.

During the year under review i.e. FY 2025-26, one POSH review meetings were conducted for all ICC members, and online awareness training for all employees via GEMS were held across all manufacturing locations to discuss on strengthening the safety of employees at workplace.

In addition, the awareness about the Policy and the provisions of Prevention of Sexual Harassment Act was also carried out in the said meetings. Further, as per the applicable provisions of POSH, the Company continues to submit Annual Report to the District Officer consisting of details as stipulated under the said Act.

We are pleased to inform you that no complaints related to sexual harassment were reported during the year under the POSH Act.

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

12.14 Disclosures related to demat suspense account/ unclaimed suspense account

Pursuant to Regulation 34(3) read with Schedule V of the Listing Regulations, the Company reports the following details in respect of the equity shares lying in the suspense account:

Particulars No. of Shareholders No. of Equity Shares
Aggregate number of Shareholders and outstanding shares at the beginning of the year i.e. as on April 1, 2025 36 4500
Add: Number of Shareholders who could not submit his Letter of Confirmation within 120 days and consequently his shares have been transferred into Suspense account during the year 2025-26 12 1200
Less: Number of Shareholders who approached for issue / transfer of shares during the year 2025-26 11 1500
Less: Transfer to IEPF from Suspense Account during the year 2025-26 0 0
Aggregate number of Shareholders and outstanding shares lying at the end of the year i.e. as on March 31, 2026 37 4200

12.15 Particulars of Senior Management

Sr. No. Name of Senior Management and Functional Head Designation
1 Mr. Ravi Shanker Jalan Managing Director
2 Mr. Raman Chopra CFO & Executive Director (Finance)
3 Mr. Neelabh Dalmia Executive Director (Growth & Diversification Projects)
4 Mr. N N Radia President & COO - Soda Ash
5 Mr. Bhuwneshwar Mishra Vice President- Sustainability & Company Secretary
6 Mr. Mayuresh Hede Operation Head, Sutrapada Plant, Soda Ash
7 Mr. J P Patel Operation Head - Green Field
8 Mr. Sunil Singh Head of Marketing - Soda Ash
9 Mr. Anil Singh Vice President (HR)
10 Mr. Jeetendra Gosain Vice President - F&A and IT
11 Mr. P N Rao Vice President - Commercial
12 Mr. Sanjay Gupta Vice President - Commercial
13 Mr. M S Rathore Vice President - Liaison & Admin
14 Mr. Manu Jain Sr. General Manager – F & A

Note: Sl. No. 1 to 3 are also part of the Board of Directors.

13. Share Transfer Process & Dematerialisation

Pursuant to SEBI circular, the listed companies shall issue the securities in dematerialised form only, for processing any service request from shareholders viz., issue of letter of confirmation, endorsement, transmission, transposition etc. Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR – 4, the format of which is available on the Company's website at https://ghcl.co.in/wp-content/uploads/2023/05/SEBI-Circular-for-updating-KYC-of-Shareholders-16-03-2023.pdf . After processing the service request, a letter of confirmation will be issued to the shareholders and shall be valid for a period of 120 days, within which the shareholder shall make a request to the Depository Participant for dematerialising those shares. If the shareholders fail to submit the dematerialisation request within 120 days, then the Company shall credit those shares in the Suspense Escrow Demat account held by the Company. Shareholders can claim these shares transferred to Suspense Escrow Demat account on submission of necessary documents.

In view of the aforesaid, Members who are holding shares in physical form are hereby requested to convert their holdings in electronic mode to avail various benefits of dematerialisation.


Corporate Overview

Statutory Reports

Financial Statements

14. Other Communication to Shareholders

(a) Furnishing of PAN, KYC details and Nomination details by physical shareholders: A communication has been sent by the Company to its physical shareholders for furnishing details of PAN, e-mail address, mobile number, bank account details and nomination details.

(b) Registration of email address for the limited purpose of receiving the credentials for remote e-Voting along with the Integrated Annual Report FY 2025-26: The Company has made special arrangements with the help of its RTA for registration of email addresses of those Members whose email addresses are not registered and who wish to receive the credentials for remote e-Voting and the Notice of the 43rd AGM along with the Integrated Annual Report FY 2025-26.

(c) Updation of details for dividend payment and TDS: The Company voluntarily sent a communication to all those shareholders whose email addresses were registered with the Company regarding TDS on dividend and requesting them to update their residential status and other details.

15. Code of Conduct to Regulate, Monitor And Report Trading by Insiders

In compliance with SEBI regulations on the prevention of insider trading, GHCL has implemented a comprehensive code of conduct for promoters, directors, designated employees, and their immediate relatives. The code provides guidelines on procedures, disclosures, and the consequences of violations when dealing with the company's shares. Additionally, GHCL has adopted an automated tracking system to monitor insider trading, generating reports and sending reminders to employees about prohibited transactions.

The company has also established policies for handling leaks of unpublished price-sensitive information (UPSI) and determining legitimate purposes. The Code of Corporate Disclosure Practices and the Policy for Determination of Legitimate Purposes are readily available on the company's website. To ensure compliance, GHCL maintains a structured digital database (SDD) internally, capturing all relevant details pertaining to UPSI.

Furthermore, GHCL has proactively taken measures to strengthen its insider trading prohibition framework and meet regulatory requirements. These efforts demonstrate the company's commitment to maintaining a robust system that prevents insider trading in its securities.

16. Code of Conduct

GHCL Limited has a robust policy framework that guides the ethical and professional conduct of its Board Members and Senior Management. The Code of Conduct encompasses both fundamental ethical considerations and specific guidelines for professional behavior. The company ensures compliance with this code, by the Board Members and Senior Management with annual affirmation as stated in this report.

In addition to the aforementioned policy, GHCL Limited has also adopted a "Code of Conduct for employees and other stakeholders." This code sets the highest standards for personal and professional integrity, honesty, and ethical conduct, guiding employees and stakeholders in their actions.

The Code of Conduct is readily accessible on the company's website at https://ghcl.co.in/wp-content/uploads/2024/05/Code-of-Conduct-for-Employees-and-Other-Stakeholders.pdf allowing stakeholders to familiarize themselves with its principles and guidelines.

17. CEO/CFO Certification

The Managing Director and Chief Financial Officer of GHCL Limited have fulfilled their responsibility of providing annual certification on financial reporting and internal controls to the Board, as mandated by Regulation 17(8) of the Listing Regulations. This certification affirms the company's commitment to maintaining accurate and reliable financial information and ensuring effective internal controls.

Similarly, in compliance with Regulation 33(2) of the Listing Regulations, the Managing Director and Chief Financial Officer have jointly issued quarterly certifications on the financial results. These certifications accompany the presentation of the financial results to the Board, reinforcing the accuracy and reliability of the reported financial information.

Through these certifications, GHCL Limited demonstrates its dedication to upholding high standards of financial reporting and internal controls, ensuring transparency and accountability in its operations.

18. Functional website of the Company as per Regulation 46 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015

GHCL Limited complies with Regulation 46 of the Listing Regulations by maintaining an active and informative website for the Company. The official website, accessible at www.ghcl.co.in, serves as a reliable source of essential

Integrated Annual Report 2025-26


GHCL Limited

Corporate Governance

information about the Company, including details about its business, financial information, various policies, shareholding pattern, and other relevant information for shareholders. The Company recognizes the importance of keeping its website up to date and regularly updates the information provided on the website. By doing so, GHCL ensures that shareholders and other stakeholders have easy access to accurate and current information about the Company's operations and performance.

The Company's website serves as a valuable resource for shareholders to stay informed about GHCL's activities, enabling them to make well-informed decisions. By maintaining a functional and regularly updated website, GHCL demonstrates its commitment to transparency and providing convenient access to relevant information for the benefit of its stakeholders.

19. Share Capital & Reconciliation of Share Capital Audit

A qualified practicing Company Secretary conducts quarterly audits to reconcile the Company's total admitted capital with National Securities Depositories Limited (NSDL) and Central Depositories Services (India) Limited (CDSL), as well as the total issued and listed capital. The purpose of this audit is to ensure that the total issued/paid-up capital aligns with the

combined number of shares in physical form and the number of dematerialized shares held with NSDL and CDSL.

These audits are performed to validate and confirm the accuracy of the Company's capital structure, ensuring that the recorded capital matches the shares held in both physical and dematerialized form.

The qualified practicing Company Secretary's audit provides assurance that the Company's total admitted capital is in accordance with the aggregate number of shares in physical form and dematerialized shares held with NSDL and CDSL. This diligent process helps to maintain accurate records and instils confidence among stakeholders regarding the Company's capital position.

20. Compliance Management System

Compliance is a top priority for GHCL Limited. We believe in conducting business legally and ethically, and our actions reflect our commitment to these principles. To ensure comprehensive compliance, we have implemented an online Compliance Management System that monitors adherence to applicable laws. The Board regularly reviews compliance reports to uphold our robust compliance framework. By prioritizing compliance, we foster trust among stakeholders and promote sustainable growth.

Declaration w.r.t. Code of Conduct

The Board has laid down a code of conduct for all Board Members and Senior Management of the Company, which is posted on the Website of the Company. The Board Members and Senior Management Personnel have affirmed to the compliance with the Code of Conduct for the financial year ended March 31, 2026.

Place: Noida
Date: May 05, 2026

For GHCL LIMITED

Sd/-
Ravi Shanker Jalan
Managing Director
DIN: 00121260

Sd/-
Raman Chopra
CFO & Executive Director (Finance)
DIN: 00954190


Corporate Overview
Statutory Reports
Financial Statements

CEO / CFO Certificate

(Certificate under Regulation 17 (8) of the SEBI (LODR) Regulations, 2015)

The Board of Directors
GHCL Ltd.

We the undersigned certify to the Board that:

(a) We have reviewed financial statements and the cash flow statement for the financial year ended March 31, 2026, and that to the best of our knowledge and belief:

(i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

(ii) these statements together present a true and fair view of the company's affairs and are in compliance with existing accounting standards, applicable laws, and regulations.

(b) There are, to the best of our knowledge and belief, no transactions entered into by the company during the year which are fraudulent, illegal, or violative of the company's code of conduct.

(c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of the internal control systems of the company pertaining to financial reporting and we have disclosed to the auditors and the Audit & Compliance Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

(d) We have indicated to the auditors and the Audit and Compliance Committee-

(i) significant changes in internal control over financial reporting during the year;

(ii) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements; and

(iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the company's internal control system over financial reporting.

For GHCL LIMITED

Place: Noida
Date: May 05, 2026

Sd/- Ravi Shanker Jalan Sd/- Raman Chopra
Managing Director DIN: 00121260 CFO & Executive Director (Finance) DIN: 00954190

Integrated Annual Report 2025-26
251


GHCL Limited

Certificate of Non-Disqualification of Directors

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

The Members

GHCL Limited

GHCL House Opp. Punjabi Hall, Navrangpura

Ahmedabad, Gujarat-380009

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of GHCL Limited and having CIN L24100GJ1983PLC006513 and having registered office at GHCL House Opp. Punjabi Hall, Navrangpura, Ahmedabad, Gujarat-380009 (hereinafter referred to as 'the Company'), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers and declarations received from respective Directors, We hereby certify that as on Financial Year ended on March 31, 2026 none of the Directors on the Board of the Company as stated below have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority:

S. No. Name of director DIN Original Date of appointment in Company
1 Anurag Dalmia 00120710 19/04/1986
2 Manoj Vaish 00157082 01/04/2019
3 Vijay Laxmi Joshi 00032055 20/04/2017
4 Arun Kumar Jain 07563704 01/04/2019
5 Ravindra Singh 08344852 01/04/2019
6 Ravi Shanker Jalan 00121260 24/09/2002
7 Raman Chopra 00954190 12/09/2008
8 Neelabh Dalmia 00121760 20/07/2005

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For Chandrasekaran Associates,

Company Secretaries

FRN: P1988DE002500

Peer Review Certificate No.: 6689/2025

Sd/-

Dr. S. Chandrasekaran

Senior Partner

Membership No. F1644

Certificate of Practice No. 715

UDIN: F001644H000236461

Date: May 05, 2026

Place: Delhi


Corporate Overview

Statutory Reports

Financial Statements

Secretarial Audit Report

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026

To,

The Members

GHCL Limited

GHCL House Opp. Punjabi Hall Navrangpura

Ahmedabad, Gujarat 380009

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate governance practices by GHCL Limited (hereinafter called "the Company"). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion thereon.

Based on our verification of the Company's books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31, 2026 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter.

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2026 ('Period under review') according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and Byelaws framed thereunder to the extent of Regulation 74 and 76 of SEBI (Depositories and Participants) Regulations, 2018;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act'):

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;

(d) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;

(e) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; Not Applicable during the year under review.

(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 2025 regarding the Companies Act and dealing with client to the extent of securities issued;

(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021; Not Applicable during the year under review.

(h) The Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018;

(vi) The other laws, as informed and certified by the Management of the Company which are specifically applicable to the Company based on the Sectors/ Industry are:

(a) Food Safety and Standards Act, 2006, rules and regulations thereunder and;

(b) Legal Metrology Act, 2009 and rules and regulations thereunder.

We have also examined compliance with the applicable clauses/ Regulations of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India and notified by the Ministry of Corporate Affairs.

(ii) SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Integrated Annual Report 2025-26


GHCL Limited

During the period under review the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

We further report that

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors, and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all Directors to schedule the Board Meetings. Agenda and detailed notes on agenda were sent at least seven days in advance except in cases where meetings were convened at a shorter notice. The Company has complied with the provisions of Act for convening meeting at the shorter notice, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

All decisions at Board Meetings and Committee Meetings are carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period following major event has happened which is deemed to have a major bearing on the Company's affairs in pursuance of the above-mentioned laws, rules, regulations, guidelines, standards, etc:

(i) The Nomination and Remuneration Committee of the Board has made an allotment of 3,17,300 equity shares at an exercise price of ₹ 376/-, against exercise of stock options in terms of GHCL ESOS.

(ii) The Board has completed buy-back of 41,37,931 (Forty-One Lakhs Thirty-Seven Thousand Nine Hundred and Thirty-One) fully paid-up equity shares having face value of INR 10 each at a price of ₹ 725/- through Tender Offer Process.

For Chandrasekaran Associates,
Company Secretaries
FRN: P1988DE002500
Peer Review Certificate No.: 6689/2025

Sd/-
Dr. S. Chandrasekaran
Senior Partner
Membership No. F1644
Certificate of Practice No. 715
UDIN: F001644H000236331

Date: May 05, 2026
Place: Delhi

Note:
i. This report is to be read with our letter of even date which is annexed as Annexure-A and forms an integral part of this report.


Corporate Overview

Statutory Reports

Financial Statements

Annexure-A to the Secretarial Audit Report

To,

The Members

GHCL Limited

GHCL House

Opp. Punjabi Hall Navrangpura

Ahmedabad, Gujarat 380009

Our Report of even date is to be read along with this letter.

Auditor's responsibility

Based on audit, our responsibility is to express an opinion on the compliance with the applicable laws and maintenance of records by the Company. We conducted our audit in accordance with the auditing standards CSAS 1 to CSAS 4 ("CSAS") prescribed by the Institute of Company Secretaries of India ("ICSI"). These standards require that the auditor complies with statutory and regulatory requirements and plans and performs the audit to obtain reasonable assurance about compliance with applicable laws and maintenance of records.

Due to the inherent limitations of an audit including internal, financial and operating controls, there is an unavoidable risk that some misstatements or material non-compliances may not be detected, even though the audit is properly planned and performed in accordance with the CSAS. Our report of even date is to be read along with this letter.

  1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
  2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on the random test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
  3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
  4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
  5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on random test basis.
  6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

For Chandrasekaran Associates,

Company Secretaries

FRN: P1988DE002500

Peer Review Certificate No.: 6689/2025

Sd/-

Dr. S. Chandrasekaran

Senior Partner

Membership No. F1644

Certificate of Practice No. 715

UDIN: F001644H000236331

Date: May 05, 2026

Place: Delhi

Integrated Annual Report 2025-26


GHCL Limited

Independent Auditor's Report on compliance with the conditions of Corporate Governance as per provisions of Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

The Members of GHCL Limited
GHCL House, Opp: Punjabi Hall, Navrangpura
Ahmedabad 380009

  1. The Corporate Governance Report prepared by GHCL Limited (hereinafter the "Company"), contains details as specified in regulations 17 to 27, clauses (b) to (i) and (t) of sub - regulation (2) of regulation 46 and para C, D, and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("the Listing Regulations") ('Applicable criteria') for the year ended March 31, 2026 as required by the Company for annual submission to the Stock exchange.

Management's Responsibility

  1. The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including the preparation and maintenance of all relevant supporting records and documents. This responsibility also includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the Corporate Governance Report.

  2. The Management along with the Board of Directors are also responsible for ensuring that the Company complies with the conditions of Corporate Governance as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of India.

Auditor's Responsibility

  1. Pursuant to the requirements of the Listing Regulations, our responsibility is to provide a reasonable assurance in the form of an opinion whether, the Company has complied with the conditions of Corporate Governance as specified in the Listing Regulations.

  2. We conducted our examination of the Corporate Governance Report in accordance with the Guidance Note on Reports or Certificates for Special Purposes and the Guidance Note on Certification of Corporate Governance, both issued by the Institute of Chartered Accountants of India ("ICAI"). The Guidance Note on Reports or Certificates for Special Purposes requires that we comply with the ethical requirements of the Code of Ethics issued by ICAI.

  3. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.

  4. The procedures selected depend on the auditor's judgement, including the assessment of the risks associated in compliance of the Corporate Governance Report with the applicable criteria. Summary of procedures performed include:

i. Read and understood the information prepared by the Company and included in its Corporate Governance Report;

ii. Obtained and verified that the composition of the Board of Directors with respect to executive and non-executive directors has been met throughout the reporting period;

iii. Obtained and read the Register of Directors as on March 31, 2026 and verified that at least one independent woman director was on the Board of Directors throughout the year;

iv. Obtained and read the minutes of the following meetings of board of Directors / committee meetings / other meetings held from April 01, 2025 to March 31, 2026:

(a) Board of Directors;
(b) Audit Committee;
(c) Annual General Meeting (AGM);
(d) Nomination and Remuneration Committee;
(e) Stakeholders Relationship Committee;

256


Corporate Overview
Statutory Reports
Financial Statements

(f) Risk Management Committee;
(g) Banking & Operations Committee;
(h) Separate Meeting of Independent Directors;
(i) Corporate Social Responsibility (CSR) Committee

v. Obtained necessary declarations from the directors of the Company.
vi. Obtained and read the policy adopted by the Company for related party transactions.
vii. Obtained the schedule of related party transactions during the year and balances at the year-end.
viii. Obtained and read the minutes of the audit committee meeting where in such related party transactions have been pre-approved prior by the audit committee.
ix. Performed necessary inquiries with the management and also obtained necessary specific representations from management.

  1. The above-mentioned procedures include examining evidence supporting the particulars in the Corporate Governance Report on a test basis. Further, our scope of work under this report did not involve us performing audit tests for the purposes of expressing an opinion on the fairness or accuracy of any of the financial information or the financial statements of the Company taken as a whole.

Opinion

  1. Based on the procedures performed by us, as referred in paragraph 7 above, and according to the information and explanations given to us, we are of the opinion that the Company has complied with the conditions of Corporate Governance as specified in the Listing Regulations, as applicable for the year ended March 31, 2026, referred to in paragraph 4 above.

Other matters and Restriction on Use

  1. This report is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.
  2. This report is addressed to and provided to the members of the Company solely for the purpose of enabling it to comply with its obligations under the Listing Regulations with reference to compliance with the relevant regulations of Corporate Governance and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it may come without our prior consent in writing. We have no responsibility to update this report for events and circumstances occurring after the date of this report.

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Sonika Loganey
Partner
Membership Number: 502220
UDIN: 26502220BVTXGB4663
Place of Signature: Noida
Date: May 05, 2026

Integrated Annual Report 2025-26


STANDALONE

FINANCIAL STATEMENTS


Corporate Overview

Statutory Reports

Financial Statements

Independent Auditor's Report

To the Members of GHCL Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of GHCL Limited ("the Company"), which comprise the Balance sheet as at March 31 2026, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including a summary of material accounting policies and other explanatory information in which are included the financial statement of GHCL Employees Stock Option Trust which has been audited by other auditors for the year ended on that date.

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of report of other auditor on separate financial statements and on the other financial information of the GHCL Employees Stock Option Trust, the aforesaid standalone financial statements give the information required by the Companies Act, 2013, as amended ("the Act") in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026, its profit including other comprehensive (loss), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the 'Auditor's Responsibilities for the Audit of the Standalone Financial Statements' section of

our report. We are independent of the Company in accordance with the 'Code of Ethics' issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements for the financial year ended March 31, 2026. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For the matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matter described below to be the Key Audit Matter to be communicated in our report. We have fulfilled the responsibilities described in the Auditor's responsibilities for the audit of the standalone financial statements section of our report, including in relation to this matter. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying standalone financial statements.

Key audit matter How our audit addressed the Key Audit Matter
(a) Revenue recognition (as described in Note 2.2(c) of the standalone financial statements)
Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company has generally concluded that as principal, it typically controls the goods or services before transferring them to the customer. The Company uses a variety of shipment terms across its operating markets, and this has an impact on the timing of revenue recognition. Our audit procedures included the following:
- We assessed whether the Company's revenue recognition policy is in compliance with Ind AS 115 'Revenue from contracts with customers'.
- We assessed the design, implementation and the operating effectiveness of management's process of recognising the revenue from sales of goods with regard to the timing of the revenue recognition as per the sales terms with the customers.

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GHCL Limited

Key audit matter How our audit addressed the Key Audit Matter
There is a risk that revenue could be recognised in the incorrect period for sales transactions occurring on and around the year end therefore revenue recognition has been identified as a key audit matter. • We performed tests of details of sales transaction based on a representative sampling of the sales orders to test that the related revenues and trade receivables are recorded taking into consideration the terms and conditions of the sale orders, including the shipping terms.
• We also performed audit procedures relating to revenue recognition by agreeing deliveries occurring around the year end to supporting documentation to establish that revenue and corresponding trade receivables are properly recorded in the correct period.

We have determined that there are no other key audit matters to communicate in our report.

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and

Corporate Overview
Statutory Reports
Financial Statements

appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial statements/financial information of the Company to express an opinion on the standalone financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements/financial information of the component which has been audited by us. For GHCL Employees Stock Option Trust included in the standalone financial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements for the financial year ended March 31, 2026 and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matter

We did not audit the financial statements and other financial information of GHCL Employees Stock Option Trust included in the accompanying standalone financial statements of the Company whose financial statements and other financial information reflect total assets of ₹ 6.93 crores as at March 31, 2026 and the total revenues of ₹ 0.58 crore, total net profit after tax of ₹ 0.43 crores and total comprehensive income of ₹ 0.43 crore and net cash (inflows) of ₹(0.00) crore for the year ended on that date. The financial statements/information of GHCL Employees Stock Option Trust have been audited by the other auditor whose report have been furnished to us, and our opinion in so far as it relates to the amounts and disclosures included in respect of GHCL Employees Stock Option Trust, is based solely on the report of such auditor. Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

  1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of Sub-Section (11) of Section 143 of the Act, we give in the "Annexure 1" a statement on the matters specified in paragraphs 3 and 4 of the Order. The Order is not applicable to GHCL Employees Stock Option Trust.
  2. As required by Section 143(3) of the Act, we report, to the extent applicable, that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matters stated in paragraph (i)(vi) below on reporting under Rule 11(g);

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GHCL Limited

(c) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) On the basis of the written representations received from the directors as on March 31, 2026 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2026 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph (b) above on reporting under Section 143(3)(b) and paragraph (i)(vi) below on reporting under Rule 11(g);

(g) With respect to the adequacy of the internal financial controls with reference to standalone financial statements and the operating effectiveness of such controls, refer to our separate Report in "Annexure 2" to this report;

(h) In our opinion, the managerial remuneration for the year ended March 31, 2026 has been paid / provided by the Company to its directors in accordance with the provisions of Section 197 read with Schedule V to the Act;

(i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies(AuditandAuditors)Rules,2014,as amended in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements – Refer Note 35 to the standalone financial statements;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company;

iv. (a) The management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

b) The management has represented that, to the best of its knowledge and belief, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c) Based on such audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) contain any material misstatement.

v. The final dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance with Section 123 of the Act to the extent it applies to payment of dividend.

As stated in note 15H to the standalone financial statements, the Board of Directors of


Corporate Overview

Statutory Reports

Financial Statements

the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend.

vi. Based on our examination which included test checks, the Company has used accounting software for maintaining its books of account which has a feature of recording audit trail facility and the same has operated throughout the year for all relevant transactions recorded in the software except the audit trail is not enabled for direct changes to database using certain access rights till 6th May 2025, as described in Note 48 to the financial statements.

Further, the Company has used third party accounting software (Facto HR) for maintaining its payroll related books of account which has a feature of recording audit trail (edit log).

Wherever audit trail is enabled, during the course of our audit, we did not come across any instance

of audit trail feature being tampered with in respect of both the accounting software.

Additionally, the audit trail of relevant prior years has been preserved by the Company as per the statutory requirements for record retention, to the extent it was enabled and recorded in those respective years except that for audit trail at database level for accounting software for payroll related books of account is preserved for last 6 months as stated in Note 48 to the financial statements

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Sonika Loganey

Partner

Place of Signature: Noida

Date: May 05, 2026

Membership Number: 502220

UDIN: 26502220OKHBPF2835

Integrated Annual Report 2025-26


GHCL Limited

Annexure 1

referred to in paragraph under the heading “Report on other legal and regulatory requirements” of our report of even date

Re: GHCL Limited (“the Company”)

In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

(i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, plant and equipment.

(i) (a) (B) The Company has maintained proper records showing full particulars of intangibles assets.

(i) (b) Property, plant and equipment have been physically verified by the management during the year and no material discrepancies were identified on such verification.

(i) (c) The title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) are held in the name of the Company.

(i) (d) The Company has not revalued its Property, plant and equipment (including Right of use assets) or intangible assets during the year ended March 31, 2026.

(i) (e) There are no proceedings initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made there under.

(ii) (a) The inventory has been physically verified by the management during the year except for inventories lying with third parties and goods in transit. In our opinion, the frequency of verification by the management is reasonable and the coverage and procedure for such verification is appropriate. Inventories lying with third parties have been confirmed by them as at March 31, 2026 and no discrepancies of 10% or more in aggregate for each class of inventory were noticed in respect of such confirmations and on physical verification of inventories. In respect of goods in-transit, subsequent evidence of receipts/delivery acknowledgement/bill of lading has been verified with inventory/sales records.

(b) As disclosed in Note 16 to the standalone financial statements, the Company has been sanctioned working capital limits in excess of Rs. five crores in aggregate from banks during the year on the basis of security of current assets of the Company. Based on the records examined by us in the normal course of audit of the financial statements, the quarterly returns/statements filed by the Company with such banks are in agreement with the unaudited books of accounts of the Company. The Company does not have sanctioned working capital limits in excess of Rs. five crores in aggregate from financial institutions during the year on the basis of security of current assets of the Company.

(iii) (a) During the year the Company has provided loans to employees as follows:

Particulars Amount
Aggregate amount granted/ provided during the year
- Loan to Employees 1.54
- -
Balance outstanding as at balance sheet date in respect of above case
- Loan to Employees 1.25
- -

Apart from above, during the year the Company has not provided loans, advances in the nature of loans, stood guarantee or provided security to companies, firms, Limited Liability Partnerships or any other parties.

(iii) (b) During the year the Company has given loans to employees and the terms and conditions of the grant of all loans to employees are not prejudicial to the Company's interest.

Apart from above, during the year the Company has not made investments, provided guarantees, provided security and granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships or any other parties

(iii) (c) The Company has granted loan during the year to employees where the schedule of repayment of principal has been stipulated and the repayment or receipts are regular.

Apart from above, the Company has not granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships or any other parties.

(iii) (d) There are no amounts of loans to employees which are overdue for more than ninety days.


Corporate Overview

Statutory Reports

Financial Statements

Apart from above, the Company has not granted loans or advances in the nature of loans to companies, firms, Limited Liability Partnerships or any other parties.

(iii) (e) There were no loans to employees that have been renewed or extended or fresh loans granted to settle the overdues of existing loans given to the same parties.

Apart from above, there were no loans or advance in the nature of loan granted to companies, firms, Limited Liability Partnerships or any other parties.

(iii) (f) The Company has not granted any loans or advances in the nature of loans, either repayable on demand or without specifying any terms or period of repayment to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3(iii)(f) of the Order is not applicable to the Company.

(iv) Loans and investments in respect of which provisions of Section 186 of the Companies Act, 2013 is applicable have been complied with by the Company. There are no loans, investments, guarantees, and security in respect of which provisions of Section 185 of the Companies Act, 2013 is applicable and there are no guarantees and security in respect of which provisions of Section 186 of the Companies Act, 2013 is applicable.

(v) The Company has neither accepted any deposits from the public nor accepted any amounts which are deemed to be

deposits within the meaning of Sections 73 to 76 of the Companies Act and the rules made thereunder, to the extent applicable. Accordingly, the requirement to report on clause 3(v) of the Order is not applicable to the Company.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 148(1) of the Companies Act, 2013, related to the manufacture of Soda Ash, and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same

(vii) (a) Undisputed statutory dues including goods and services tax, provident fund, employees' state insurance, income-tax, goods and service tax, duty of custom, cess and other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us and based on audit procedures performed by us, no undisputed amounts payable in respect of provident fund, employees' state insurance, income-tax, duty of custom, goods and service tax, cess and other material statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable. The provisions related to sales tax, service tax, duty of excise and value added taxes are not applicable to the Company.

(vii) (b) The dues of income-tax, sales-tax, duty of custom, duty of excise, goods and service tax and other statutory dues that have not been deposited on account of any dispute, are as follows:

Name of the Statute Nature of Dues Amount (in ₹ Crore) Period to which the amount relates Forum where dispute is pending
Customs Act, 1962 Differential duty on account of classification under different chapters of CETA. 6.51 FY 2012-2013 and 2014-2015 Customs, Excise and Service tax Appellate Tribunal, Chennai & Customs, Excise and Service tax Appellate Tribunal, Ahmedabad
Denial of import eligibility 0.55 FY 2015-2016 Principal Commissioner Customs-(Chennai-III)
Central Excise Act, 1944 Denial of CENVAT Credit & Non-Payment of Service Tax & Excise duty, Demand of excise duty on Fly Ash & Trading Material 60.83 FY 2008-09 to FY 2016-17 Customs, Excise and Service Tax Appellate Tribunal, Ahmedabad and Commissioner of Central Excise, Bhavnagar
Denial of service tax credit on intangible services 0.01 FY 2005-2006 Deputy commissioner, Junagarh
Short reversal of CENVAT credit on goods under duty drawback scheme 0.34 FY 2008-2009 CESTAT Ahmedabad (Appeals)

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GHCL Limited

Name of the Statute Nature of Dues Amount (in ₹ Crore) Period to which the amount relates Forum where dispute is pending
Goods & Service Tax Act Demand for excess ITC claimed 0.35 FY 2017-2018 Assistant commissioner GGST Veraval
Demand for excess ITC claimed 0.02 FY 2018-2019 Joint commissioner GGST, UP
Income Tax Act Demand on account of not giving credit for Self-Assessment Tax Paid & DDT Paid 1.93* FY 2016-17 CIT (Appeal), Ahmedabad & Assistant Commissioner of Income Tax, Ahmedabad
Demand on account of not giving credit for Self-Assessment Tax Paid 6.00** FY 2017-18 CIT (Appeal), Ahmedabad & Assistant Commissioner of Income Tax, Ahmedabad
Income Tax Act Disallowance on account of miscalculation of MAT Income 0.14 FY 2018-19 Assistant Commissioner of Income Tax, Ahmedabad
Demand on account of Transfer Pricing adjustments & other additions 20.47 FY 2019-20 CIT (Appeal), Ahmedabad & Assistant Commissioner of Income Tax, Ahmedabad
Demand on account of Transfer Pricing adjustments & other additions 0.24 FY 2020-21 CIT (Appeals), Ahmedabad
Demand on account of Transfer Pricing adjustments & other additions and on account of miscalculation of interest u/s 234C 3.14 FY 2021-22 CIT (Appeal), Ahmedabad & Assistant Commissioner of Income Tax, Ahmedabad
CGST Act, 2017 Penalty for improper documentation under GST 0.00 *** FY 2022-2023 Assistant Comm. Moradabad, UP
0.00 *** FY 2022-2023 Assistant Comm. Muzaffarnagar, UP
CGST Act, 2017 Demand of GST on DMF+NMET 0.47 FY 2024-2025 Assistant Commissioner, Bhavnagar Addl./Jt. Commissioner (Appeals) Rajkot
The Gujarat Stamp Act, 1958 Demand of Stamp duty 18.75 FY 2023-2024 Honourable High Court of Gujarat
  • The Company has already paid self-assessment tax of ₹ 1.80 crores for which credit has not been given by Income Tax department.
    ** The Company has already paid self-assessment tax of ₹ 6.00 crores for which credit has not been given by Income tax department.
    ***0.00 represents amount below ₹ 50,000/-

There are no dues of employees' state insurance, Provident Fund, value added tax and cess which have not been deposited on account of any dispute.

(viii) The Company has not surrendered or disclosed any transaction, previously unrecorded in the books of account, in the tax assessments under the Income Tax Act, 1961 as income during the year. Accordingly, the requirement to report on clause 3(viii) of the Order is not applicable to the Company.

(ix) (a) The Company has not defaulted in repayment of loans or borrowings or in the payment of interest thereon to any lender.

(ix) (b) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(ix) (c) Term loans were applied for the purpose for which the loans were obtained.

(ix) (d) On an overall examination of the financial statements of the Company, no funds raised on short-term basis have been used for long-term purposes by the Company.

(ix) (e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiary. The Company does not have any associate or joint venture.

(ix) (f) The Company has not raised loans during the year on the pledge of securities held in its subsidiary. The Company does not have joint ventures or associate companies. Hence, the requirement to report on clause (ix)(f) of the Order is not applicable to the Company.


Corporate Overview
Statutory Reports
Financial Statements

(x) (a) The Company has not raised any money during the year by way of initial public offer / further public offer (including debt instruments). Accordingly, the requirement to report on clause 3(x)(a) of the Order is not applicable to the Company.

(x) (b) The Company has not made any preferential allotment or private placement of shares /fully or partially or optionally convertible debentures during the year under audit. Accordingly, the requirement to report on clause 3(x)(b) of the Order is not applicable to the Company.

(xi) (a) No material fraud by the Company or no material fraud on the Company has been noticed or reported during the year.

(xi) (b) During the year, no report under sub-Section (12) of Section 143 of the Companies Act, 2013 has been filed by cost auditor/ secretarial auditor or by us in Form ADT - 4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

(c) As represented to us by the management, there are no whistle blower complaints received by the Company during the year.

(xii) (a), (b) and (c) The Company is not a nidhi Company as per the provisions of the Companies Act, 2013. Accordingly, the requirement to report on clause 3(xii)(a), (b) and (c) of the Order are not applicable to the Company.

(xiii) Transactions with the related parties are in compliance with Sections 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards.

(xiv) (a) The Company has an internal audit system commensurate with the size and nature of its business.

(xiv) (b) The internal audit reports of the Company issued till the date of the audit report, for the period under audit have been considered by us.

(xv) The Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence requirement to report on clause 3(xv) of the Order is not applicable to the Company.

(xvi) (a) and (b) The provisions of Section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934) are not applicable to the Company. Accordingly, the requirement to report on clause 3(xvi)(a) and 3(xvi)(b) of the Order are not applicable to the Company.

(xvi) (c) and (d) The Company is not a Core Investment Company as defined in the regulations made by Reserve Bank of India.

Accordingly, the requirement to report on clause 3(xvi)(c) and 3(xvi)(d) of the Order are not applicable to the Company.

(xvii) The Company has not incurred cash losses in the current year and in the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year and accordingly requirement to report on Clause 3(xviii) of the Order is not applicable to the Company.

(xix) On the basis of the financial ratios disclosed in Note 45 to the financial statements, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

(xx) (a) In respect of other than ongoing projects, there are no unspent amounts that are required to be transferred to a fund specified in Schedule VII of the Companies Act (the Act), in compliance with second proviso to sub-Section 5 of Section 135 of the Act. This matter has been disclosed in Note 28B to the financial statements.

(xx) (b) All amounts that are unspent under Section (5) of Section 135 of Companies Act, pursuant to any ongoing project, has been transferred to special account in compliance of with provisions of sub section (6) of section 135 of the said Act. This matter has been disclosed in note 28B to the financial statements.

(xxi) The requirement to report on clause 3(xxi) of the Order is not applicable to the standalone financial statements of the Company.

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Sonika Loganey
Partner
Place of Signature: Noida
Date: May 05, 2026
Membership Number: 502220
UDIN: 26502220OKHBPF2835

Integrated Annual Report 2025-26
267


Report on the Internal Financial Controls under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act, 2013 ("the Act")

M. A. Alon

We have audited the internal financial controls with reference to standalone financial statements of GHCL Limited ("the Company") as of March 31, 2026 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India ("ICAI"). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls with reference to these standalone financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, as specified under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to these standalone financial statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to these standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to standalone financial statements included obtaining an understanding of internal financial controls with reference to these standalone financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls with reference to these standalone financial statements.

Meaning of Internal Financial Controls With Reference to these Standalone Financial Statements

A company's internal financial controls with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial controls with reference to standalone financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.


Corporate Overview

Statutory Reports

Financial Statements

Inherent Limitations of Internal Financial Controls With Reference to Standalone Financial Statements

Because of the inherent limitations of internal financial controls with reference to standalone financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to standalone financial statements to future periods are subject to the risk that the internal financial control with reference to standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone financial statements and such internal financial controls with reference to standalone financial statements were operating effectively as at March 31, 2026, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Sonika Loganey

Partner

Place of Signature: Noida

Date: May 05, 2026

Membership Number: 502220

UDIN: 26502220OKHBPF2835

Integrated Annual Report 2025-26


GHCL Limited

Standalone Balance Sheet

as at March 31, 2026 (₹ in crores)

Particulars Note No. As at March 31, 2026 As at March 31, 2025
I. Assets
(1) Non-current assets
(a) Property, plant and equipment 3 1,787.55 1,807.46
(b) Capital work-in-progress 3 449.56 255.61
(c) Intangible assets 4 17.08 19.40
(d) Right-of-use assets 34 16.20 16.92
(e) Investment in subsidiary 5A - 0.00
(f) Financial assets
(i) Other Investments 5B & C 13.72 17.14
(ii) Loans 6A 0.35 0.59
(iii) Other financial assets 6B 24.67 19.03
(g) Non current tax assets (net) 12 44.82 37.73
(h) Other-non current assets 7 24.78 57.94
Total non-current assets 2,378.73 2,231.82
(2) Current assets
(a) Inventories 8 596.77 625.65
(b) Financial assets
(i) Investments 5D 1,028.14 634.18
(ii) Trade receivables 9 173.02 209.75
(iii) Cash and cash equivalents 10A 44.12 98.34
(iv) Bank balances other than cash and cash equivalents 10B 45.80 347.27
(v) Loans 11A 0.90 1.05
(vi) Derivative instruments 11B 4.25 -
(vii) Other financial assets 11C 0.87 5.72
(c) Other current assets 13 27.11 25.55
Total current assets 1,920.98 1,947.51
Total assets 4,299.71 4,179.33
II. Equity and liabilities
Equity
(a) Equity share capital 14 91.93 95.75
(b) Other equity 15 3,459.96 3,387.03
Total equity 3,551.89 3,482.78
Liabilities
(1) Non-current liabilities
(a) Financial liabilities
(i) Borrowings 16A 34.20 61.53
(ii) Lease liabilities 34 18.80 19.05
(b) Provisions 17A 6.95 5.72
(c) Deferred tax liabilities (net) 12 249.43 242.11
Total non- current liabilities 309.38 328.41
(2) Current liabilities
(a) Financial liabilities
(i) Borrowings 16B 27.93 35.98
(ii) Lease liabilities 34 2.37 2.34
(iii) Trade payables
(a) Total outstanding dues of micro enterprises and small enterprises 18 55.42 35.40
(b) Total outstanding dues of creditors other than micro enterprises and small enterprises 18 224.87 129.76
(iv) Derivative instruments 19A - 2.52
(v) Other financial liabilities 19B 64.73 87.77
(b) Other current liabilities
(i) Contract liabilities 21.2 5.83 3.99
(ii) Other current liabilities 20 40.73 53.89
(c) Provisions 17B 16.56 16.49
Total current liabilities 438.44 368.14
Total liabilities 747.82 696.55
Total equity and liabilities 4,299.71 4,179.33

The accompanying notes form an integral part of the standalone financial statements.

As per our report of even date

For S.R. Batiboi & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 301003E/E300005

per Sonika Loganey

Partner

Membership No. 502220

Place : Noida

Date: May 05, 2026

For and on behalf of Board of Directors of

GHCL Limited (CIN : L24100GJ1983PLC006513)

Manoj Vaish

Director

DIN: 00157082

Raman Chopra

CFO & Executive

Director-Finance

DIN: 00954190

R. S. Jalan

Managing Director

DIN: 00121260

Bhuwneshwar Mishra

Vice President-

Sustainability &

Company Secretary

Membership No.: FCS 5330

Place : Noida

Date: May 05, 2026


Corporate Overview

Statutory Reports

Financial Statements

Standalone Statement of Profit and Loss

for the year ended March 31, 2026 (₹ in crores)

Particulars Note No. For the year ended March 31, 2026 For the year ended March 31, 2025
Income
Revenue from operations 21 3,064.21 3,183.48
Other income 22 79.72 89.73
Total Income 3,143.93 3,273.21
Expenses
Cost of raw materials consumed 23 907.04 929.24
Purchase of stock in trade 163.10 120.46
Decrease in inventories of finished goods, stock-in-trade and work-in-progress 24 23.72 4.64
Power, fuel and water 612.31 610.63
Employee benefit expenses 25 119.00 113.91
Finance costs 26 9.01 16.12
Depreciation and amortization expense 27 110.81 111.54
Other expenses 28 550.26 528.52
Total expenses 2,495.25 2,435.06
Profit before tax 648.68 838.15
Tax expense 12
Current tax 161.90 213.06
Current tax adjustment of earlier years (0.20) 1.29
Deferred tax charge/(credit) 8.17 (2.91)
Deferred tax adjustment for earlier years - 0.48
Total tax expense 169.87 211.92
Profit for the year 478.81 626.23
Other comprehensive income
Items that will not be reclassified to profit or loss in subsequent years
Re-measurement gains/(losses) on defined benefit plans (1.97) (3.76)
Income tax effect on above 0.50 0.95
Re-measurement gains/(losses) on investment in equity instruments classified as FVOCI (3.41) 2.98
Income tax effect on above 0.35 (0.38)
Other comprehensive income/(loss) for the year, net of taxes 29 (4.53) (0.21)
Total comprehensive income for the year, net of tax 474.28 626.02
Earnings per share nominal value of shares ₹ 10 each (Previous year ₹ 10 each) 30
Basic (₹) 50.83 65.72
Diluted (₹) 50.80 65.56

The accompanying notes form an integral part of the standalone financial statements.

As per our report of even date

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 301003E/E300005

For and on behalf of Board of Directors of

GHCL Limited (CIN: L24100GJ1983PLC006513)

Manoj Vaish

Director

DIN: 00157082

R. S. Jalan

Managing Director

DIN: 00121260

Baran Chopra

CFO & Executive

Director-Finance

DIN: 00954190

Bhuwneshwar Mishra

Vice President-

Sustainability &

Company Secretary

Membership No.: FCS 5330

per Sonika Loganey

Partner

Membership No. 502220

Place: Noida

Date: May 05, 2026

Raman Chopra

CFO & Executive

Director-Finance

DIN: 00954190

Place: Noida

Date: May 05, 2026

Integrated Annual Report 2025-26


SHCL
SHCL Limited

Standalone Statement of Cash Flows

for the year ended March 31, 2026 (₹ in crores)

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Operating activities
Profit before tax 648.68 838.15
Adjustments to reconcile profit before tax to net cash flows :
Depreciation and amortisation expense 110.81 111.54
(Gain)/loss on fair valuation/profit on sale of investments (net) (46.37) (43.02)
Provision for doubtful debts 1.80 -
Loss on sales/discard of property, plant and equipment (net) 0.04 (8.66)
Interest (income) (18.92) (32.85)
Finance costs 8.53 15.78
Dividend (income) (0.27) (0.20)
Gain on lease modification (0.56) -
Income from subsidiary company (6.66) -
Employees share based payments (0.18) -
Unrealised exchange loss/(gain) (3.08) 2.21
Operating profit before working capital changes 693.82 882.95
Adjustments in working capital
Adjustments for (Increase)/decrease in Operating assets:
Trade receivables 35.61 (30.12)
Inventories 28.88 25.42
Other current financial assets 0.24 0.51
Other current assets (1.56) 6.45
Non-current financial assets 0.21 (0.24)
Other non-current assets (0.15) 0.17
Adjustments for Increase/(decrease) in Operating liabilities:
Contract liabilities 1.84 0.68
Trade payables 110.76 (27.88)
Other current financial liabilities (6.10) 4.43
Other current liabilities (13.16) (3.08)
Provisions (0.67) 3.87
Cash flow generated from operations 849.72 863.16
Income tax paid (net) (168.79) (225.46)
Net cash flow generated from operating activities (A) 680.93 637.70
Cash flow from investing activities
Payment for purchase of Property, plant and equipment, capital work in progress and intangible assets (Including capital advances and capital creditors) (263.67) (314.89)
Proceeds from sale of Property, plant and equipment 0.08 13.00
Proceeds from sales of current investments 1,352.08 1,770.50
Purchase of current investments (1,699.66) (1,955.16)
Purchase of non-current investments - (0.25)
Proceeds of income from subsidiary company 6.66 -
Proceeds from maturity of bank deposits not considered as cash and cash equivalents 465.74 439.71
Investment in bank deposits not considered as cash and cash equivalents (169.16) (342.50)
Interest received 23.68 31.73
Dividend received 0.27 0.20
Net cash flow (used in) investing activities (B) (283.98) (357.66)

272


Corporate Overview
Statutory Reports
Financial Statements

Standalone Statement of Cash Flows

for the year ended March 31, 2026 (₹ in crores)

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Cash flow from financing activities
Proceeds from issue of equity shares (including securities premium) 11.97 1.10
Buyback of equity share capital (net of transcation cost and tax) (302.23) -
Dividend paid (114.73) (114.35)
Repayment of long-term borrowings (35.32) (99.43)
Payment of lease liabilities (1.44) (1.58)
Interest paid on lease liabilities (1.97) (1.84)
Interest paid (7.45) (14.22)
Net cash flow (used in) financing activities (C) (451.17) (230.32)
Net increase/(decrease) in cash and cash equivalents (A+B+C) (54.22) 49.72
Add: Cash and cash equivalents at the beginning of the year 98.34 48.62
Cash and cash equivalents at the end of the year 44.12 98.34
Components of cash and cash equivalents
Cash on hand 0.08 0.06
Balances with banks:
- On current accounts 44.04 40.78
- Deposits with original maturity of less than three months - 57.50
Total cash and cash equivalents 44.12 98.34

Note:

  1. The cash flow statement has been prepared under the indirect method as set out in the Ind AS 7 "Statement of Cash Flows".
  2. Refer Note 10 for Change in liabilities arising from financing activities and for non-cash financing and investing activities.

The accompanying notes form an integral part of the standalone financial statements.

As per our report of even date

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 301003E/E300005

For and on behalf of Board of Directors of

GHCL Limited (CIN : L24100GJ1983PLC006513)

Pernon

Manoj Vaish

Director

DIN: 00157082

R. S. Jalan

Managing Director

DIN: 00121260

per Sonika Loganey

Partner

Membership No. 502220

Ramn Chopra

CFO & Executive

Director-Finance

DIN: 00954190

Bhuwneshwar Mishra

Vice President-

Sustainability &

Company Secretary

Membership No.: FCS 5330

Place: Noida

Date: May 05, 2026

Place: Noida

Date: May 05, 2026

Integrated Annual Report 2025-26


GHCL Limited

Standalone Statement of changes in equity

for the year ended March 31, 2026 (₹ in crores except share related data)

A. Equity share capital

For the year ended March 31, 2026

Equity shares of ₹ 10 each issued, subscribed and fully paid up

Particulars Number of shares Amount
As at April 01, 2025 9,57,54,786 95.75
Changes in share capital - ESOS issued during the year (May 17, 2025) 3,17,300 0.32
Changes in share capital- Buyback during the year (Refer note 14 on Buyback) (41,37,931) (4.14)
Balance as at March 31, 2026 9,19,34,155 91.93

For the year ended March 31, 2025

Equity shares of ₹ 10 each issued, subscribed and fully paid up

Particulars Number of shares Amount
As at April 01, 2024 9,57,23,986 95.72
Changes in share capital - ESOS issued during the year (May 06, 2024) (Refer note 14) 30,800 0.03
Balance as at March 31, 2025 9,57,54,786 95.75

B. Other equity

Particulars Reserves and Surplus (Refer note 15) FVTOCI Reserve (H) Total
Capital reserve (A) Capital redemption reserve (B) Securities premium (C) Retained earnings (D) Share based payment reserve (E) Treasury shares (F) General reserve (G)
As at April 01, 2024 7.57 16.36 26.06 2,799.30 12.95 (5.35) 5.45 11.98 2,874.32
Profit for the year - - - 626.23 - - - - 626.23
Other comprehensive income /(loss) for the year, net of tax (Refer note 29) - - - (2.81) - - - 2.60 (0.21)
Total comprehensive income for the year, net of tax - - - 623.42 - - - 2.60 626.02
Reserve created on account of ESOS issued during the year - - 1.67 - (0.63) - - - 1.04
Dividend paid - - - (114.35) - - - - (114.35)
Balance as at March 31, 2025 7.57 16.36 27.73 3,308.37 12.32 (5.35) 5.45 14.58 3,387.03
Profit for the year - - - 478.81 - - - - 478.81
Other comprehensive income /(loss) for the year, net of tax (Refer note 29) - - - (1.47) - - - (3.06) (4.53)
Total comprehensive income for the year, net of tax - - - 477.34 - - - (3.06) 474.28

Corporate Overview

Statutory Reports

Financial Statements

Standalone Statement of changes in equity

for the year ended March 31, 2026 (in crores except share related data)

Particulars Reserves and Surplus (Refer note 15) FVTOCI Reserve (H) Total
Capital reserve (A) Capital redemption reserve (B) Securities premium (C) Retained earnings (D) Share based payment reserve (E) Treasury shares (F) General reserve (G)
Reserve created on account of ESOS issued during the year - - 18.01 - (6.54) - - - 11.47
Reserve created on account of buyback during the year - 4.13 - - - - (4.13) - -
Reserve utilised on account of buyback during the year - - (45.74) (251.03) - - (1.32) - (298.09)
Dividend paid - - - (114.73) - - - - (114.73)
Balance as at March 31, 2026 7.57 20.49 - 3,419.95 5.78 (5.35) - 11.52 3,459.96

The accompanying notes form an integral part of the standalone financial statements.

As per our report of even date

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 301003E/E300005

For and on behalf of Board of Directors of

GHCL Limited (CIN : L24100GJ1983PLC006513)

Manoj Vaish

Director

DIN: 00157082

R. S. Jalan

Managing Director

DIN: 00121260

Per Sonika Loganey

Partner

Membership No. 502220

Raman Chopra

CFO & Executive

Director-Finance

DIN: 00954190

Bhuwneshwar Mishra

Vice President-

Sustainability &

Company Secretary

Membership No.: FCS 5330

Place : Noida

Date: May 05, 2026

Place : Noida

Date: May 05, 2026

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

1. Corporate information

GHCL Limited (“GHCL” or the “Company”) (CIN: L24100GJ1983PLC006513) is a public Company domiciled in India and is incorporated under the provisions of the Companies Act applicable in India. Its shares are listed with the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE). The registered office of the Company is located at GHCL House, Opp. Punjabi Hall, Near Navrangpura Bus Stand, Navrangpura, Ahmedabad - 380 009, Gujarat.

The Company is engaged in the business of Manufacturing & trading of Inorganic Chemicals (mainly manufacture and sale of Soda Ash).

These financial statements are approved for issue in accordance with a resolution of the Board of Directors on May 05, 2026.

2. Material Accounting policies

2.1 Basis of preparation

The Standalone financial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III).

The financial statements have been prepared on a historical cost basis, except for the following assets and liabilities that have been carried at fair value:

  • Derivative financial instruments
  • Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial instruments).

The financial statements are presented in Indian Rupees (INR) and all values are recorded to the nearest crores upto two decimal (INR'00, 00,000), except otherwise indicated.

The Company has prepared the financial statement on the basis that it will continue to operate as a going concern.

2.2 Summary of material accounting policies

a) Current versus non-current classification

Based on the time involved between the acquisition of assets for processing and their realization in cash and cash equivalents, the Company has identified twelve months as its operating cycle for determining current and non-current classification of assets and liabilities in the balance sheet.

b) Fair value measurement

The Company measures financial instruments at fair value at each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

  • In the principal market for the asset or liability, or
  • In the absence of a principal market, in the most advantageous market for the asset or liability

The principal or the most advantageous market must be accessible to / by the Company.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

  • Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
  • Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

  • Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

For assets and liabilities that are recognised in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting year.

External valuers are involved for valuation of significant assets and significant liabilities

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

  • Disclosures for valuation methods, significant estimates and assumptions (note 31)
  • Quantitative disclosure of Fair Value hierarchy (note 39A)
  • Financial instruments (including those carried at amortised cost) (note 39)

c) Revenue from contracts with customers

Revenue from contracts with customers is recognised when control of the goods are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods. The Company has generally concluded that it is the principal in its revenue arrangements because it typically controls the goods before transferring them to the customer.

The disclosures of significant accounting judgements, estimates and assumptions relating to revenue from contracts with customers are provided in Note 31.

Sale of Goods

Revenue from Sale of goods is recognised at the point in time when control of the goods is transferred i.e. when the goods have been delivered to the specific location (delivery). Following delivery, the customer has full discretion over the responsibility, manner of distribution, price to sell the goods and bears the risks of obsolescence and loss in relation to the goods. A receivable is recognised by the Company when the goods are delivered to the customer as this represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is due. The average payment terms range between 15-90 days. In determining the transaction price for the Sale of goods, the Company considers the effects of variable consideration and the existence of significant financing components.

Variable consideration

If the consideration in a contract includes a variable amount, the Company estimates the amount of consideration to which it will be entitled in exchange for transferring the goods to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved. The Company recognizes changes in the estimated amount of variable consideration in the year in which the change occurs. Some contracts for the sale of goods provide customers with a right of return the goods within a specified period, volume rebates and pricing incentives, which give rise to variable consideration. The Company provides retrospective volume rebates and pricing incentives to certain customers once the quantity of products purchased during the year exceeds a threshold specified in the contract. Rebates are offset against amounts payable by the customer. To estimate the variable consideration for the expected future rebates, the Company applies the most likely amount method for contracts with a single-volume threshold and the expected value method for contracts with more than one volume threshold. The selected method that best predicts the amount of variable consideration is primarily driven by the number of volume thresholds contained in the contract. The Company then applies the requirements on constraining estimates of variable consideration and recognises a liability for the expected future rebates.

The disclosures of significant estimates and assumptions relating to the estimation of variable consideration for volume rebates are provided in Note 31

Integrated Annual Report 2025-26
277


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

Significant Financing component

The Company applies the practical expedient for short-term advances received from customers. That is, the promised amount of consideration is not adjusted for the effects of a significant financing component if the period between the transfer of the promised good and the payment is one year or less.

Contract balances

Trade receivables

A receivable is recognised if an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due). Refer to accounting policies of financial assets in section (p) Financial instruments – initial recognition and subsequent measurement.

Contract liabilities

A contract liability is recognised if a payment is received or a payment is due (whichever is earlier) from a customer before the Company transfers the related goods or services. Contract liabilities are recognised as revenue when the Company performs under the contract (i.e., transfers control of the related goods or services to the customer).

Cost to obtain a contract

The Company pays sales commission to its selling agents for certain contract that they obtain for the Company. The Company applies the optional practical expedient to immediately expense costs to obtain a contract if amortization period would have been recognised is one year or less. As such, sales commissions are immediately recognised as an expense and included as part of other expenses. Costs to fulfill a contract i.e. freight, insurance and other selling expenses are recognized as an expense in the year in which related revenue is recognised.

d) Other revenue streams

Export Benefits

Export entitlements in the form of Remissions of Duties and Taxes on Exported Products (RoDTEP), Duty Drawback Scheme, Merchandise Export Incentive Scheme and Rebate of State and Central Taxes and Levies (ROSCTL) are recognised in the statement of profit and loss when the right to receive credit as per the terms of the scheme is established in respect of exports made and when there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds.

Dividend

Dividend on financial assets is recognised when the Company's right to receive the payment is established i.e. when it is probable that the economic benefits associated with the dividend will flow to the entity.

Interest Income

For all debt instruments measured either at amortised cost interest income is recorded using the effective interest rate (EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of the financial instrument or a shorter year, where appropriate, to the gross carrying amount of the financial asset or to the amortised cost of a financial liability. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instrument but does not consider the expected credit losses. Interest income is included in finance income in the statement of profit and loss.

Scrap Sales

Income from Sales of Scrap is recognized at the point in time when control of the assets is transferred to the customer.

Insurance Claims

Insurance claims are recognized when there exists no significant uncertainty with regards to the amount to be realized and ultimate collection thereof.

Taxes

Tax expense comprises current tax expense and deferred tax.

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in accordance with the Income Tax Act, 1961.

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognised in correlation to the


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

underlying transaction either in Other comprehensive income (OCI) or directly in equity.

Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment. The Company shall reflect the effect of uncertainty for each uncertain tax treatment by using either most likely method or expected value method, depending on which method predicts better resolution of the treatment.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are recognised for all taxable temporary differences, except:

  • When the deferred tax liability arises on an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences.

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except:

  • When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.

The Company offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future year in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Goods and Service taxes paid on acquisition of assets or on incurring expenses

Expenses and assets are recognised net of the amount of Goods and service taxes paid, except:

  • When the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the tax paid is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable
  • When receivables and payables are stated with the amount of tax included

The net amount of tax recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet.

f) Property, plant, and equipment

Capital work in progress is stated at cost, net of accumulated impairment loss, if any. Plant and equipment is stated at cost, net of accumulated depreciation, and accumulated impairment losses, if any. Items such as spare parts, stand-by equipment, and servicing equipment are recognized as property, plant, and equipment when they meet the definition of property, plant, and equipment. Otherwise, such items

Integrated Annual Report 2025-26
279


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (? in crores)

are classified as inventory. When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. Such cost includes the cost of replacing part of the plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. Likewise, when a major inspection is performed, its cost is recognized in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognized in the Statement of profit or loss as incurred.

The present value of the expected cost for the decommissioning of an asset after its use is included in the cost of the respective asset if the recognition criteria for a provision are met.

Depreciation on Property, plant, and equipment is provided on the straight-line method over the useful lives of assets estimated by the management. Depreciation for assets purchased/ sold during a year is proportionately charged. Leases relating to land are amortized equally over the year of lease. Leased mines are depreciated over the estimated useful life of the mine or lease year, whichever is lower. The Management estimates the useful lives for the Property, plant, and equipment, except lease mines and leasehold land, as follows:

Particulars Life Considered
Buildings 30/60 years
Roads (included under Buildings) 10 years
Plant & Equipment (other than electrical installations) 5 to 25 years*
Electrical Installations and Equipment (included in plant & equipment) 10 years
End-user devices, such as, desktops, laptops, etc. (included under office equipments) 3 years
Servers and networks (included under office equipments) 6 years
Office Equipments 5 years
Furniture & Fixture 10 years
Salt Works & Reservoirs 5 years
Vehicles 8 to 10 years
Wind Turbine 22 years
Solar Power 22 years
  • For these class of assets, based on internal assessment, the management believes that the useful lives as given above best

represent the year over which management expects to use these assets. Hence the useful lives for these assets is different from the useful lives as prescribed under Part C of Schedule II of the Companies Act, 2013. The management believes that these estimated useful lives are realistic and reflect fair approximation of the year over which the assets are likely to be used.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year-end and adjusted prospectively, if appropriate.

An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on the derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised.

g) Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses.

Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation year and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting year. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation year or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the statement of profit and loss unless such expenditure forms part of carrying value of another asset.

Intangible assets comprising of computer software with finite useful life are amortised on straight line basis over estimated useful life of three years

An intangible asset is de-recognised upon disposal (i.e., at the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising upon de-recognition of the asset (calculated as the difference between the


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

net disposal proceeds and the carrying amount of the asset) is included in the statement of profit and loss when the asset is de-recognized.

h) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial year of time to get ready for its intended use or sale are capitalized as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

i) Leases

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a year of time in exchange for consideration.

Company as a lessee

The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognizes lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

i) Right-of-use assets

The Company recognizes right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets, as follows:

  • Buildings 1 to 9 years
  • Salt Works 30 years

The right-of-use assets are also subject to impairment. Refer to the accounting policies in section (l) Impairment of non-financial assets.

ii) Lease Liabilities

At the commencement date of the lease, the Company recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable, and amounts expected to be paid under residual value guarantees. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs

In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term or a change in the lease payments.

iii) Short-term leases and leases of low-value assets

The Company applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option).

The Company applies the low-value asset recognition exemption on a lease-by-lease basis, if the lease qualifies as leases of low-value assets, with a value when new of up to INR 4 lakhs. In making this assessment, the Company also factors below key aspects:

  • The assessment is conducted on an absolute basis and is independent of the size, nature, or circumstances of the lessee.

Integrated Annual Report 2025-26
281


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

  • The assessment is based on the value of the asset when new, regardless of the asset's age at the time of the lease.
  • The lessee can benefit from the use of the underlying asset either independently or in combination with other readily available resources, and the asset is not highly dependent on or interrelated with other assets.
  • If the asset is subleased or expected to be subleased, the head lease does not qualify as a lease of a low-value asset.

Based on the above criteria, the Company has classified leases of IT equipment for individual employees, and leases of office furniture and water dispensers as leases of low value assets.

j) Inventories

Inventories are valued at cost or net realizable value, whichever is lower. Costs incurred in bringing each product to its present location and condition are accounted for as follows:

  • Raw materials: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on moving weighted average cost basis.
  • Finished goods (Including goods in transit) & Work in progress: Cost includes material cost, cost of conversion, depreciation, other overheads to the extent applicable. Cost is determined on weighted average basis.
  • Stock in trade: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.
  • Stores and spares: are stated at cost less provision, if any, for obsolescence. Cost is determined on moving weighted average cost basis and cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

k) Impairment of non-financial assets

The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset's recoverable amount. An asset's recoverable amount is the higher of an asset's or cash-generating unit's (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Company's assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators.

The Company bases its impairment calculation on detailed budgets and forecast calculations, which are prepared separately for each of the Company's CGUs to which the individual assets are allocated. These budgets and forecast calculations generally cover a period of three years. For longer years, a long-term growth rate is calculated and applied to project future cash flows after the third year. To estimate cash flow projections beyond years covered by the most recent budgets/forecasts, the Company extrapolates cash flow projections in the budget using a steady or declining growth rate for subsequent years, unless an increasing rate can be justified. In any case, this growth rate does not exceed the long-term average growth rate for the products, industries, or country or countries in which the entity operates, or for the market in which the asset is used.

Impairment losses of continuing operations, including impairment on inventories, are recognised in profit and loss section of the statement of profit and loss.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

An assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the asset's or CGU's recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset's recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profit and loss.

I) Provisions

General

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Provision for mines restoration

The Company has recognized a provision for mines restoration based on its best estimates. In determining the fair value of the provision, assumptions and estimates are made in relation to the expected future inflation rates, discount rate, expected cost of restoration of mines, expected balance of reserves available in mines and the expected life of mines.

Decommissioning liability

The present value of the expected cost for the decommissioning of an asset after its use and leasehold improvements on termination of lease is included in the cost of the respective asset if the recognition criteria for a provision are met. The Company records a provision for decommissioning costs of its plant for manufacturing of Soda Ash and leasehold improvements at the leasehold land. Decommissioning costs are provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognised as part of the cost of the particular asset. The cash flows are discounted at a current pre-tax rate that reflects the risks specific to the decommissioning liability. The unwinding of the discount is expensed as incurred and recognised in the statement of profit and loss as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to or deducted from the cost of the asset.

The impact of climate-related matters on remediation of environmental damage is considered with determining the decommissioning liability on the manufacturing facility.

Onerous Contracts

If the Company has a contract that is onerous, the present obligation under the contract is recognised and measured as a provision. However, before a separate provision for an onerous contract is established, the Company recognises any impairment loss that has occurred on assets dedicated to that contract. An onerous contract is a contract under which the unavoidable costs (i.e., the costs that the Company cannot avoid because it has the contract) of meeting the obligations under the contract exceed the economic benefits expected to be received under it. The unavoidable costs under a contract reflect the least net cost of exiting from the contract, which is the lower of the cost of fulfilling it and any compensation or penalties arising from failure to fulfil it. The cost of fulfilling a contract comprises the costs that relate directly to the contract (i.e., both incremental costs and an allocation of costs directly related to contract activities).

m) Gratuity and other post-employment benefits

Retirement benefit in the form of pension fund under provident fund and superannuation fund is a defined contribution scheme. The Company has no obligation, other than the contribution payable to the pension fund under provident fund and superannuation fund. The Company recognizes contribution payable to the pension fund under provident fund and superannuation fund scheme as an expense, when an employee

Integrated Annual Report 2025-26
283


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

  • renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.

The Company operates a provident fund scheme through a trust administered by the Company. The contributions towards the provident fund are made to the trust set up for this purpose.

In respect of this scheme, the Company has an obligation to ensure a minimum rate of return as prescribed under the Employees' Provident Fund Scheme. Accordingly, the Company's obligation in respect of the provident fund trust is treated as a defined benefit plan.

The liability in respect of the defined benefit plan is determined based on actuarial valuation carried out at the reporting date using the projected unit credit method. The Company recognizes the net defined benefit obligation as the difference between the present value of defined benefit obligation and the fair value of plan assets.

Re-measurements comprising actuarial gains and losses and return on plan assets (excluding interest income) are recognized in Other Comprehensive Income and are not reclassified to the Statement of Profit and Loss in subsequent periods.

The Company's contributions to the provident fund trust are recognized as plan assets and reduce the net defined benefit liability.

The Company also operates a defined benefit gratuity plan, which requires contributions to be made to a separately administered fund. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method.

Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the earlier of:

  • The date of the plan amendment or curtailment, and
  • The date that the Company recognises related restructuring costs

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Company recognises the following changes in the net defined benefit obligation as an expense in the statement of profit and loss:

  • Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and
  • Net interest expense or income

Short-term employee benefits

The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognized on an undiscounted accrual basis during the year when the employees render the services. These benefits include performance incentive and compensated absences which are expected to occur within twelve months after the end of the period in which the employee renders the related services.

Long-term employee benefits

Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related service are recognized as a liability at the present value of the defined benefit obligation as at the Balance Sheet date. The cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at each Balance Sheet date. Actuarial gains and losses are recognized in the Statement of Profit and Loss in the period in which they occur. The Company presents the entire leave liability as current liability, since it does not have an unconditional right to defer its settlement for 12 months after the reporting period.

284


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

n) Share-based payments

Employees (including senior executives) of the Company receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments (equity-settled transactions).

Equity-settled transactions

The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model.

That cost is recognised, together with a corresponding increase in share-based payment (SBP) reserves in equity, over the year in which the performance and/or service conditions are fulfilled in employee benefits expense. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting year has expired and the Company's best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the statement of profit and loss for a year represents the movement in cumulative expense recognised as at the beginning and end of that year and is recognised in employee benefits expense.

Service and non-market performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the conditions being met is assessed as part of the Company's best estimate of the number of equity instruments that will ultimately vest. Market performance conditions are reflected within the grant date fair value. Any other conditions attached to an award, but without an associated service requirement, are considered to be non-vesting conditions. Non-vesting conditions are reflected in the fair value of an award and lead to an immediate expensing of an award unless there are also service and/or performance conditions.

No expense is recognised for awards that do not ultimately vest because non-market performance and/or service conditions have not been met. Where awards include a market or non-vesting condition, the transactions are treated as vested irrespective of whether the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.

When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date fair value of the unmodified award, provided the original vesting terms of the award are met. An additional expense, measured as at the date of modification, is recognised for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed immediately through profit or loss.

The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.

o) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets

Initial recognition and measurement

All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular day trades) are recognised on the trade date, i.e., the date that the Company commits to purchase or sell the asset.

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in three categories:

  • Financial assets at amortised cost (debt instruments)
  • Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity instruments)
  • Financial assets at fair value through profit or loss

Integrated Annual Report 2025-26
285


SHCL
GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

Financial assets at amortised cost (debt instruments)

A 'financial asset' is measured at the amortised cost if both the following conditions are met:

(a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and

(b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

This category is the most relevant to the Company. After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the profit or loss. The losses arising from impairment are recognised in the profit or loss. The Company financial assets at amortised cost includes trade receivables and loans included under other financial assets.

Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the statement of profit and loss.

This category includes derivative instruments and mutual/liquid funds investments which the Company had not irrevocably elected to classify at fair value through OCI. Dividends on listed equity investments are recognised in the statement of profit and loss when the right of payment has been established.

Financial assets designated at fair value through FVTPL /FVTOCI (equity instruments)

Upon initial recognition, the Company can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity under Ind AS 32 Financial Instruments: Presentation and are not held for trading. The classification is determined on an instrument-by-instrument basis. Equity instruments which are held for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS103 applies are classified as at FVTPL.

Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the statement of profit and loss when the right of payment has been established, except when the Company benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the Statement of Profit and Loss.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar financial assets) is primarily derecognised (i.e. removed from the Company's balance sheet) when:

  • The rights to receive cash flows from the asset have expired, or
  • The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a 'pass-through' arrangement; and either (a) the company has transferred substantially all the risks and rewards of the asset, or (b) the company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Companies continuing involvement. In that case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

and the maximum amount of consideration that the Company could be required to repay.

Impairment of financial assets

The Company recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables, the Company applies a simplified approach in calculating ECLs. Therefore, the Company does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognised initially at fair value and in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company's financial liabilities include trade and other payables, loans and borrowings and derivative financial instruments.

Subsequent measurement

For purposes of subsequent measurement, financial liabilities are classified in two categories:

  • Financial liabilities at fair value through profit or loss
  • Financial liabilities at amortised cost (loans and borrowings)

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Company that are not designated as hedging instruments in hedge relationships as defined by Ind-AS 109.

Gains or losses on liabilities held for trading are recognised in the profit or loss

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition, and only if the criteria in Ind-AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in OCI. These gains/ losses are not subsequently transferred to Statement of Profit and Loss. However, the Company may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the statement of profit or loss. The Company has not designated any financial liability as at fair value through profit and loss.

Financial liabilities at amortised cost (Loans and Borrowings)

This is the category most relevant to the Company. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The

Integrated Annual Report 2025-26
287


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

EIR amortisation is included as finance costs in the statement of profit and loss.

This category generally applies to borrowings. For more information refer Note 16.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.

Reclassification of financial assets

The Company determines classification and measurement of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company's senior management determines change in the business model as a result of external or internal changes which are significant to the Company's operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting year following the change in business model. The Company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest. The following table shows various reclassification and how they are accounted for as per below:

i) Amortised cost to FVTPL - Fair value is measured at reclassification date. Difference between previous amortized cost and fair value is recognised in Statement of Profit and Loss.

ii) FVTPL to Amortised Cost - Fair value at reclassification date becomes its new gross carrying amount. EIR is calculated based on the new gross carrying amount.

iii) Amortised cost to FVTOCI - Fair value is measured at reclassification date. Difference between previous amortised cost and fair value is recognised in OCI. No change in EIR due to reclassification.

iv) FVTOCI to Amortised cost - Fair value at reclassification date becomes its new amortised cost carrying amount. However, cumulative gain or loss in OCI is adjusted against fair value. Consequently, the asset is measured as if it had always been measured at amortised cost.

v) FVTPL to FVTOCI - Fair value at reclassification date becomes its new carrying amount. No other adjustment is required.

vi) FVTOCI to FVTPL - Assets continue to be measured at fair value. Cumulative gain or loss previously recognized in OCI is reclassified to Statement of Profit and Loss at the reclassification date.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

p) Derivative financial instruments

Initial recognition and subsequent measurement

The Company uses derivative financial instruments, such as forward currency contracts, to hedge its foreign currency risks. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

Any gains or losses arising from changes in the fair value of derivatives are taken directly to profit or loss.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

q) Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value. Bank balances other than the balance included in cash and cash equivalents represents balance on account of unpaid dividend and margin money deposit with banks.

r) Dividend

The Company recognises a liability to pay dividend to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.

s) Foreign currencies

The Company's financial statements are presented in INR, which is also the Company's functional currency.

Transactions and balances

Transactions in foreign currencies are initially recorded in the functional currency, using the spot exchange rates at the date of the transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date. Exchange differences that arise on settlement of monetary items are recognised in Statement of Profit and Loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of nonmonetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised in OCI or profit or loss, respectively).

t) Investment in subsidiary

Investment in subsidiary was carried at cost in the separate financial statements. Investment carried at cost is tested for impairment as per IND AS 36.

u) Contingent Liabilities

A Contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because cannot be measured reliably. Therefore the Company does not recognize a contingent liability but discloses its existence in the financial statements. Contingent assets are only disclosed when it is probable that the economic benefits will flow to the entity.

v) Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss attributable to equity holders of the Company by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit for the year attributable to equity shareholders of the Company and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. Treasury shares are reduced while computing basic and diluted earnings per share.

w) Treasury shares

The Company has created a GHCL Employees Stock Option Trust for providing share-based payment to its employees. The Company uses GHCL Employees Stock Option Trust as a vehicle for distributing shares to employees under the employee remuneration schemes. The GHCL Employees Stock Option Trust buys shares of the Company from the market, for giving shares to employees. The Company treats GHCL Employees Stock Option Trust as its extension and shares held by GHCL Employees Stock Option Trust are treated as treasury shares.

Integrated Annual Report 2025-26
289


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (? in crores)

Own equity instruments that are reacquired (treasury shares) are recognised at cost and deducted from equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity instruments. Any difference between the carrying amount and the consideration, if reissued, is recognised in Securities premium. Share options exercised during the reporting period are satisfied with treasury shares.

New and amended standards

The Company applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after 1 April 2025. The Company has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

(i) Amendments to Ind AS 21 - Lack of exchangeability

Specified how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity's financial performance, financial position and cash flows.

(ii) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants

The amendments clarify:

  • What is meant by a right to defer settlement
  • That a right to defer must exist at the end of the reporting period
  • That classification is unaffected by the likelihood that an entity will exercise its deferral right

  • That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification

In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non-current and the entity's right to defer settlement is contingent on compliance with future covenants within twelve months. If there is a breach of a material covenant of a long term loan arrangement on or before the end of the reporting period, resulting in the liability becoming payable on demand as at the reporting date, and the lender agrees—after the reporting period but before the financial statements are approved for issue—not to demand repayment for at least 12 months as a consequence of the breach, this shall be treated as an adjusting event. Accordingly, the entity is not required to classify the liability as current.

(iii) Amendments to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangements

Disclosures to clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements. The disclosure requirements in the amendments are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity's liabilities, cash flows and exposure to liquidity risk.

(iv) International Tax Reform-Pillar Two Model Rules - Amendments to Ind AS 12

The abovesaid amendments had no impact on the Company's financial statements as the Company.

Standards notified but not yet effective

The new and amended standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the date of issuance of the Company's financial statements


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

are disclosed below. The Company will adopt these amendments to the standards, when they become effective.

Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants

In accordance with Ind AS 1 currently applicable, breach of an immaterial covenant is ignored deciding in current vs. non-current classification of liabilities. Also, in case of breach of a material covenant of a non-current loan on or before the reporting date, the entity can obtain waiver from the lender after the reporting date and continue to classify the loan as non-current liability.

In accordance with changes to Ind AS 1 already notified by the MCA, the above relaxations to classify loan as non-current liability will not be available from FY 2026-27 onward and need to be applied retrospectively. Consequently:

  • A breach of either material or immaterial covenant will trigger current classification of liability.
  • To continue classifying loan as non-current liability, entities will need to obtain waiver from the breach on or before the reporting date.

The Company has assessed that amendments will not have any impact on its financial statements.

Integrated Annual Report 2025-26
291


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

  1. Property, plant and equipment
Gross block at cost Freehold Land Leasehold Land Buildings Plant and Equipmentsa Office Equipments Furniture and Fixtures Salt works reservoir Vehicles Leased Mines* Wind Turbine Generator Solar Power Total Capital work in progress Total
As at April 01, 2024 149.24 335.99 162.26 1,701.44 10.71 4.20 27.54 6.17 15.86 20.10 17.55 2,451.06 54.82 2,505.87
Additions 48.98 - 14.63 34.80 2.03 0.17 6.45 1.16 - - - 108.22 309.01 417.23
Disposals - - (4.81) (3.93) (0.50) (0.64) - (0.47) (9.47) - - (19.82) (108.22) (128.04)
As at March 31, 2025 198.22 335.99 172.08 1,732.31 12.24 3.73 33.99 6.86 6.39 20.10 17.55 2,539.46 255.61 2,795.07
Additions 3.70 - 2.78 73.05 0.57 0.30 0.94 0.44 4.59 - - 86.37 280.32 366.69
Disposals - - - (5.80) (0.68) (0.00) - (0.20) - - - (6.68) (86.37) (93.05)
As at March 31, 2026 201.92 335.99 174.86 1,799.56 12.13 4.03 34.93 7.10 10.98 20.10 17.55 2,619.15 449.56 3,068.71
Accumulated depreciation
As at April 01, 2024 0.28 41.65 42.29 523.11 7.54 2.62 6.88 3.10 12.66 0.55 0.01 640.71 - 640.71
Depreciation charge for the year 0.14 4.63 6.21 85.37 1.37 0.31 4.89 0.60 1.60 0.90 0.79 106.80 - 106.80
Disposals - - (0.79) (3.77) (0.48) (0.60) - (0.40) (9.47) - - (15.51) - (15.51)
As at March 31, 2025 0.42 46.28 47.71 604.71 8.43 2.33 11.77 3.30 4.79 1.45 0.80 732.00 - 732.00
Depreciation charge for the year 0.14 4.63 6.71 83.22 1.33 0.29 5.93 0.64 1.60 0.90 0.79 106.18 - 106.18
Disposals - - - (5.70) (0.68) (0.00) - (0.20) - - - (6.58) - (6.58)
As at March 31, 2026 0.56 50.91 54.42 682.23 9.08 2.62 17.70 3.74 6.39 2.35 1.59 831.60 - 831.60
Net book value
As at March 31, 2026 201.36 285.08 120.44 1,117.33 3.05 1.41 17.23 3.36 4.59 17.75 15.96 1,787.55 449.56 2,237.11
As at March 31, 2025 197.80 289.71 124.37 1,127.60 3.81 1.40 22.22 3.56 1.60 18.65 16.75 1,807.46 255.61 2,063.07

*Leasehold Land - Land for Soda Ash plant and for corporate office are taken on lease from the Government of India for a period of 90 to 99 years. Leasehold land are capitalised and amortised over the period of lease.
${}^{a}$ Leased mines represents expenditure incurred on development of mines.
${}^{b}$ During the current year, the Company has re-estimated life of few equipment based on actual usage and charged accelerated depreciation amounting to ${1.30}$ crores (March 31,2025: ₹ 6.05 crores)

Notes:

(a) Property plant and equipment are subject to charge to secure the Company's borrowings (Refer note 16)
(b) On transition to Ind AS (i.e. 1 April 2015), the Company elected to continue with the carrying value of all Property, plant and equipment measured as per the previous GAAP and use that carrying value as the deemed cost of Property, plant and equipment.
(c) All title deeds of Immovable properties are held in the name of the Company.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

3. Property, plant and equipment

(d) Ageing schedule for Capital Work in progress

Particulars Amount in CWIP for a year of Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress as at March 31, 2026 (refer note (f) below) 324.22 108.54 6.61 10.19 449.56
Projects temporarily suspended as at March 31, 2026 - - - - -
Projects in progress as at March 31, 2025 236.22* 7.84 4.95 6.60 255.61
Projects temporarily suspended as at March 31, 2025 - - - - -

*Includes capital equipments in transit amounting to Nil (March 31, 2025: ₹ 73.16 crores)

For capital-work-in progress, there is no completion overdue and cost is within its original plan except as disclosed below in note (e):

(e) Completion schedule for capital-work-in progress, whose completion is overdue or has exceeded its cost compared to its original plan:

CWIP To be completed in
Less than 1 year 1-2 years 2-3 years More than 3 years
Vaccum Salt Project
As at March 31, 2026 178.22 - - -
As at March 31, 2025 - - - -
CWIP To be completed in
--- --- --- --- ---
Less than 1 year 1-2 years 2-3 years More than 3 years
Bromine Project
As at March 31, 2026 107.92 - - -
As at March 31, 2025 - - - -
CWIP To be completed in
--- --- --- --- ---
Less than 1 year 1-2 years 2-3 years More than 3 years
Debottlenecking project at Soda Ash plant
As at March 31, 2026 - - - -
As at March 31, 2025 44.50 - - -

(f) During FY 2017, the Board of Directors approved Greenfield project for setting up a new Soda Ash plant with a capacity of 1.1 million MT. As at the reporting date, the Company has incurred an amount of ₹59.20 crores, which is carried as Capital Work-in-Progress (CWIP) in respect of the said project. The Company had obtained the requisite Environmental Clearance and Forest Clearance in the previous year. However, these clearances have been challenged before the Hon'ble National Green Tribunal by certain local residents, and the matter is currently pending adjudication. Based on legal opinions obtained, the management is of the view that the outcome of the matter will be in favour of the Company. Accordingly, the Company expects to resume project execution at full pace upon favourable resolution of the litigation and has not considered the same as temporarily suspended.

Integrated Annual Report 2025-26
293


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

4. Intangible assets

Gross block at cost Computer Software Mining Rights Total
As at April 01, 2024 11.68 20.87 32.55
Additions 0.33 - 0.33
Disposals (0.20) - (0.20)
As at March 31, 2025 11.81 20.87 32.68
Additions 0.08 - 0.08
Disposals (0.45) - (0.45)
As at March 31, 2026 11.44 20.87 32.31
Amortisation
As at April 01, 2024 10.52 0.47 10.99
Amortization 0.61 1.88 2.49
Disposals (0.20) - (0.20)
As at March 31, 2025 10.93 2.35 13.28
Amortization 0.51 1.88 2.39
Disposals (0.44) - (0.44)
As at March 31, 2026 11.00 4.23 15.23
Net book value
As at March 31, 2026 0.44 16.64 17.08
As at March 31, 2025 0.88 18.52 19.40

Note:

On transition to Ind AS (i.e. 1 April 2015), the Company elected to continue with the carrying value of all Intangible assets measured as per the previous GAAP and use that carrying value as the deemed cost of Intangible assets.

5 Investments

Particulars As at March 31, 2026 As at March 31, 2025
A) Investment in subsidiary, at cost
Unquoted equity shares
Investment in Dan River Properties LLC*# - 0.00
Total Investment in subsidiary - 0.00
* During the current year, the Company had filed for a voluntary liquidation of its subsidiary, Dan River Properties LLC which has since been liquidated on February 18, 2026.
# 0.00 represented amount below ₹ 50,000/-.
B) Non-current investments in Government securities
Unquoted at amortised cost
National Savings Certificates 0.29 0.29
(Pledged with government authorities)
0.29 0.29
C) Non-current investments in Equity Instruments
Quoted equity shares fully paid up, at fair value through other comprehensive income***
1,66,000** equity shares (March 31, 2025: 83,000 equity shares) of HDFC Bank Limited of ₹ 1/- each fully paid up 12.14 15.17
68,598 equity shares (March 31, 2025: 68,598 equity shares) of IDBI Bank Limited of ₹ 10/- each fully paid up 0.42 0.53
285 equity shares (March 31, 2025: 285 equity shares) of Bank of Baroda of ₹ 2/- each fully paid up 0.01 0.01

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

5 Investments

Particulars As at March 31, 2026 As at March 31, 2025
272,146 equity shares (March 31, 2025: 272,146 equity shares) of GTC Industries Limited of ₹ 10/- each fully paid up 0.58 0.94
22,500 equity shares (March 31, 2025: 22,500 equity shares) of Canara Bank of ₹ 2/- each fully paid up 0.28 0.20
Total 13.43 16.85
**Bonus equity shares received during the current year in the ratio of 1:1
D) Current Investments in Mutual funds
Quoted at fair value through profit and loss
1,69,09,148.78 units (March 31, 2025: Nil) of Aditya Birla Sun Life Arbitrage Fund - Growth - Direct Plan 50.81 -
2,37,97,648.36 units (March 31, 2025: Nil) of Axis Arbitrage Fund - Direct Growth - EADG 50.71 -
26,18,821.90 units (March 31, 2025: Nil) of ICICI Prudential Equity Arbitrage Fund - Direct Plan Growth 10.10 -
1,40,79,983.63 units (March 31, 2025: Nil) of Invesco India Arbitrage Fund - Direct Plan 51.01 -
1,78,55,717.31 units (March 31, 2025: Nil) of Mirae Asset Arbitrage Fund - Direct Plan - AFD1 25.33 -
1,68,68,831.54 units (March 31, 2025: Nil) of Nippon India Arbitrage Fund - Direct Growth Plan Growth Option - AFAG 50.75 -
3,21,77,629.96 units (March 31, 2025: Nil) of Tata Arbitrage Fund - Direct Plan - Growth 51.08 -
1,70,728.62 units (March 31, 2025: Nil) of Invesco India Corporate Bond Fund - Direct Plan 59.93 -
1,33,732.18 units (March 31, 2025: Nil) of Aditya Birla Sun Life Low Duration Fund - Growth - Direct Plan 10.18 -
3,46,903.15 units (March 31, 2025: Nil) of ICICI Prudential Savings Fund - Direct Plan - Growth 20.03 -
31,70,949.37 units (March 31, 2025: Nil) of ICICI Prudential Banking And PSU Debt Fund - Direct Plan - Growth 11.21 -
82,91,328.53 units (March 31, 2025: Nil) of UTI Banking & PSU Fund - Direct Plan - UTIBP 19.28 -
12,37,089.45 units (March 31, 2025: Nil) of DSP Savings Fund - Direct Plan - Growth 7.02 -
3,73,390.96 units (March 31, 2025: Nil) of ICICI Prudential Money Market Fund - Direct Plan - Growth 15.01
88,23,796.65 units (March 31, 2025: Nil) of Bandhan Money Market Fund - Direct Plan - Growth (Formerly known as Bandhan Money Manager Fund-Direct Plan - Growth) 40.34 -
73,524.23 units (March 31, 2025: Nil) of Axis Liquid Fund - Direct Growth - CFDG 22.53 -
28,209.58 units (March 31, 2025: 28,209.58 units) of SBI Liquid Fund Direct Growth 12.15 11.44
Nil (March 31, 2025: 30,393.64) of DSP Liquidity Fund - Direct Plan - Growth - 11.27
57,745.16 units units (March 31, 2025: 1,66,138.337 units) of Invesco India Money Market Fund - Direct Plan 19.03 51.35
60,225.57 units (March 31, 2025: 1,29,406.11 units) of Mirae Asset Liquid Fund (formerly Mirae Asset Cash Management Fund) - Direct Plan - CFD1 17.53 35.45
4,85,670.44 units (March 31, 2025: 3,26,540.32 units) of Aditya Birla Sun Life Money Manager Fund- Growth - Direct Plan 19.05 12.01

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

5 Investments

Particulars As at March 31, 2026 As at March 31, 2025
2,30,62,038.87 units (March 31, 2025: 1,49,18,195.09 units) of ICICI Prudential Corporate Bond Fund - Direct Plan - Growth 74.86 45.58
31,057.92 units (March 31, 2025: 20,680.74 units) of Nippon India Money Market Fund - Direct Growth Plan Growth Option - LQAG 13.66 8.52
1,21,238.61 units (March 31, 2025: 1,63,590.97 units) of Tata Money Market Fund - Direct Plan - Growth 61.09 77.15
2,27,82,626.61 units (March 31, 2025: 2,27,82,626.61 units) of SBI Corporate Bond Fund - Direct Plan - Growth 37.60 35.56
1,67,427.73 units (March 31, 2025: 5,26,714.87 units) of Axis Money Market Fund - Direct Plan - Growth - MMDG 25.32 74.58
4,58,64,991.74 units (March 31, 2025: 2,67,97,965.46 units) of Bandhan Corporate Bond Fund - Direct Plan - Growth 94.16 51.86
44,44,802.62 units (March 31, 2025: 44,44,802.62 units) of Aditya Birla Sun Life Corporate Bond Fund - Growth - Direct Plan 52.41 49.98
3,10,42,842.32 units (March 31, 2025: 3,10,42,842.32 units) of HDFC Corporate Bond Fund - Direct Plan - Growth 105.96 101.02
Nil (March 31, 2025: 75,07,148.16 units) of SBI Gilt Fund - Direct Plan - Growth - 51.88
Nil (March 31, 2025: 55,291.46 units) of Baroda BNP Paribas Liquid Fund - Direct Growth - 16.53
Total 1,028.14 634.18
Total Non-current Investments (A+B+C) 13.72 17.14
Total Current Investments (D) 1,028.14 634.18
Total 1,041.86 651.32
Aggregate carrying value of quoted investments 1,041.57 651.03
Aggregate market value of quoted investments 1,041.57 651.03
Aggregate value of unquoted investments 0.29 0.29
Total 1,041.86 651.32

***Investments at fair value through OCI (fully paid) reflect investment in quoted equity securities. These equity shares are designated as FVTOCI as they are not held for trading purpose and are not in similar line of business as the Company. Thus disclosing their fair value fluctuation in profit or loss will not reflect the purpose of holding. The Company has not transferred any gain or loss within equity. Refer Note 39 for determination of their fair values.

6A Loans

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good, unless stated otherwise) (at amortised cost)
Loan to employees 0.35 0.59
Total loan to employees 0.35 0.59

No loans are due from directors of the Company either severally or jointly with any other person, except other than stated above.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

6B Other financial assets (unsecured considered good)

Particulars As at March 31, 2026 As at March 31, 2025
Security deposits, unsecured considered good 2.71 2.68
Bank deposits having remaining maturity of more than 12 months
- On escrow account# 19.46 16.35
- Fixed deposits with remaining maturity more than 12 months 2.50 -
Total other financial assets 24.67 19.03

As per the guidelines of the Ministry of Coal, Government of India all Coal Mine owners who are operating Coal Mines are required to prepare a Mine Closure Plan and need to open an escrow for depositing money towards mine closure activity on approval of such plan. Annual amount to be deposited shall be as per mine closure plan. Total amount deposited along with interest accrued shall be refunded as per conditions of approved mine plan.

7 Other-non current assets

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured considered good)
Capital advances 11.97 45.28
Deposits with statutory authorities under protest 12.81 12.66
Total other non current assets 24.78 57.94

No advances are due from directors or other officers of the Company either severally or jointly with any other person. Nor any advances are due from firm or any private companies respectively in which any director is a partner, a director or a member.

8 Inventories

Particulars As at March 31, 2026 As at March 31, 2025
Inventories valued at lower of cost and net realizable value
Raw materials 277.63 335.78
[includes in transit Nil (March 31, 2025: ₹ 62.28 crores)]
Work-in-progress (at cost) 5.56 5.50
Finished goods 121.46 142.94
[includes in transit ₹ 34.10 crores (March 31, 2025: ₹ 46.99 crores)]
Stock-in-trade # 14.51 16.81
[includes in transit ₹ 1.52 crores (March 31, 2025: Nil)
Stores and spares # 177.61 124.62
Total inventories 596.77 625.65

As at year-end, the above inventories are net of provision on account of net realisable value of ₹ 4.32 crores (March 31, 2025: ₹ 3.99 crores).

The amount of provision charged to statement of profit and loss is ₹ 0.33 crore (March 31, 2025: ₹ 1.89 crores).

All inventories of the Company have been hypothecated to secure borrowings of the Company (refer note 16).

9 Trade receivables

Particulars As at March 31, 2026 As at March 31, 2025
Trade receivables 173.02 209.75
173.02 209.75

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

9 Trade receivables

Break-up for Trade receivables

Particulars As at March 31, 2026 As at March 31, 2025
Trade Receivables
- Secured, considered good * 16.09 10.94
- Unsecured, considered good 156.93 198.81
- Credit impaired 1.80 -
Total Trade receivables 174.82 209.75
Impairment allowance on trade receivables
- Credit impaired (1.80) -
Total Trade receivables 173.02 209.75

Trade Receivables Ageing Schedule :

As at March 31, 2026

Particulars Outstanding for following years from due date of payment
Current but Not Due Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed trade receivables - considered good 100.08 72.09 0.62 0.16 0.00 0.07 173.02
Undisputed trade receivables - which have significant increase in credit risk - - - - - - -
Undisputed trade receivable - credit impaired - - - 1.80 - - 1.80
Disputed trade receivables - considered good - - - - - - -
Disputed trade receivables - which have significant increase in credit risk - - - - - - -
Disputed trade receivables - credit impaired - - - - - - -
Total 100.08 72.09 0.62 1.96 0.00 0.07 174.82

As at March 31, 2025

Particulars Outstanding for following years from due date of payment
Current but Not Due Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed trade receivables - considered good 122.68 87.02 0.05 - - - 209.75
Undisputed trade receivables - which have significant increase in credit risk - - - - - - -
Undisputed trade receivable - credit impaired - - - - - - -

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

9 Trade receivables

Particulars Outstanding for following years from due date of payment
Current but Not Due Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years Total
Disputed trade receivables - considered good - - - - - - -
Disputed trade receivables - which have significant increase in credit risk - - - - - - -
Disputed trade receivables - credit impaired - - - - - - -
Total 122.68 87.02 0.05 - - - 209.75

No trade or other receivable are due from directors or other officers of the Company either severally or jointly with any other person. Nor any trade or other receivable are due from firm or private companies respectively in which any director is a partner, a director or a member.

Trade receivables are non-interest bearing and are generally on terms of 15 to 90 days.

There are no unbilled receivables, hence the same is not disclosed in the ageing schedule.

  • Trade receivables are secured against letter of credits issued by customers and deposit from dealers.

10A Cash and cash equivalents

Particulars As at March 31, 2026 As at March 31, 2025
Balances with bank
- On current accounts 44.04 40.78
- Deposits with original maturity of less than three months - 57.50
Cash on hand 0.08 0.06
Total cash and cash equivalents 44.12 98.34

For the purpose of the statement of cash flows, cash and cash equivalents comprise the following:

Particulars As at March 31, 2026 As at March 31, 2025
Balances with bank
- On current accounts 44.04 40.78
- Deposits with original maturity of less than three months - 57.50
Cash on hand 0.08 0.06
Total cash and cash equivalents 44.12 98.34

Short-term deposits are made for varying years of between one day and three months, depending on the immediate cash requirements of the Company, and earn interest at the respective short-term deposit rates.

Integrated Annual Report 2025-26
299


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

10B Bank balances other than cash and cash equivalents

Particulars As at March 31, 2026 As at March 31, 2025
- On unpaid dividend accounts 7.14 6.41
- Deposits with original maturity more than 3 months but less than 12 months# 38.06 340.20
- On account of margin money deposited* 0.60 0.66
Total bank balances other than cash and cash equivalents 45.80 347.27

Deposits are made for varying year of three months to twelve month depending upon the immediate cash requirement of the Company and earn interest at the respective deposit rate.

  • Margin money held with banks against letter of credits(LC).

Changes in liabilities arising from financing activities and for non-cash financing and investing activities

As at March 31, 2026 As at March 31, 2025
Opening balance of borrowings and lease liabilities 118.90 210.08
New leases 3.33 9.87
Termination of leases (2.11) (0.26)
Interest on leases 1.97 1.84
Cash flows (38.73) (102.86)
Changes in fair values** (0.06) 0.23
Closing Balance of borrowings 83.30 118.90

** includes the effect of interest accrued but not due on borrowings and amortisation of borrowings.

11A Loans

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good, unless stated otherwise)
Loan to employees 0.90 1.05
Total Loans 0.90 1.05

No loans are due from directors of the Company either severally or jointly with any other person. Nor any loans are due from firm or any private companies respectively in which any director is a partner, a director or a member.

Breakup of financial assets carried at amortised cost

Particulars As at March 31, 2026 As at March 31, 2025
Loans (Refer Note 6A & 11A) 1.25 1.64
Security Deposits (Refer Note 6B) 2.71 2.68
Trade receivables (Refer Note 9) 173.02 209.75
Cash and cash equivalents (Refer Note 10A) 44.12 98.34
Investments (Refer Note 5B) 0.29 0.29
Other financial asset (Refer Note 11C) 0.87 5.72
Total financial assets carried at amortised cost 222.26 318.42

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

11B Derivative instruments

Particulars As at March 31, 2026 As at March 31, 2025
Derivative instruments at fair value through profit or loss
Derivatives not designated as hedges- Foreign exchange forward contracts (net) 4.25 -
Total derivative instruments at fair value through profit or loss 4.25 -

Derivative instruments at fair value through profit or loss reflect the positive change in fair value of those foreign exchange forward contracts that are not designated in hedge relationships, but are, nevertheless, intended to reduce the level of foreign currency risk for expected sales and purchases.

11C Other financial asset

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good, unless stated otherwise)
Interest receivable on deposits 0.25 5.01
Others (Includes claim receivable) 0.62 0.71
Total other financial asset 0.87 5.72

12 Income Tax and deferred tax

(a) Non Current tax assets (net)

Particulars As at March 31, 2026 As at March 31, 2025
Advance income tax including TDS (net of provisions) 44.82 37.73
Total 44.82 37.73

(b) Reconciliation of tax expense and the accounting profit multiplied by India's statutory tax rate for March 31, 2026 and March 31, 2025:

Particulars As at March 31, 2026 As at March 31, 2025
Profit before tax 648.68 838.15
At India's statutory income tax rate of 25.168% 163.26 210.95
Adjustments of tax on following items to arrive at tax as per statement of profit and loss:
- Depreciation on capital assets not allowable as per Income Tax Act, 1961 1.20 1.67
- Charity, donation and CSR expenses 5.20 7.83
- items disallowed under Income Tax Act, 1961 0.26 0.39
- Change in indexed cost of acquisition on fair valuation gain of land - (10.84)
- Others 0.15 0.15
170.07 210.15
Current tax reported in the statement of profit and loss 161.90 213.06
Deferred tax charge reported in the statement of profit and loss 8.17 (2.91)
170.07 210.15

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

12 Income Tax and deferred tax

Particulars As at March 31, 2026 As at March 31, 2025
Tax adjustments for earlier years:
- Current tax (0.20) 1.29
- Deferred tax - 0.48
Total tax expense 169.87 211.92

(c) Deferred tax (credit)/expense relates to the following:

Particulars As at March 31, 2026 As at March 31, 2025
Property, plant and equipment 0.48 (4.97)
Unamortised borrowing costs (0.03) (0.07)
Right to use assets (0.18) 1.81
Unrealised gain on investments at FVTPL 6.18 2.88
Unrealised gain on investments at FVTOCI (0.36) 0.38
Derivative liability 1.70 (0.69)
Expenditure allowable on payment basis under Section 43B of Income Tax Act, 1961 0.19 (0.69)
Lease liabilities 0.05 (2.01)
Other comprehensive income (0.50) (0.18)
Items under Section 35 DDA of Income Tax Act, 1961 0.24 0.23
Items under Section 35D of Income tax Act, 1961 - 0.31
Impairment allowance on trade receivable (0.45) -
Deferred tax (credit)/expense 7.32 (3.00)
Disclosed as follows:
Recognised in other comprehensive income (0.85) (0.57)
Recognised in profit and loss 8.17 (2.91)
Deferred tax expense for earlier years recognised in statement of profit and loss under tax expense - 0.48
Total Deferred tax (credit)/expense 7.32 (3.00)

(d) Deferred tax liabilities (net) relates to the following:

Particulars As at March 31, 2026 As at March 31, 2025
Deferred tax liabilities on:
Property, plant and equipment (249.23) (248.75)
Unamortised borrowing costs (0.04) (0.07)
Right to use assets (4.08) (4.26)
Unrealised gain on investments at FVTPL (10.45) (4.27)
Unrealised gain on investments at FVTOCI (0.38) (0.74)
Derivative instruments (1.07) -
Deferred tax assets on:
Derivative Instrument - 0.63
Expenditure allowable on payment basis under Section 43B of Income Tax Act, 1961 3.65 3.84
Lease liabilities 5.33 5.38
Other Comprehensive income 1.44 0.94

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

12 Income Tax and deferred tax

Particulars As at March 31, 2026 As at March 31, 2025
items under Section 35 DDA of Income Tax Act, 1961 0.23 0.47
Items under Section 35D of Income tax Act, 1961 4.72 4.72
Impairment allowance on trade receivable 0.45 -
Net deferred tax liabilities (249.43) (242.11)

Reflected in the balance sheet as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Deferred tax assets 15.82 15.98
Deferred tax liabilities (265.25) (258.09)
Deferred tax liabilities, net (249.43) (242.11)

The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.

13 Other current assets

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good unless stated otherwise)
Balances with statutory authorities 8.41 9.83
Advances to vendors 15.53 12.45
Prepaid expenses 3.17 3.27
Total other current assets 27.11 25.55

No advances are due from directors or other officers of the Company either severally or jointly with any other person. Nor any advances are due from firm or any private companies respectively in which any director is a partner, a director or a member other than stated above.

14 Share capital

Authorised share capital

Particulars Number of Shares (of ₹ 10 each) Amount
As at April 01, 2024 14,00,00,000 140.00
Increase/(Decrease) during the year - -
As at March 31, 2025 14,00,00,000 140.00
Increase/(Decrease) during the year - -
As at March 31, 2026 14,00,00,000 140.00

Terms / rights attached to equity shares

The Company has one class of equity shares having a par value of ₹ 10 per share. Each shareholder is entitled to one vote per equity share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuring Annual General Meeting, except in case of interim dividend. In the event of liquidation on the Company, the equity shareholders are eligible to receive remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding. The Company declares and pay dividend in Indian Rupee.

Integrated Annual Report 2025-26


SHCL
GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

14 Share capital

Issued, Subscribed and fully paid up equity shares

Particulars Number of Shares Amount
Equity shares of ₹ 10 each issued, subscribed and fully paid
As at April 01, 2024 9,57,23,986 95.72
Changes in share capital - ESOS issued during the year (May 06, 2024) 30,800 0.03
As at March 31, 2025 9,57,54,786 95.75
Changes in share capital - ESOS issued during the year (May 17, 2025) 3,17,300 0.32
Changes in share capital- Buyback during the year* (41,37,931) (4.14)
As at March 31, 2026 9,19,34,155 91.93

The Board of Directors at their meeting held on November 01, 2025, approved buyback of fully paid-up equity shares of face value of ₹ 10 each for a total amount not exceeding ₹ 300.00 crores. The buyback offer approved by Board of Directors comprised a purchase of 41,37,931 equity shares which is approximately 4.31% of the total paid-up equity shares capital of the Company as at September 30, 2025 at a price of ₹ 725/- per equity share. The buyback is made from all eligible equity shareholders (excluding Promoter and Promoters Group) of the Company as on the record date i.e. November 14, 2025 on a proportionate basis through the "Tender offer" route. The Company concluded the buyback procedures on December 02, 2025 and 41,37,931 equity shares were bought back and extinguished. The buyback resulted in a cash outflow of ₹ 300.00 crores (excluding transaction cost). The Company funded the buyback form its free reserve including securities premium as explained in Section 68 of the Companies Act, 2013. In accordance with Section 69 of the Companies Act, 2013, the Company has created a Capital Redemption Reserve equal to the nominal value of shares bought back as an appropriation from the general reserve.

Details of shareholders holding more than 5% shares in the company

Particulars As at March 31, 2026 As at March 31, 2025
Promoter & Promoter Group 19.87% 19.04%

As per records of the Company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

Aggregate number of equity shares bought back during the period of five years immediately preceding the reporting date:

Particulars March 31, 2026 March 31, 2025 March 31, 2024 March 31, 2023 March 31, 2022
Number of Equity shares buyback 41,37,931 - - - -

As per records of the company, including its register of shareholders/ members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

Shares reserved for issue under options

For details of shares reserved for issue under the Share based payment plan of the Company, please Refer Note 33

Details of shares held by promoters as at March 31, 2026

S No. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end %of total shares % Change during the year
1 Hindustan Commercial Company Limited 29,44,737 35,000 29,79,737 3.24% 0.04%
2 Gems Commercial Company Limited 29,40,207 - 29,40,207 3.20% 0.00%
3 Banjax Limited 27,89,700 - 27,89,700 3.03% 0.00%
4 Hexabond Limited 27,18,200 - 27,18,200 2.96% 0.00%
5 Oval Investment Private Limited 25,88,848 - 25,88,848 2.82% 0.00%
6 Lhonak International Private Limited 13,65,599 - 13,65,599 1.49% 0.00%
7 Anurag Dalmia (HUF) 5,85,124 - 5,85,124 0.64% 0.00%
8 Carissa Investment Private Limited 4,81,752 - 4,81,752 0.52% 0.00%
9 Harvatex Engineering and Processing Company Limited 4,15,723 - 4,15,723 0.45% 0.00%

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

14 Share capital

S No. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end %of total shares % Change during the year*
10 WGF Financial Services Limited 3,78,807 - 3,78,807 0.41% 0.00%
11 Anurag Trading Leasing and Investment Company Private Limited 2,87,200 - 2,87,200 0.31% 0.00%
12 Dalmia Finance Limited 2,00,244 - 2,00,244 0.22% 0.00%
13 Archana Trading And Investment Company Private Limited 1,32,848 - 1,32,848 0.14% 0.00%
14 Anurag Dalmia 1,25,225 - 1,25,225 0.14% 0.00%
15 Neelabh Dalmia 1,22,201 3,200 1,25,401 0.14% 0.00%
16 Bharatpur Investment Limited 38,842 - 38,842 0.04% 0.00%
17 Sanjay Trading Investment Company Private Limited 29,100 - 29,100 0.03% 0.00%
18 General Exports And Credits Limited 17,000 - 17,000 0.02% 0.00%
19 Golden Tobacco Limited 16,578 - 16,578 0.02% 0.00%
20 Pashupatinath Commercial Private Limited 15,000 - 15,000 0.02% 0.00%
21 Sovereign Commercial Private Limited 6,000 - 6,000 0.01% 0.00%
22 Dalmia Housing Finance Limited 5,707 - 5,707 0.01% 0.00%
23 Trishul Commercial Private Limited 5,100 - 5,100 0.01% 0.00%
24 Swastik Commercial Private Limited 3,700 - 3,700 0.00% 0.00%
25 Alankar Commercial Private Limited 2,600 - 2,600 0.00% 0.00%
26 Ricklunsford Trade And Industrial Investment Limited 1,960 - 1,960 0.00% 0.00%
27 Chirawa Investment Limited 1,860 - 1,860 0.00% 0.00%
28 Mourya Finance Limited 1,860 - 1,860 0.00% 0.00%
29 Lakshmi Vishnu Investment Limited 1,860 - 1,860 0.00% 0.00%
30 Sikar Investment Company Limited 1,800 - 1,800 0.00% 0.00%
31 Antarctica Investment Private Limited 768 - 768 0.00% 0.00%
32 Comosum Investment Private Limited 701 - 701 0.00% 0.00%
33 Lovely Investment Private Limited 645 - 645 0.00% 0.00%
34 Altar Investment Private Limited 318 - 318 0.00% 0.00%
35 Dear Investment Private Limited 55 - 55 0.00% 0.00%
Total 1,82,27,869 38,200 1,82,66,069 19.87% 0.04%
  • Change during the year is on account of shares issued pursuant to exercise of employee stock option and buy back.

Details of shares held by promoters as at 31st March 2025

S no. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end %of total shares % Change during the year*
1 Hindustan Commercial Company Limited 29,44,737 - 29,44,737 3.08% 0.00%
2 Gems Commercial Company Limited 29,40,207 - 29,40,207 3.07% 0.00%
3 Banjax Limited 27,89,700 - 27,89,700 2.91% 0.00%
4 Hexabond Limited 27,18,200 - 27,18,200 2.84% 0.00%
5 Oval Investment Private Limited 25,88,848 - 25,88,848 2.70% 0.00%
6 Lhonak International Private Limited 13,65,599 - 13,65,599 1.43% 0.00%
7 Anurag Dalmia (HUF) 5,85,124 - 5,85,124 0.61% 0.00%
8 Carissa Investment Private Limited 4,81,752 - 4,81,752 0.50% 0.00%

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

14 Share capital

S no. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end %of total shares % Change during the year*
9 Harvatex Engineering and Processing Company Limited 4,15,723 - 4,15,723 0.43% 0.00%
10 WGF Financial Services Limited 3,78,807 - 3,78,807 0.40% 0.00%
11 Anurag Trading Leasing and Investment Company Private Limited 2,87,200 - 2,87,200 0.30% 0.00%
12 Dalmia Finance Limited 2,00,244 - 2,00,244 0.21% 0.00%
13 Archana Trading And Investment Company Private Limited 1,32,848 - 1,32,848 0.14% 0.00%
14 Anurag Dalmia 1,25,225 - 1,25,225 0.13% 0.00%
15 Neelabh Dalmia 1,20,600 1,601 1,22,201 0.13% 0.00%
16 Bharatpur Investment Limited 38,842 - 38,842 0.04% 0.00%
17 Sanjay Trading Investment Company Private Limited 29,100 - 29,100 0.03% 0.00%
18 General Exports And Credits Limited 17,000 - 17,000 0.02% 0.00%
19 Golden Tobacco Limited 16,578 - 16,578 0.02% 0.00%
20 Pashupatinath Commercial Private Limited 15,000 - 15,000 0.02% 0.00%
21 Sovereign Commercial Private Limited 6,000 - 6,000 0.01% 0.00%
22 Dalmia Housing Finance Limited 5,707 - 5,707 0.01% 0.00%
23 Trishul Commercial Private Limited 5,100 - 5,100 0.01% 0.00%
24 Swastik Commercial Private Limited 3,700 - 3,700 0.00% 0.00%
25 Alankar Commercial Private Limited 2,600 - 2,600 0.00% 0.00%
26 Ricklunsford Trade And Industrial Investment Limited 1,960 - 1,960 0.00% 0.00%
27 Chirawa Investment Limited 1,860 - 1,860 0.00% 0.00%
28 Mourya Finance Limited 1,860 - 1,860 0.00% 0.00%
29 Lakshmi Vishnu Investment Limited 1,860 - 1,860 0.00% 0.00%
30 Sikar Investment Company Limited 1,800 - 1,800 0.00% 0.00%
31 Antarctica Investment Private Limited 768 - 768 0.00% 0.00%
32 Comosum Investment Private Limited 701 - 701 0.00% 0.00%
33 Lovely Investment Private Limited 645 - 645 0.00% 0.00%
34 Altar Investment Private Limited 318 - 318 0.00% 0.00%
35 Ilac Investment Private Limited 217 (217) - 0.00% 0.00%
36 Dear Investment Private Limited 55 - 55 0.00% 0.00%
Total 1,82,26,485 1,384 1,82,27,869 19.04% 0.00%
  • Change during the year is on account of shares issued pursuant to exercise of employee stock option.

15 Other equity

Particulars As at March 31, 2026 As at March 31, 2025
Capital reserve (Note 15A) 7.57 7.57
Capital redemption reserve (Note 15B) 20.49 16.36
Securities premium (Note 15C) - 27.73
Retained earnings (Note 15D) 3,419.95 3,308.37
Share based payment reserve (Note 15E) 5.78 12.32

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

15 Other equity

Particulars As at March 31, 2026 As at March 31, 2025
Treasury shares (Note 15F) (5.35) (5.35)
General reserve (Note 15G) - 5.45
FVTOCI reserve (Note 15H) 11.52 14.58
Total 3,459.96 3,387.03

Movement, nature and purpose of reserves:

15A Capital reserve

Particulars Amount
As at April 01, 2024 7.57
Changes during the year -
As at March 31, 2025 7.57
Changes during the year -
As at March 31, 2026 7.57

The Company had recognised cash subsidy received from government on account of its operations, surplus on re-issue of forfeited shares and forfeiture of preferential warrants under capital reserve in earlier years.

15B Capital redemption reserve

Particulars Amount
As at April 01, 2024 16.36
Changes during the year -
As at March 31, 2025 16.36
Changes during the year (Refer Note 15I) 4.13
As at March 31, 2026 20.49

In earlier years, an amount of ₹ 16.36 crores (equivalent to nominal value of the equity shares bought back and cancelled by the Company) was transferred to Capital Redemption Reserve from General Reserves pursuant to the provisions of Section 69 of the Companies Act, 2013 and the Article 7 of the Article of Association of the Company.

15C Securities premium

Particulars Amount
As at April 01, 2024 26.06
Changes during the year - on account of shares issued pursuant to exercise of employee stock option by the employees 1.67
As at March 31, 2025 27.73
Changes during the year - on account of shares issued pursuant to exercise of employee stock option by the employees 18.01
Changes - Utilised on account of buyback during the year (Refer Note 15I) (45.74)
As at March 31, 2026 -

The Company has issued 3,17,300 (March 31, 2025: 30,800) equity shares of ₹ 10 each under ESOS Scheme. The excess of aggregate consideration received over the face value of shares amounting to ₹ 18.01 crores (March 31, 2025: ₹ 1.67 crores) is credited to the Securities premium.

Integrated Annual Report 2025-26
307


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

15 Other equity

15D Retained earnings

Particulars Amount
As at April 01, 2024 2,799.30
Changes during the year - Profit for the year 626.23
Changes during the year - Dividend paid during the year* (114.35)
Changes during the year - Other comprehensive income - Re-measurement gain/(loss) on defined benefit plans (2.81)
As at March 31, 2025 3,308.37
Changes during the year - Profit for the year 478.81
Changes during the year - Dividend paid during the year* (114.73)
Changes during the year - Buyback of equity shares (Refer Note 15I) (251.03)
Changes during the year - Other comprehensive income - Re-measurement gain/(loss) on defined benefit plans (1.47)
As at March 31, 2026 3,419.95

Retained earnings are the profit/(loss) that the Company has earned/incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement gain / (loss) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.

  • Net of dividend paid on Treasury shares acquired by GHCL Employees Stock Option Trust.

15E Share based payment reserve

Particulars Amount
As at April 01, 2024 12.95
Reserve created during the year (0.63)
As at March 31, 2025 12.32
Reserve created during the year (6.54)
As at March 31, 2026 5.78

The Company has share option scheme under which options to subscribe for the Company's shares have been granted to certain executives and senior employees.

The share-based payment reserve is used to recognise the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration. Refer Note 33 for further details of these plans.

15F Treasury shares

Particulars Amount
As at April 01, 2024 (5.35)
Changes during the year -
As at March 31, 2025 (5.35)
Changes during the year -
As at March 31, 2026 (5.35)

This reserve represents own equity shares held by GHCL Employees Stock Option Trust


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

15 Other equity

15G General reserve

Particulars Amount
As at April 01, 2024 5.45
Changes during the year -
As at March 31, 2025 5.45
Changes - Utilised on account of buyback during the year (Refer Note 15I) (5.45)
As at March 31, 2026 -

Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10% of the paid-up capital of the Company for that year, then the total dividend distribution is less than the total distributable results for that year. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.

15H FVTOCI reserve

Particulars Amount
As at April 01, 2024 11.98
Changes during the year 2.60
As at March 31, 2025 14.58
Changes during the year (3.06)
As at March 31, 2026 11.52
The Company recognises the profit or loss on fair value of investments under fair value through other comprehensive income (FVTOCI) reserve.
Total as at March 2025 3,387.03
Total as at March 2026 3,459.96

Distributions made and proposed

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Cash dividends on equity shares declared and paid:
Final dividend for the year ended March 31, 2025: ₹ 12.00/- per equity share (March 31, 2024: Rupees 12.00/- per equity share) * 114.73 114.35
114.73 114.35

*Net of dividend proposed on Treasury shares of ₹ 0.56 crore (March 31, 2024: ₹ 0.56 crore) acquired by GHCL Employees Stock Option Trust.

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Proposed dividends on equity shares:
Proposed dividend for the year ended March 31, 2026: ₹ 12 /- per equity share (March 31, 2025: Rupees 12.00/- per equity share)** 109.76 114.35
109.76 114.35

** Net of dividend proposed on Treasury shares of ₹ 0.56 crore (March 31, 2025: ₹ 0.56 crore) acquired by GHCL Employees Stock Option Trust.

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognized as a liability as at year end.

Integrated Annual Report 2025-26
309


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

15 Other equity

15I The Board of Directors at their meeting held on November 01, 2025, approved buyback of fully paid-up equity shares of face value of ₹ 10 each for a total amount not exceeding ₹ 300.00 crores. The buyback offer approved by Board of Directors comprised a purchase of 41,37,931 equity shares which is approximately 4.31% of the total paid-up equity shares capital of the Company as at September 30, 2025 at a price of ₹ 725/- per equity share. The buyback is made from all eligible equity shareholders (excluding Promoter and Promoters Group) of the Company as on the record date i.e. November 14, 2025 on a proportionate basis through the "Tender offer" route." The Company concluded the buyback procedures on December 02, 2025 and 41,37,931 equity shares were bought back and extinguished. The Company funded the buyback form its free reserve including securities premium as explained in Section 68 of the Companies Act, 2013. In accordance with Section 69 of the Companies Act, 2013, the Company has created a Capital Redemption Reserve equal to the nominal value of shares bought back as an appropriation from the general reserve.

The buyback resulted in a cash outflow of ₹ 302.23 crores (including transaction cost of ₹ 2.23 crore, net of its income tax) which has been accounted under following heads:

Particulars Accounting Head ₹ in crores
Face value of 41,37,931 equity share of ₹ 10 each) Equity share capital 4.14
Amount equivalent to nominal value of the equity shares bought back and cancelled by the Company has been transferred to Capital Redemption Reserve from General Reserves pursuant to the provisions of Section 69 of the Companies Act, 2013 and the Article 7 of the Article of Association of the Company. General reserve 4.13
Amount equivalent to nominal value of the equity shares bought back and cancelled by the Company has been transferred to Capital Redemption Reserve from General Reserves pursuant to the provisions of Section 69 of the Companies Act, 2013 and the Article 7 of the Article of Association of the Company. Capital redemption reserve (4.13)
Reserve utilised on account of buyback during the year General reserve 1.32
Reserve utilised on account of buyback during the year Securities premium 45.74
Reserve utilised on account of buyback during the year Retained earnings 251.03
Total 302.23

16 Borrowings

16A Non-current borrowings

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Term loans
From banks
Rupee term loans (secured) (at amortised cost) 34.20 61.53
Total non-current borrowings 34.20 61.53
Current borrowings
Interest accrued but not due on borrowings 0.45 0.65
Current maturities of long term loan
- Rupee term loans (secured) 27.48 35.33
Total current borrowings 27.93 35.98
Total 62.13 97.51

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

16 Borrowings

16.1 Term loans from Banks / institutions have been secured against: -

a) Loan aggregating to ₹ 61.68 crores (March 31, 2025: ₹ 96.86 crores) is secured by way of first pari passu charge on movable assets of Soda Ash Division situated at village Sutrapada, Veraval, Gujarat both present and future. The outstanding loan as at March 31, 2026 ₹ 61.68 crores availed from Export-Import Bank of India (Exim Bank) and is repayable 9 equal quarterly instalments of ₹ 6.86 crores each. The loan presently carries an interest rate of 8.10% per annum.

b) Out of all the aforesaid secured loan of ₹ 61.68 crores (March 31, 2025: ₹ 96.86 crores), an amount of ₹ 27.48 crores (March 31, 2025: ₹ 35.33 crores) is due for payment in next 12 months and accordingly reported under Note 16(B) under the head "Short term borrowings" as "current maturities of Long Term Borrowings".

16B Current borrowings

Particulars As at March 31, 2026 As at March 31, 2025
Current maturities of long term borrowings (at amortised cost) 27.48 35.33
Interest accrued but not due on borrowings 0.45 0.65
Total secured short term borrowing 27.93 35.98

16.2 Short term borrowings:

(a) The Company has a total sanctioned working capital limit of ₹ 450 crores (March 31, 2025: ₹ 450 crores) which is undrawn. Such facility is secured by way of hypothecation on inventory and trade receivables.

(b) Credit facilities in foreign currency: The Company has not availed any short term foreign currency facility during the current financial year.

(c) Quarterly returns or statements of current assets filed by the Company with banks or financial institutions are in agreement with the books of accounts.

(d) The Company has satisfied all the loan covenants.

17 Provisions

17A Long term provisions

Particulars As at March 31, 2026 As at March 31, 2025
Provision for Mines restoration* 6.95 5.72
Total 6.95 5.72
  • The Company has made a provision for estimated expenditure required to restore quarries and mines. The total estimate of restoration expenses is apportioned over the years of estimated mineral reserves and a provision is made based on minerals extracted during the year. The total estimate of restoration expenses is reviewed yearly, on the basis of technical estimates.

Movement of provisions

Particulars As at March 31, 2026 As at March 31, 2025
At the beginning of the year 5.72 5.84
Arising during the year 4.78 0.35
Utilised (3.55) (0.47)
At the end of the year 6.95 5.72

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

17 Provisions

17B Short term provisions

Particulars As at March 31, 2026 As at March 31, 2025
Provision for compensated absences 13.88 12.67
Provision for gratuity (Refer Note 32) 2.68 3.82
Total 16.56 16.49

18 Trade Payables

Particulars As at March 31, 2026 As at March 31, 2025
Trade payables
- Total outstanding dues of micro enterprises and small enterprises (refer note 18B for details of dues to micro and small enterprises) 55.42 35.40
- Total outstanding dues of creditors other than micro enterprises and small enterprises 224.87 129.76
280.29 165.16
Trade payables related parties (refer note 36) 2.26 2.26
Trade payables other than related parties 278.03 162.90
280.29 165.16

18A Trade Payables Ageing Schedule :

As at March 31, 2026

Particulars Outstanding for following years from due date of payment
Unbilled Not Due Less than 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed dues of micro enterprises and small enterprises - 51.94 2.71 - 0.03 - 54.68
Undisputed dues of creditors other than micro enterprises and small enterprises 137.91 58.56 27.87 0.30 0.01 0.22 224.87
Disputed dues of micro enterprises and small enterprises - - - 0.74 - - 0.74
Disputed dues of creditors other than micro enterprises and small enterprises - - - - - - -
Total 137.91 110.50 30.58 1.04 0.04 0.22 280.29

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

18 Trade Payables

As at March 31, 2025

Particulars Outstanding for following years from due date of payment
Unbilled Not Due Less than 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed dues of micro enterprises and small enterprises - 31.51 3.86 0.03 - - 35.40
Undisputed dues of creditors other than micro enterprises and small enterprises 41.30 60.56 26.73 0.02 0.03 1.12 129.76
Disputed dues of micro enterprises and small enterprises - - - - - - -
Disputed dues of creditors other than micro enterprises and small enterprises - - - - - - -
Total 41.30 92.07 30.59 0.05 0.03 1.12 165.16

Terms and conditions of the above trade payables :

Trade payables are non-interest bearing and normally settled on 30-90 days.

For terms and conditions with related parties (refer note 36).

18B Details of dues to micro and small enterprises as defined under the MSMED Act, 2006 :

Particulars As at March 31, 2026 As at March 31, 2025
i) The principal amount and the interest due thereon remaining unpaid to any supplier as at the end of each accounting year
- Principal amount due to micro and small enterprises (including capital creditors of ₹ 3.66 crores (March 31, 2025: ₹ 5.81 crores) 59.08 41.21
- Interest due on above - -
ii) The amount of interest paid by the buyer in terms of section 16 of the MSMED Act 2006 along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year
- Principal 0.02 0.02
- Interest # 0.00 0.00
iii) The amount of interest due and payable for the year of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under the MSMED Act 2006. - -
iv) The amount of interest accrued and remaining unpaid at the end of each accounting year - -
v) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the MSMED Act 2006 - -

₹ 0.00 represents amount below ₹ 50,000/-.

Integrated Annual Report 2025-26
313


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

19 Financial Liabilities

19A Derivative instruments

Particulars As at March 31, 2026 As at March 31, 2025
Derivative instruments at fair value through profit or loss
Derivatives not designated as hedges - Foreign exchange forward contracts (net) - 2.52
Total derivative instruments - 2.52

While the Company entered into foreign exchange forward contracts with the intention of reducing the foreign exchange risk of expected sales and purchases of raw material, items of power and fuel, capital goods, these other contracts are not designated in hedge relationships and are measured at fair value through profit or loss.

19B Other financial liabilities

Particulars As at March 31, 2026 As at March 31, 2025
Dealer deposits * 4.70 4.70
Security deposits 0.96 0.92
Capital creditors ** 26.46 44.13
Unpaid dividend 7.14 6.41
Employee benefit related payable 24.90 31.05
Others 0.57 0.56
64.73 87.77
  • Dealer deposits for Soda Ash division are interest bearing. Interest payable is normally settled annually.
    ** Including MSME ₹ 3.66 crores (March 31, 2025 : ₹ 5.81 crores), refer note 18B

20 Other liabilities

Particulars As at March 31, 2026 As at March 31, 2025
Statutory dues 37.52 53.28
Liability towards Corporate Social Responsibility (Refer Note 28B) 2.00 -
Liability for deficit in PF Trust 1.21 0.61
Total other liabilities 40.73 53.89

21 Revenue from operations

1) Disaggregated revenue information

Set out below is the disaggregation of the Company's revenue :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Revenue from contracts with customers
- Sale of manufactured goods 2,884.76 3,049.91
- Sale of traded goods 174.95 126.49
Total Sale of products 3,059.71 3,176.40

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

21 Revenue from operations

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Other operating revenue
- Sale of scrap 2.43 4.18
- Export benefits 2.07 2.90
Total other operating revenue 4.50 7.08
Total 3,064.21 3,183.48
Type of goods or service
Sale of manufactured products
- Soda Ash 2,862.43 3,012.09
- Consumer Products 22.33 37.82
Sale of traded products
- Soda Ash traded products 143.98 95.27
- Consumer Products traded products 30.97 31.22
Total revenue from contracts with customers 3,059.71 3,176.40
India 2,945.33 3,046.79
Outside India 114.38 129.61
Total revenue from contracts with customers 3,059.71 3,176.40
Timing of revenue recognition
Goods transferred at a point in time 3,059.71 3,176.40
Total revenue from contracts with customers 3,059.71 3,176.40

2) Contract balances

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers:

Particulars As at March 31, 2026 As at March 31, 2025
Trade receivables * 173.02 209.75
Contract liabilities
- Advances from customers** 5.83 3.99

Set out below is the amount of revenue recognised from:

Particulars As at March 31, 2026 As at March 31, 2025
Amounts included in contract liabilities at the beginning of the year 3.99 3.31
Performance obligations satisfied in previous years - -
  • Trade receivables are non-interest bearing and are generally on terms of 15 to 90 days.
    ** Advances from customers relate to payments received in advance of performance under the contract. Advances from customers are recognized as revenue as (or when) the Company performs under the contract.

Integrated Annual Report 2025-26
315


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

21 Revenue from operations

3) Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Revenue as per contracted price 3,440.05 3,532.08
Adjustments :
Sales return (7.77) (5.56)
Rebates 0.86 0.85
Discounts (373.43) (350.97)
Revenue from contract with customers 3,059.71 3,176.40

4) The transaction price allocated to the remaining performance obligations (unsatisfied or partially unsatisfied) as at March 31, 2026 and March 31, 2025 are, as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Advances from customers (Within One year) 5.83 3.99
5.83 3.99

Management expects that the entire transaction price allotted to the unsatisfied contract as at the end of the reporting year will be recognised as revenue during the next financial year.

22 Other income

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
(a) Interest income on bank deposits measured at amortised cost 18.92 30.82
(b) Interest on Income tax refund - 2.03
(c) Dividend income 0.27 0.20
(d) Other non-operating income :
- Gain on foreign exchange (net) 2.87 -
- Profit on sale of current investments 21.82 31.59
- Fair value gain/(loss) on investments at FVTPL 24.55 11.43
- Insurance claims received 0.12 0.60
- Gain on sale of PPE (net) - 8.66
- Sundry balances written back 3.20 -
- Income from subsidiary company 6.66 2.64
- Gain on Lease modification 0.56 -
- Miscellaneous income 0.75 1.76
79.72 89.73

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

23 Cost of raw materials consumed

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Inventory at the beginning of the year 335.78 336.05
Add: Purchases 848.89 928.97
1,184.67 1,265.02
Less: Inventory at the end of the year (277.63) (335.78)
Cost of raw material consumed 907.04 929.24

24 (Increase)/decrease in inventories of finished goods, stock-in-trade and work-in-progress

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Opening stock
Finished goods 142.94 145.49
Work-in-progress 5.50 6.14
Stock-in-trade 16.81 18.26
165.25 169.89
Closing stock
Finished goods 121.46 142.94
Work-in-progress 5.56 5.50
Stock-in-trade 14.51 16.81
141.53 165.25
(Increase)/decrease in inventories
Finished goods 21.48 2.55
Work-in-progress (0.06) 0.64
Stock-in-trade 2.30 1.45
23.72 4.64

25 Employee benefit expenses

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Salaries, wages and bonus 106.69 100.84
Contribution to provident and other funds 7.75 8.85
Gratuity expenses (Refer Note 32) 2.33 1.56
Staff welfare expenses 2.41 2.66
119.18 113.91
Share based payment written back (Refer Note 33) (0.18)
119.00 113.91

Integrated Annual Report 2025-26
317


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

26 Finance costs

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
a) Interest expenses :
Interest on borrowings 6.30 12.58
Interest on others 1.09 0.38
Interest on income tax - 1.49
Interest on lease liabilities (Refer Note 34) 1.14 1.33
b) Other borrowing costs* 0.48 0.34
9.01 16.12

*Includes loan processing charges.

27 Depreciation and amortization expense

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Depreciation of property, plant and equipment (Refer Note 3) 106.18 106.81
Amortization of intangible assets (Refer Note 4) 2.39 2.49
Depreciation of right-of-use assets (Refer Note 34) 2.24 2.24
110.81 111.54

28 Other expenses

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Consumption of stores and spares 59.92 52.02
Other manufacturing expenses 41.32 40.95
Packing expenses 40.66 42.11
Bank charges 0.77 1.36
Provision for doubtful debts 1.80 -
Freight and forwarding charges 274.79 259.84
Commission on sales 3.51 3.70
Travelling and conveyance 8.33 8.71
Rent 4.44 5.01
Repairs and maintenance:
- Plant and machinery repair & maintenance 25.57 21.79
- Buildings repair & maintenance 3.75 3.54
- Others repair & maintenance 10.10 8.56
Rates and taxes 0.66 0.73
Insurance 17.82 14.33
Loss on sales/discard of property, plant and equipment and assets held for sales (net) 0.04 -
Commission to non whole time directors 2.52 2.52
Communication expenses 1.97 1.70
Legal and professional expenses 13.93 11.51
Payment to auditors (refer details below) (note 28A) 1.86 1.72

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

28 Other expenses

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Donation 0.13 5.04
Donation to Political Parties* 0.50 5.50
CSR expenditure (refer details below) (note 28B) 20.05 20.57
Loss on foreign exchange (net) - 1.75
Miscellaneous expenses 15.82 15.56
550.26 528.52

*During the current year, a donation of ₹ 0.50 crore is paid to Bharatiya Janata Party and during the previous year, ₹ 0.50 crore was paid to Gujarat Pradesh Congress Committee and ₹ 5.00 crores was paid to Bharatiya Janata Party.

28A Payment to Auditors :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
To Statutory Auditors :
Audit fee 0.80 0.73
Limited reviews 0.92 0.84
Other services (certification fees)* 0.08 0.08
Reimbursements of expenses 0.06 0.07
Total 1.86 1.72
  • Excludes buyback certification fees of ₹ 0.02 crore which is included in statement of change in equity under heading retained earnings (Refer Note 15I).

28B Details of CSR expenditure :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
a. Gross amount required to be spent by the Company during the year 20.05 20.57
b. Amount approved by the Board to be spent during the year 20.05 20.57
Particulars In cash Yet to be paid in cash
--- --- ---
c. Amount spent during the year ended on March 31, 2026:
i) Construction / acquisition of any asset 0.88 -
ii) On purpose other than (i) above 17.17 -
Particulars In cash Yet to be paid in cash
--- --- ---
d. Amount spent during the year ended on March 31, 2025:
i) Construction / acquisition of any asset 0.84 -
ii) On purpose other than (i) above 19.73 -

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

28 Other expenses

e. Details related to spent / unspent obligations:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
i) Contribution to Public Trust - -
ii) Contribution to Charitable Trust 18.05 20.57
iii) Unspent amount in relation to:
- Ongoing project* 2.00 -
- Other than ongoing project* - -
  • The unspent amount has been deposited to special account on April 28, 2026 in compliance of with provisions of Sub Section (6) of Section 135 of the Companies Act, 2013. Further there are no unspent amounts that are required to be transferred to a fund specified in Schedule VII of the Companies Act, 2013 in compliance with second proviso to Sub Section 5 of Section 135 of the Act.

29 Components of Other comprehensive income (OCI)

Particulars FVTOCI reserve Retained Earnings Total
The disaggregation of changes to OCI by each type of reserve in equity is shown below:
For the Year ended March 31, 2026
Re-measurement gain/(loss):
1. Defined benefit plan- Gratuity - 0.75 0.75
2. Defined benefit plan- Provident Fund - 1.22 1.22
3. Investment in equity instruments 3.41 - 3.41
4. Income tax on above (0.35) (0.50) (0.85)
3.06 1.47 4.53
During the year ended March 31, 2025
Re-measurement gain/(loss) on defined benefit plan (net of tax) - (2.81) (2.81)
Re-measurement gain/(loss) on investment in equity (net of tax) 2.60 - 2.60
Total 2.60 (2.81) (0.21)

30 Earnings per share

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by weighted average number of equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Profit attributable to the equity holders of the Company 478.81 626.23
Weighted average number of equity shares for basic EPS (net of treasury shares) 9,42,05,409 9,52,85,560
Basic earnings per share (Face value of ₹ 10/- per equity share) 50.83 65.72

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

30 Earnings per share

The following reflects the income and share data used in computation of Basic and diluted EPS computations :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Profit attributable to the equity holders of the Company 478.81 626.23
Weighted average number of equity shares and potential equivalent shares outstanding for computing Diluted EPS* 9,42,47,209 9,55,23,668
Diluted earnings per equity share - (face value of ₹ 10/- per equity share) 50.80 65.56
  • Computation of weighted average number of Equity shares adjusted for the effect of dilution
Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Weighted average number of equity shares for Basic EPS 9,42,05,409 9,52,85,560
Effect of dilution:
Employee Share Option Scheme 41,800 2,38,109
Weighted average number of equity shares and considered 9,42,47,209 9,55,23,668

31 Significant accounting judgements, estimates and assumptions

The preparation of Company's standalone financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses and the accompanying disclosures and disclosure of contingent liabilities. Uncertainty about the assumptions and estimates could result in outcomes that require a material adjustment to the carrying value of assets or liabilities affected in future years.

Other disclosures relating to the Company's exposure to risks and uncertainties includes:

  • Financial risk management objectives and policies in Note 40
  • Sensitivity analyses disclosures in Note 32 and Note 40
  • Capital Management Note 41

(i) Judgements

In the process of applying the accounting policies, management has made the following judgements, which have significant effect on the amounts recognised in the Standalone's financial statements:

Revenue from contracts with customers

The Company applied the following judgements that significantly affect the determination of the amount and timing of revenue from contracts with customers:

Revenues from customer contracts are considered for recognition and measurement when the contract has been approved, in writing, by the parties to the contract, the parties to contract are committed to perform the irrespective obligations under the contract, and the contract is legally enforceable.

Judgement is required to determine the transaction price for the contract and to ascertain the transaction price to each distinct performance obligation. The transaction price could be either a fixed amount of customer consideration or variable consideration with elements such as a right of return the goods within a specified year, volume discounts, cash discount and price incentives. Any

Integrated Annual Report 2025-26
321


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

31 Significant accounting judgements, estimates and assumptions

consideration payable to the customer is adjusted to the transaction price, unless it is a payment for a distinct product from the customer. The Company allocates the elements of variable considerations to all the performance obligations of the contract unless there is observable evidence that they pertain to one or more distinct performance obligations.

Provisions and contingencies

The assessments undertaken in recognising provisions and contingencies have been made in accordance with Ind AS 37, 'Provisions, contingent liabilities and contingent assets'. The evaluation of the likelihood of the contingent events has required best judgment by management regarding the probability of exposure to potential loss.

Assessment of equity instruments

The Company has designated investments in equity instruments as FVTOCI investments since the Company expects to hold these investment with no intention to sale. The difference between the instrument's fair value and carrying amount has been recognized in retained earnings.

(ii) Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

(iii) Provision for expected credit losses of trade receivables and contract assets

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables, the Company applies a simplified approach in calculating ECLs. Therefore, the Company does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

(iv) Impairment of non-financial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm's length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Company is not yet committed to or significant future investments that will enhance the asset's performance of the CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate used for extrapolation purposes. These estimates are most relevant to impairment assessment of Property plant and equipment and intangible assets.

(v) Share-based payments

For the measurement of the fair value of equity-settled transactions with employees at the grant date, the Company uses a Black-Scholes model for Employee Share Option Plan (ESOP). The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 33.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

31 Significant accounting judgements, estimates and assumptions

(vi) Useful lives and residual values of Property, plant and equipment

The estimated useful lives of property, plant and equipment are based on a number of factors including the effects of obsolescence, demand, competition, internal assessment of user experience and other economic factors (such as the stability of the industry, and known technological advances) and the level of maintenance expenditure required to obtain the expected future cash flows from the asset. The Company reviews the useful life and residual values of Property, plant and equipment at the end of each reporting date.

(vii) Post-retirement benefit plans

Employee benefit obligations (gratuity and provident fund obligation) are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds where remaining maturity of such bond correspond to expected term of defined benefit obligation.

The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates. Further details about gratuity obligations are given in Note 32.

(viii) Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the Balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Refer Note 39A for further disclosures.

32 Defined benefit and contribution plan

Defined contribution plan

The Company makes contributions towards superannuation fund which is a defined contribution retirement plan for qualifying employees. Under the plan, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit plan to fund the benefits. Contribution paid for superannuation fund are recognised as expense for the year:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Employer's contribution to superannuation fund 1.03 1.09

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

Defined benefit plan

A) Gratuity (funded)

The employees' gratuity fund scheme managed by a Trust is a defined benefit plan. The present value of the obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises each year of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

Employees who are in continuous service for a year of 5 years are eligible for gratuity. The amount of gratuity payable to an employee upon leaving the Company is computed proportionately for 15/26 days of wages (as per Labour Codes) multiplied for the number of years of service. The gratuity plan is a funded plan and the Company makes contributions to Gratuity Trust registered under Income Tax Act, 1961.

The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at March 31, 2026. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

The plan assets are managed by the Gratuity Trust formed by the Company. The management of 100% of the funds is entrusted according to norms of Gratuity Trust, whose pattern of investment is available with the Company.

Changes in the defined benefit obligation and fair value of plan assets (in respect of gratuity fund) as at March 31, 2026:

Particulars Gratuity cost charged to profit or loss Benefits paid Amount withdrawn from Trust Re-measurement (gains) / losses in other comprehensive income As at March 31, 2026
As at April 01, 2025 Service cost Net interest expense/(Income) included in profit or loss Return on plan assets (excluding amounts included in net interest expense) Actuarial changes arising from changes in financial assumptions/Demographic Assumptions Experience adjustments Subtotal included in CGL Contributions by employer
Defined benefit obligation 42.36 2.27 2.85 5.12 (2.63) - (1.00) 0.63 (0.37) - 44.48
Fair value of plan assets 38.54 (2.59) (2.59) (2.63) 4.42 1.12 1.12 - 41.80
Benefit assets 3.82 2.53 0.75 2.68
  • The Gratuity cost charged to profit or loss amounting ₹ 0.20 crore (March 31, 2025 ₹ 0.14 crore) pertains to employees of captive production units and has been included in raw material and power & fuel costs as explained in Note No. 42.

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

Changes in the defined benefit obligation and fair value of plan assets (in respect of gratuity fund) as at March 31, 2025:

Particulars Gratuity cost charged to profit or loss Benefits paid Amount withdrawn from Trust Re-measurement (gains) / losses in other comprehensive income As at March 31, 2025
As at April 01, 2024 Service cost Net interest expense/(Income) included in profit or loss* Return on plan assets (excluding amounts included in net interest expense) Actuarial changes arising from changes in financial assumptions/ Demographic Assumptions Experience adjustments Subtotal included in OCI Contributions by employer
Defined benefit obligation 37.77 2.05 2.72 4.77 (4.19) - - 0.82 3.19 4.01 - 42.36
Fair value of plan assets 42.68 (3.07) (3.07) (2.62) (4.84) (0.25) - - (0.25) - 38.54
Benefit liability/(assets) (4.91) 1.70 3.76 3.82
  • The Gratuity cost charged to profit or loss amounting ₹ 0.14 crore (March 31, 2024 ₹ 0.20 crore) pertains to employees of captive production units and has been included in raw material and power & fuel costs as explained in Note No. 42.

The major categories of plan assets of the fair value of the total plan assets are as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Insurance fund 41.80 38.54
Particulars As at March 31, 2026 As at March 31, 2025
--- --- ---
The principal assumptions used in determining gratuity are:
Mortality table - LIC Indian Assured Lives Mortality 2012-14 (Urban) Indian Assured Lives Mortality 2012-14 (Urban)
Discount rate 7.24% 6.72%
Estimated rate of return on plan assets 7.24% 6.72%
Estimated future salary growth 9.00% 9.00%
Rate of employee turnover 6.20% 6.20%

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

A quantitative sensitivity analysis for significant assumption as at March 31, 2026 is as shown below:

Assumptions Employee turnover Salary Discount rate
Sensitivity level 1% increase 1% decrease 1% increase 1% decrease 1% increase 1% decrease
Impact on defined benefit obligation (0.25) 0.28 1.93 (1.74) (1.74) 1.99

A quantitative sensitivity analysis for significant assumption as at March 31, 2025 is as shown below:

Assumptions Employee turnover Salary Discount rate
Sensitivity level 1% increase 1% decrease 1% increase 1% decrease 1% increase 1% decrease
Impact on defined benefit obligation (0.28) 0.31 1.85 (1.66) (1.68) 1.91

The following payments are projected benefits payable in future years from the date of reporting from the fund:

Particulars As at March 31, 2026 As at March 31, 2025
Within the next 12 months (next annual reporting year) 13.58 14.41
2nd Following Year 8.88 4.60
3rd Following Year 4.15 5.35
4th Following Year 3.32 3.63
5th Following Year 2.79 2.86
Sum of Years 6 to 10 10.42 10.17
Sum of Years 11 and above 25.09 21.58
Total expected payments 68.23 62.60

The average duration of the defined benefit plan obligation at the end of the reporting year is 9 years (March 31, 2025: 6 years).

Risks associated with defined benefit plan

Gratuity is a defined benefit plan and company is exposed to the Following Risks:

Interest rate Risk: A fall in the discount rate which is linked to the Government Securities. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Salary Risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan's liability.
Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting year on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.
Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
Mortality Risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.
Concentration Risk: Plan is having a concentration risk as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very low as insurance companies have to follow stringent regulatory guidelines which mitigate risk.

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

B) Provident Fund (funded)

The Company contributes provident fund liability to GHCL Officers Provident Fund Trust. As per the applicable accounting standards, provident funds set up by the employers, which require interest shortfall to be met by the employer, needs to be treated as defined benefit plan. The actuarial valuation of Provident Fund was carried out in accordance with the guidance note issued by Actuarial Society of India for measurement of provident fund liabilities and a provision has been recognised in respect of future anticipated shortfall with regard to interest rate obligation as at the balance sheet date. The following tables summarize the components of net employee benefit expenses recognised in the statement of profit and loss and the funded status and amounts recognised in the balance sheet for the above mentioned plan:

Particulars As at March 31, 2026 As at March 31, 2025
Changes in benefit obligation
Benefit obligation at the beginning of the year 182.23 192.30
Opening balance adjustment (0.24) -
Interest expense 14.08 14.38
Service cost 3.99 3.62
Employee contribution 7.91 7.60
Liability Transferred In 1.25 1.72
(Liability Transferred Out) (3.42) (22.24)
Benefits paid (17.98) (17.26)
Actuarial (gain)/ loss on obligations 1.22 2.11
Benefit obligation at the end of the year 189.04 182.23
Change in plan assets As at March 31, 2026 As at March 31, 2025
--- --- ---
Fair value of plan assets at the beginning 180.99 192.97
Interest income 13.94 14.38
Contributions 11.75 11.22
Transfer from other Company 1.25 1.71
Transfer to other Company (3.42) (22.24)
Benefits paid (17.98) (17.26)
Return on plan assets, excluding interest income (0.44) 0.21
Fair value of plan assets at the end 186.09 180.99

Amount recognized in the Balance Sheet

Particulars As at March 31, 2026 As at March 31, 2025
Shortfall recognized in the Balance Sheet at the end of the period * 2.95 1.24
  • The Company has recognised deficit of ₹ 1.21 crores (March 31, 2025: ₹ 0.61 crore) as determined by the Actuarial relating to defined interest obligation. The plan assets have been determined at cost of investments less provision for diminution of such investments and the fair value gains have not been recorded by PF Trust. The Company determined that fair values of plan assets is more than the deficit and therefore balance deficit amounting to ₹ 1.71 crores (March 31, 2025: ₹ 0.61 crore) is not required to be accounted for.

Integrated Annual Report 2025-26
327


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

Expenses for the year ended March 31, 2026 and March 31, 2025 recognized in the Statement of Profit and loss is as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Current service cost 3.99 3.62
Interest cost 14.08 14.38
(Interest income) (13.94) (14.38)
Total expense recognized 4.13 3.62

Expenses for the year ended March 31, 2026 and March 31, 2025 recognized in Other Comprehensive Income is as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Actuarial (gain)/ loss on obligations 1.22 2.11
Total Comprehensive Income recognised 1.22 2.11

The breakup of the plan assets into various categories as at March 31, 2026 and March 31, 2025 is as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Central Government of India Assets 2.50 3.00
State Government of India Assets 85.08 84.76
Special Deposits Scheme 12.86 12.86
Public Sector Units 12.60 13.30
Private Sector Bonds 56.42 53.43
Equity/Insurer Managed Funds 12.20 8.66
Cash & Cash Equivalents 2.69 3.11
Others 1.74 1.87
Total 186.09 180.99

The principal assumptions used in determining provident fund are:

Particulars As at March 31, 2026 As at March 31, 2025
Rate of discounting 7.24% 6.72%
Guranteed return 8.25% 8.25%
Rate of Employee return 6.20% 6.20%

Maturity Analysis of the Benefit Payments

Defined benefits payable in future years from the date of reporting

Particulars As at March 31, 2026 As at March 31, 2025
1st Following Year 101.21 96.35
2nd Following Year 24.27 22.31
3rd Following Year 14.69 18.23
4th Following Year 13.07 12.28
5th Following Year 9.74 10.72
Sum of years 6 to 10 33.23 32.72

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

33 Share based compensation payments

In accordance with the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 and the Guidance Note on accounting for 'Employees share-based payments, the Scheme detailed below is managed and administered, compensation benefits in respect of the scheme is assessed and accounted by the Company. To have an understanding of the Scheme, relevant disclosures are given below:

a) The Shareholders at their Annual General Meeting held on July 23, 2015, approved a maximum limit of 50,00,000 number of stock options under the Employee Stock Option Scheme "GHCL ESOS 2015". The following details show the actual status of ESOS granted during the financial year ended on March 31, 2026:

During the current year, 3,17,300 equity shares of ₹ 10 each have been issued and allotted and 9,000 stock options have lapsed under the GHCL Employees Stock Option Scheme - 2015 ("ESOS"). The ESOP provision to the extent of ₹ 0.18 crores has been written back on account of the above options lapsed.

The relevant details of the Scheme are as under:

Grant 9
Date of Grant 30-Apr-2022
Date of Board approval 30-Apr-2022
Date of shareholder's approval 23-Jul-2015
Number of options granted 8,11,000
Method of settlement Equity
Vesting year (see table below)
Fair value on the date of grant (₹) 201.67
Exercise year 5 Years
Vesting conditions As per policy approved by Shareholders

Details of the vesting year are:

Vesting year from the Grant date Grant 9
On completion of 12 months 8,11,000

Set out below is a summary of options granted under the plan:

As at March 31, 2026 As at March 31, 2025
Total No. of Stock options Weighted average exercise price Total No. of Stock options Weighted average exercise price
Options outstanding at beginning of year 6,13,000 376 6,43,800 375
Options granted during the year - - - -
Options forfeited/lapsed during the year 9,000 376 - -
Options exercised during the year 3,17,300 376 30,800 357
Options expired during the year - - - -
Options outstanding at end of year 2,86,700 376 6,13,000 376
Options vested but not exercised during the year 2,86,700 376 6,13,000 376

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

33 Share based compensation payments

The details of activity of the Scheme have been summarized below:-

Particulars As at March 31, 2026
Grant 9
Number of options
Outstanding at the beginning of the year 6,13,000
Granted during the year -
Forfeited during the year 9,000
Exercised during the year 3,17,300
Expired during the year -
Outstanding at the end of the year 2,86,700
Exercisable at the end of the year 2,86,700
Weighted average remaining contractual life (in years) -
Weighted average fair value of options granted during the year 201.67

Assumption of the model :

Particulars Grant 9
Date of Grant 30-Apr-2022
Stock price at the date of Grant 619.25
Exercise price 376
Expected volatility 43.56%
Expected life of the option 2
Risk free interest rate % 6.68
Weighted average fair value as on grant date 201.67
Model Used Black Scholes

List of subsidiaries with ownership % and place of business:

Name of the investees Principal place of business Proportion of ownership as at March 31, 2026 Proportion of ownership as at March 31, 2025 Method used to account for the investment
Dan River Properties LLC United States 0.00% 100.00% At cost

During the current year, the Company had filed for a voluntary liquidation of its subsidiary, Dan River Properties LLC which has since been liquidated on February 18, 2026.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

34 Leases

Company as a lessee

The Company has lease contracts for various items of Building and Salt works (fields taken on lease for salt production) in its operations. Leases of Building generally have lease terms between 1 and 9 years, while salt works generally have lease term of 30 years. Generally, the Company is restricted from assigning and subleasing the leased assets. There are no major lease contracts that include extension and termination options and variable lease payments.

Set out below are the carrying amounts of right-of-use assets recognised and the movements during the year:

Particulars Leasehold building Saltworks Total
As at April 01, 2024 3.70 6.02 9.72
Additions 2.45 7.42 9.87
Depreciation for the year (1.79) (0.62) (2.41)
Termination (0.26) (0.26)
As at March 31, 2025 4.10 12.82 16.92
Additions 0.74 2.59 3.33
Depreciation for the year * (1.81) (0.68) (2.49)
Termination (0.34) (1.22) (1.56)
As at March 31, 2026 2.69 13.51 16.20

*Includes ₹ 0.25 crore (March 31, 2025 : ₹ 0.17 crore) capitalised as capital work in progress during the year.

Set out below are the carrying amounts of lease liabilities and the movements during the year:

Particulars As at March 31, 2026 As at March 31, 2025
Balance at the beginning of the year 21.39 13.37
Additions 3.33 9.87
Accretion of interest* 1.97 1.84
Payments (3.41) (3.43)
Termination (2.11) (0.26)
Balance at the end of the year 21.17 21.39
Current 2.37 2.34
Non-current 18.80 19.05

*Includes ₹ 0.83 crore (March 31, 2025 : ₹ 0.51 crore) capitalised as capital work in progress during the year.

The maturity analysis of lease liabilities are disclosed in Note 40.

The effective interest rate for lease liabilities is 10%.

The following are the amounts recognised in statement of profit or loss:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Depreciation expense of right-of-use assets 2.49 2.41
Interest expense on lease liabilities 1.97 1.84
Expense relating to short-term leases 4.44 5.01
Transferred to capital work in progress (1.08) (0.68)
Total amount recognised in profit or loss 7.82 8.58

The Company had total cash outflows for leases of ₹ 7.85 crores in March 31, 2026 (₹ 8.44 crores in March 31, 2025). There are no non cash additions to right-of-use assets and lease liabilities. There are no future cash outflows relating to leases that have not yet commenced.

Integrated Annual Report 2025-26
331


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

35 Commitments and contingencies

Particulars As at March 31, 2026 As at March 31, 2025
a) Commitments :
Estimated value of contracts remaining to be executed on capital account and not provided for (net of advances) 121.44 297.78
b) Contingent liabilities :
- Claims against the Company not acknowledged as debts
- Income tax * 47.40 106.62
- Sales tax / VAT 0.02 0.02
- Excise, Custom & Service Tax ** 122.73 127.70
- Other claims*** 3.50 3.42
  • represents (a) demands of income tax mainly on account of transfer pricing adjustments for the assessment years 2016 - 2017 to 2020 - 2021 and (b) demands of income tax on account of certain disallowances for assessment years 2021 - 2022 & 2022 - 2023. The Company has filed appeals and rectification applications against the abovesaid income tax matters.

'As per Appendix C to Ind AS 12, the Company considered whether it has any uncertain tax positions. The Company's tax filings includes deduction related to 80IA, deduction allowances on subsidiary losses, 14A disallowances, transfer pricing matters, disallowance u/s 56(2) (x) and others. The taxation authorities may challenge those tax treatments. The Company determined, based on its tax compliance and transfer pricing study, that it is probable that its tax treatments will be accepted by the taxation authorities.

The aforesaid Appendix did not have an impact on standalone financial statements of the Company.

** represents disputed matters on account of (a) denial of CENVAT credits (b) differential customs duties on account of classifications under different chapters of CETA and (c) other indirect tax matters.

*** Claims under this heading relate to legal cases pending in different courts under the jurisdiction of Gujarat High Court and the courts subordinate to it. The matters are relating to (a) certain claims relating to contractor's workmen, whose services were terminated by the concerned contractor and the matter is between the contractor and their workmen and GHCL is made a party to the dispute only, (b) water charges in dispute with a DAM (c) certain civil disputes.

On the basis of current status of individual case for respective years and as per legal advice obtained by the Company, wherever applicable, the Company is confident of winning the above cases and is of the view that no provision is required in respect of above cases.

36 Related Party Transactions

a) The following table provides the list of related parties and total amount of transactions that have been entered into with related parties for the relevant financial years.

A) Wholly Owned Subsidiaries

Dan River Properties LLC (Dissolved w.e.f February 18, 2026)

Rosebys Interiors India Limited (RIIL), an Indian Subsidiary, has been under liquidation since July 15, 2014

B) Key Managerial Personnel

Mr. R. S. Jalan, Managing Director

Mr. Raman Chopra, CFO & Executive Director - Finance

Mr. Neelabh Dalmia - Executive Director- Growth & Diversified Projects

Mr. Bhuwneshwar Mishra, Vice President - Sustainability & Company Secretary

C) Non-whole-time directors

Mr. Anurag Dalmia - Non-Executive Chairman (Promoter)

Mrs. Vijay laxmi Joshi - Non-Executive Independent Director

Dr. Manoj Vaish - Independent Director

Mr. Arun Kumar Jain - Independent Director

Justice (Retd.) Ravindra Singh - Independent Director


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

36 Related Party Transactions

D) Relative of Key Managerial Personnel

Mrs. Sarita Jalan, w/o Mr. R. S. Jalan
Mrs. Bharti Chopra, w/o Mr. Raman Chopra
Mrs. Vandana Mishra, w/o Mr. Bhuwneshwar Mishra

E) Enterprises over which Key Managerial Personnel are able to exercise significant influence

GHCL Foundation Trust
GHCL Employees Group Gratuity Scheme
GHCL Textiles Limited
Gujarat Heavy Chemical Limited Superannuation Scheme
GHCL Officers Provident Fund Trust
Sachin Tradex Private Limited

b) Transactions with subsidiaries

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Income received -repayment of loan
Dan River Properties LLC 6.66 2.64

c) Transactions with relative of Key Management Personnel

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Leasing & hire purchase transactions
Mrs. Sarita Jalan, w/o Mr. R. S. Jalan 0.30 0.30
Mrs. Bharti Chopra, w/o Mr. Raman Chopra 0.42 0.42
Mrs. Vandana Mishra, w/o Mr. Bhuwneshwar Mishra 0.07 0.07

d) Transactions with enterprises over which significant influence exercised by directors

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
CSR Expenditure
GHCL Foundation Trust 20.05 20.57
Contribution of Superannuation
Gujarat Heavy Chemical Limited Superannuation Scheme 1.03 1.09
Contribution of Provident Fund
GHCL Officers Provident Fund Trust 5.39 7.01
Leasing & Hire purchase transactions
Sachin Tradex Private Limited 0.18 0.18
Purchase of Export benefit certificate
GHCL Textiles Limited 2.10 -
Business Support Services- received
GHCL Textiles Limited 0.25 0.34
Business Support Services- given
GHCL Textiles Limited 0.58 0.64
Reimbursement of gratuity paid to employee on behalf of trust
GHCL Textiles Limited 3.32 -

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

36 Related Party Transactions

The sales/purchase to or from related parties are made on terms equivalent to those that prevail in arm's length transactions and are in normal course of business. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2026, the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates. Related Party Transactions are generally on terms of 15 to 30 days.

e) Compensation of Key Management Personnel of the Company

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Mr. R. S. Jalan# 13.02 13.08
Mr. Raman Chopra# 7.95 7.99
Mr. Neelabh Dalmia 3.44 3.26
Mr. Bhuwneshwar Mishra# 0.85 0.87
Total compensation to Key Management Personnel 25.26 25.20

During the current year, the Company has issued 1,60,000 number of equity shares to KMP's at the specified exercise price of ₹ 376 per share.

f) Particulars

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Short-term employee benefits 24.88 23.53
Post-employment gratuity and medical benefits 0.38 1.67
Total compensation paid to Key Management Personnel 25.26 25.20

includes leasing and hire purchase transaction entered with their respective relatives as mentioned in (c) above.

g) Loans recoverable from Key Management Personnel of the Company

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Net payment/(receipt) of loans & advances
Mr. Bhuwneshwar Mishra - (0.05)

h) Transactions with Non-whole-time directors

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Name Sitting Fees Commission Sitting Fees Commission
Mr. Anurag Dalmia 0.03 1.000 0.04 1.000
Dr. Manoj Vaish 0.05 0.390 0.05 0.390
Justice Ravindra Singh 0.03 0.375 0.04 0.375
Mrs. Vijaylaxmi Joshi 0.05 0.375 0.05 0.375
Mr. Arun Kumar Jain 0.05 0.375 0.05 0.375
0.21 2.515 0.23 2.515

i) Particulars

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Trade payable
Commission payable to Non-whole time directors 2.26 2.26

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

37 Segment information

The Company's operations pertain to one segment i.e. Inorganic Chemicals and the Chief Operating Decision Maker (CODM) reviews the operations of the Company as a whole, hence there is no reportable segments as per Ind AS 108 "Operating Segments". The management considers that the various goods provided by the Company constitutes single business segment, since the risk and rewards from these products are not different from one another. However the Company has disclosed the following geographical information as follows:

Geographic information

Revenue from external customers

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Revenue from contract with customers
- India 2,945.33 3,046.79
- Outside India 114.38 129.61
Total revenue per statement of profit and loss 3,059.71 3,176.40

Non-Current Operating Assets

Particulars As at March 31,2026 As at March 31,2025
- India 1,804.63 1,826.86
- Outside India - -
Total 1,804.63 1,826.86

Notes:

(i) The revenue information above is based on the locations of the customers.
(ii) Non-current assets for this purpose consist of Property, plant and equipment and Capital work in progress.
(iii) There are no customers having revenue exceeding 10% of total revenue of the Company

38 Hedging activities and derivatives

The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative instruments are foreign currency risk.

The Company's risk management strategy and how it is applied to manage risk are explained in Note 40.

Derivatives not designated as hedging instruments

The Company uses foreign exchange forward contracts to manage some of its transaction exposures. The foreign exchange forward contracts are not designated as cash flow hedges and are entered into for a period consistent with foreign currency exposure of the

Integrated Annual Report 2025-26
335


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

38 Hedging activities and derivatives

underlying transactions, generally upto 4 months. These contracts are not designated as hedge relationships and are measured at fair value through profit or loss.

Particulars Currency Unhedged Exposure Unhedged Exposure
As at March 31, 2026 As at March 31, 2025
Amount in Foreign Currency Amount in ₹ Amount in Foreign Currency Amount in ₹
Trade Receivables
USD 0.04 3.78 0.04 3.84
Current Liabilities
USD 0.00 0.20 - -
EUR 0.01 0.75 - -

39 Fair values

Set out below, is a comparison by class of the carrying amounts and fair value of the Company's financial instruments, other than those with carrying amounts that are reasonable approximations of fair values:

Particulars March 31, 2026 March 31, 2025
Carrying value Fair value Carrying value Fair value
Financial assets measured at fair value
Investments (refer note 5) 1,041.57 1,041.57 651.03 651.03
Derivatives instruments (refer note 11B) 4.25 4.25 - -
Financial assets measured at amortised cost
Investments (refer note 5) 0.29 0.29 0.29 0.29
Security deposits (refer note 6B) 2.71 2.71 2.68 2.68
Loan to employees (refer note 6A & 11A) 1.25 1.25 1.64 1.64
Other financial assets (refer note 11C) 0.87 0.87 5.72 5.72
Financial liabilities at fair value
Derivative instruments (refer note 19A) - - 2.52 2.52
Financial liabilities measured at amortised cost
Term loans (refer note 16) 62.13 62.13 97.51 97.51
Lease Liabilities (refer note 34) 21.17 21.17 21.39 21.39

The management assessed that cash and cash equivalents, bank balances other than cash and cash equivalents, trade receivables, Interest accrued on Bank deposits, others, trade payables and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. The other current financial liabilities represents Dealer deposits, Security deposits, Capital creditors and Unpaid dividend the carrying value of which approximates the fair values as on the reporting date.

The following methods and assumptions were used to estimate the fair values:

i The fair value of the financial assets and liabilities is included at the amount at which the instrument is exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

ii The fair values of the FVTOCI financial assets are derived from quoted market prices in active markets.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

39 Fair values

39A The following table provides the fair value measurement hierarchy of the Company's assets and liabilities.

Quantitative disclosures fair value measurement hierarchy for assets and liabilities:

Particulars Date of valuation Carrying amount Fair value measurement using
Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3)
FVTOCI financial investments
Quoted equity shares (refer note 5) March 31, 2026 13.43 13.43
March 31, 2025 16.85 16.85
Unquoted debt securities (refer Note 5) March 31, 2026 0.29 0.29
March 31, 2025 0.29 0.29
Financial assets measured at fair value through profit and loss
Quoted mutual fund (refer note 5) March 31, 2026 1,028.14 1,028.14
March 31, 2025 634.18 634.18
Derivative instruments (refer Note11B) March 31, 2026 4.25 4.25
March 31, 2025 - -
Financial assets measured at amortised cost
Security deposits (refer note 6B) March 31, 2026 2.71 2.71
March 31, 2025 2.68 2.68
Loan to employees (refer note 6A & 11A) March 31, 2026 1.25 1.25
March 31, 2025 1.64 1.64
Other financial assets (refer note 11C) March 31, 2026 0.87 0.87
March 31, 2025 5.72 5.72
Financial liability measured at fair value through profit and loss
Derivative instruments (refer note 19A) March 31, 2026 - -
March 31, 2025 2.52 2.52
Financial liabilities measured at amortised cost
Floating rate borrowings (refer note 16) March 31, 2026 62.13 62.13
March 31, 2025 97.51 97.51
Lease Liabilities (refer note 34) March 31, 2026 21.17 21.17
March 31, 2025 21.39 21.39

There have been no transfers between Level 1 and Level 2 during the year.

Particulars Fair value hierarchy Valuation technique Inputs used
FVTOCI financial investments
Quoted equity shares Level 1 Market valuation techniques Prevailing rates in the active markets
Unquoted debt securities Level 3 Discounted cash flow Long-term growth rate for cash flows for subsequent years, weighted average cost of capital, long-term operating margin, discount for lack of marketability

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

39 Fair values

Particulars Fair value hierarchy Valuation technique Inputs used
Financial assets measured at fair value through profit and loss
Derivative instruments Level 2 Market valuation techniques Forward foreign currency exchange rates
Quoted mutual fund Level 1 Market valuation techniques Prevailing rates in the active markets
Financial assets measured at amortised cost
Security deposits Level 3 Amortised Cost Prevailing interest rates in the market, Future payouts
Loan to employees
Other financial assets
Financial liabilities measured at fair value through profit and loss
Derivative instruments Level 2 Market valuation techniques Forward foreign currency exchange rates
Financial liabilities measured at amortised cost
Lease Liabilities Level 3 Discounted cash flows Prevailing interest rates to discount future cash flows
Floating rate borrowings (India) Amortised Cost Prevailing interest rates in the market, future payouts

40 Financial risk management objectives and policies

The Company's principal financial liabilities, other than derivatives, comprise loans and borrowings, lease liabilities trade and other payables. The main purpose of these financial liabilities is to finance the Company's operations and to provide guarantees to support its operations. The Company's principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds FVTOCI & FVTPL investments and enters into derivative transactions.

The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees the management of these risks. The Company's senior management is supported by a Banking and Operations committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial Banking and Operations committee provides assurance to the Company's senior management that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives. All derivative activities for risk management purposes are carried out by expert team that have the appropriate skills, experience and supervision. It is the Company's policy, that no trading in derivatives for speculative purposes may be undertaken. The Banking and Operations committee reviews and agrees policies for managing each of these risks, which are summarised below.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk. Financial instruments affected by market risk include equity and mutual fund investments, loans and borrowings, deposits and derivative financial instruments.

The sensitivity analyses in the following sections relate to the position as at March 31, 2026 and March 31, 2025. The sensitivity analysis have been prepared on the basis that the amount of net debt, the ratio of fixed to floating interest rates of the debt are all constant.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

40 Financial risk management objectives and policies

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's long-term debt obligations with floating interest rates.

In order to optimize the Company's position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

The Company is not exposed the significant interest rate as at a respective reporting date.

Interest rate sensitivity

The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings. With all other variables held constant, the Company's profit before tax is effected through the impact on floating rate borrowings, as follows:

Particulars Increase/decrease in basis points Effect on PBT
March 31, 2026 +/-(-).50% ‘(-)/+ 0.31
Particulars Increase/decrease in basis points Effect on PBT
--- --- ---
March 31, 2025 +/-(-).50% ‘(-)/+ 0.49

The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable market environment, showing a significantly higher volatility than in prior year.

b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to its operating activities. The Company manages its foreign currency risk by hedging transactions that are expected to occur within a maximum 12 month for hedges of forecasted sales and purchases in foreign currency. The hedging is done through foreign currency forward contracts.

Foreign currency sensitivity

Particulars Change in USD rate Effect on PBT
March 31, 2026 +/-(-)1% ‘(-)/+ 0.04
Particulars Change in USD rate Effect on PBT
--- --- ---
March 31, 2025 +/-(-)1% ‘(-)/+ 0.04

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

40 Financial risk management objectives and policies

Particulars Change in EUR rate Effect on PBT
March 31, 2026 +/(-)1% ’(-)/+ 0.01
Particulars Change in EUR rate Effect on PBT
--- --- ---
March 31, 2025 +/(-)1% ’(-)/+ 0.00

c) Equity price risk

The Company's investments in listed equity securities and mutual funds are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Company's senior management on a regular basis. The Company's Banking and Operations committee reviews and approves all equity investment decisions.

At the reporting date, the exposure to listed equity securities at fair value was ₹ 13.43 crores as on March 31, 2026 (₹ 16.85 crores as on March 31, 2025). A decrease of 10% on the NSE/BSE market index could have an impact of approximately ₹ 1.34 crores on the OCI or equity attributable to the Company. An increase of 10% in the value of the listed securities would also impact OCI and equity. These changes would not have an effect on profit or loss.

Further, at reporting date, the Company has exposure to investments in mutual funds of ₹ 1028.14 crores (₹ 634.18 crores as on March 31, 2025). A decrease of 10% in the NAV of mutual funds could have an impact of approximately ₹ 102.81 crores on the statement of profit and loss.

d) Commodity risk

The Company is impacted by the price volatility of coal and other raw materials. Its operating activities require continuous manufacture of Soda Ash, and therefore require a regular supply of coal and other raw materials. Due to the significant volatility of the price of coal in international market, the Company has entered into purchase contract for coal with its designated vendor(s). The price in the purchase contract is linked to the certain indexes. The Company's commercial department has developed and enacted a risk management strategy regarding commodity price risk and its mitigation.

e) Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with Banks and financial institutions, foreign exchange transactions and other financial instruments.

Trade receivables

Customer credit risk is managed by business unit subject to the Company's established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on customer profiling, credit worthiness and market intelligence. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by letters of credit or other forms of credit insurance.

An impairment analysis is performed at each reporting date on an individual basis for major customers. In addition, a large number of minor receivables are categorized and assessed for impairment collectively. The calculation is based on exchange losses historical data. The Company does not hold collateral as security except for Letter of Credits for export customers. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

40 Financial risk management objectives and policies

Financial instruments and cash deposits

Credit risk from balances with banks is managed by the Company's treasury department in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company's Board of Directors on an annual basis, and may be updated throughout the year subject to approval of the Banking & Operations Committee. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.

The Company's maximum exposure to credit risk for the components of the Balance sheet at March 31, 2026 and March 31, 2025 is the carrying amounts. The Company's maximum exposure relating to financial guarantees and financial derivative instruments is noted in note on commitments and contingencies and the liquidity table below.

Liquidity risk

Liquidity risk is the risk that the Company will encounter in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The approach of the Company to manage liquidity is to ensure, as far as possible, that it should have sufficient liquidity to meet its respective liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risk damage to their reputation. The Company also believes a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low.

The table below summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted payments:

As at March 31, 2026 On Demand 0 to 12 months 1 to 5 years > 5 years Total
Borrowings - 27.93 34.20 - 62.13
Trade payables - 280.29 - - 280.29
Lease Liabilities - 2.37 3.11 15.69 21.17
Other financial liabilities - 63.77 0.96 - 64.73
- 374.36 38.27 15.69 428.32
As at March 31, 2025 On Demand 0 to 12 months 1 to 5 years > 5 years Total
--- --- --- --- --- ---
Borrowings - 35.98 61.53 - 97.51
Trade payables - 165.16 - - 165.16
Lease Liabilities - 2.34 2.56 16.49 21.39
Other financial liabilities - 86.85 0.92 - 87.77
- 290.33 65.01 16.49 371.83

Integrated Annual Report 2025-26
341


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

41 Capital management

For the purpose of the Company's capital management, capital includes issued equity capital, securities premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company's policy is to keep the gearing ratio of less than 75%. The Company includes within net debt, interest bearing loans and borrowings, lease liabilities, trade and other payables, less cash and cash equivalents.

Particulars As at March 31, 2026 As at March 31, 2025
Borrowings 62.13 97.51
Trade payables 280.29 165.16
Lease liabilities 21.17 21.39
Other financial liabilities 64.73 87.77
Less: Cash and bank balances (44.12) (98.34)
Net debt 384.20 273.49
Equity 3,551.89 3,482.78
Capital and net debt 3,936.09 3,756.27
Gearing ratio 9.76% 7.28%

In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current year.

No changes were made in the objectives, policies or processes for managing capital during the year ended March 31, 2026 and March 31, 2025.

42 Cost of raw materials consumed and power, fuel and water costs include expenditure on captive production of salt, limestone, briquette and lignite as under:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Cost of raw materials consumed 15.74 16.92
Power, fuel and water 2.39 2.19
Total 18.13 19.11

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

42 Cost of raw materials consumed and power, fuel and water include expenditure on captive production of salt, limestone, briquette and lignite as under:

These expenses if reclassified based on nature will be as follows:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
As disclosed in these financial statements Add : Expenditure included in raw material & Power and fuel Total expenditure As disclosed in these financial statements Add : Expenditure included in raw material cost & Power and fuel Total expenditure
(a) Other Income 79.72 (2.40) 77.32 89.73 (1.16) 88.57
(b) Employee benefit expenses 119.00 7.86 126.86 113.91 8.00 121.91
(c) Finance cost 9.01 - 9.01 16.12 - 16.12
(d) Depreciation and amortization expenses 110.81 - 110.81 111.54 - 111.54
(e) Other expenses -
Consumption of stores and spares 59.92 0.89 60.81 52.02 1.03 53.05
Other manufacturing expenses 41.32 0.40 41.72 40.95 0.44 41.39
Freight and forwarding charges 274.79 1.33 276.12 259.84 - 259.84
Travelling and conveyance 8.33 0.96 9.29 8.71 1.07 9.78
Rent 4.44 0.92 5.36 5.01 1.03 6.04
Bank Charges 0.77 0.00 0.77 1.36 0.00 1.36
Repairs and maintenance :
- Plant and machinery 25.57 0.58 26.15 21.79 1.10 22.89
- Buildings 3.75 0.26 4.01 3.54 0.31 3.85
- Others 10.10 0.25 10.35 8.56 0.20 8.76
Rates and taxes 0.66 0.10 0.76 0.73 0.18 0.91
Insurance 17.82 3.91 21.73 14.33 4.50 18.83
Loss on sales/discard of property, plant and equipment and assets held for sales (net) 0.04 (0.01) 0.03 - - -
Communication expenses 1.97 0.07 2.04 1.70 0.04 1.74
Legal and professional expenses 15.79 0.44 16.23 13.23 0.11 13.34
Miscellaneous expenses 15.82 2.57 18.39 15.56 2.26 17.82
Total other expenses 481.09 12.67 493.76 447.33 12.27 459.60

43 Events after the reporting period

In prior years, in accordance with SEBI (ESOS & ESPS) Guidelines 1999, the Employees Stock Option Scheme of the Company was administered by the registered Trust named GHCL Employees Stock Option Trust ('ESOS Trust'). SEBI circular dated November 29, 2013 required closure of all Employee Stock Option Trusts by June 2014 and accordingly, the Company closed its ESOS scheme but retained its ESOS Trust for a limited purpose of litigation. ESOS Trust owned 20,46,195 equity shares of GHCL Limited out of which 15,79,922 shares were illegally sold by share broker against which ESOS Trust initiated various litigations which were pending and 4,66,273 shares are currently held by the Trust.

The Company during the tenure of ESOS Trust had written off a total amount of ₹ 53.62 crores out of the total loans provided by the Company to ESOS Trust in earlier years on account of permanent diminution/loss on sales of equity shares held by the Trust.

Subsequent to the balance sheet date i.e. on April 10, 2026, pursuant to approval of Board of Directors, the ESOS Trust entered into a settlement deed with broker to settle all open and outstanding matters including litigations. Pursuant to execution of settlement deed between the ESOS Trust and the broker, and the closure of all litigations, the ESOS Trust is entitled to receive 7,45,966 equity shares of GHCL Limited and 8,56,466 equity shares of GHCL Textiles Limited. Upon their receipt, ESOS Trust shall dispose off these shares and proceeds of the same (net of taxes, if any) shall be remitted to the Company. The Company and ESOS Trust shall appropriately account for the receipt of equity shares and receipt of proceeds from sales of equity shares in accordance with applicable accounting standards/principles.

Integrated Annual Report 2025-26


KIRKL

GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

44 Remittances during the year in Foreign currency on account of

Dividend for the financial year ended For the year ended March 31, 2026 For the year ended March 31, 2025
Dividends to non-resident shareholders 5.21 5.21
Number of non-resident shareholders 2 2
Number of shares 55,07,900 55,07,900

During the Financial Year 2025–26, the Company paid an amount of ₹ 5.21 crores towards final dividend for the Financial Year 2024–25 to its non-resident shareholders whose electronic bank mandates and Know Your Customer (KYC) details were fully updated and verified. In accordance with the SEBI Circular No. SEBI/HO/MIRSD/POD-1/P/CIR/2024/81 dated June 10, 2024, listed companies are mandated to process corporate benefits, including dividend payments, only through electronic mode for all shareholders.

Pursuant to these regulatory directives, dividends due to shareholders whose KYC credentials, remained pending or un-updated at the time of the book closure/record date, could not be dispatched via physical instruments. The company has kept the dividend amounts corresponding to these unverified folios into "Unpaid Dividend Account - FY 2024-25".

45 Additional regulatory information

a The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

b The Company does not have any transactions with Companies struck off.

c The Company does not have any charges or satisfaction which are yet to be registered with ROC beyond the statutory year.

d The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

e The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

f The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

g The Company does not have any transaction which are not recorded in the books of accounts that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961


Corporate Overview

Statutory Reports

Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

45 Additional regulatory information

h Ratio Analysis and its elements:

Particulars Numerator Denominator March 31, 2026 March 31, 2025 Variation Reason for variance
(a) Current Ratio (times) Current Assets Current Liabilities 4.38 5.29 -17%
(b) Debt-Equity Ratio (times) Total Debt Shareholders Equity 0.02 0.03 -42% The decrease in Debt-Equity ratio is mainly on account of repayment of borrowings during the year, resulting in lower total debt levels.
(c) Debt Service Coverage Ratio (times) Earnings for debt service = Net profit after taxes + Interest + Depreciation Debt service = Interest & Lease Payments + Principal Repayments 12.96 6.44 101% The increase in Debt Service Coverage Ratio is mainly on account of lower debt service obligations due to repayment of borrowings during the year.
(d) Return on Equity Ratio (%) Net Profits after taxes - Preference Dividend (if any) Average Shareholder's Equity 0.14 0.19 -28% The decrease in Return on Equity ratio is primarily due to lower profit earned during the year compared to the previous year.
(e) Inventory turnover ratio (times) Cost of goods sold Average Inventory 2.79 2.61 7%
(f) Trade Receivables turnover ratio (times) Net credit sales = Gross credit sales - sales return Average Trade Receivable 16.01 16.34 -2%
(g) Trade payables turnover ratio (times) Net credit purchases = Gross credit purchases - purchase return Average Trade Payables 7.53 9.14 -18%
(h) Net capital turnover ratio (times) Net sales = Total sales - sales return Working capital = Current assets - Current liabilities 2.07 2.02 2%
(i) Net profit ratio(times) Net Profit Net sales = Total sales - sales return 0.16 0.20 -22%
(j) Return on Capital employed (%) Earning before interest and taxes Capital Employed = Tangible Net Worth + Total Debt + Deferred Tax Liability 16.91% 22.21% -24%
(k) Return on investments (%) Fair value gain on investment at FVTPL and gain on sales of investments including fair value gain on FVOCI Average Investment 5.17% 7.25% -29% The decrease in the Return on Investment ratio is primarily due to lower returns generated from investments during the year.
L) Operating profit Margin (%) Earning before interest and taxes Revenue from operations 21.46% 26.83% -20%
m) Return on Net Worth (%) Total comprehensive income for the year, net of tax Net worth 13.35% 17.97% -26% The decrease in return on net worth ratio is mainly due to lower total comprehensive income earned during the year.

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

46 The Government of Gujarat had sanctioned Mining lease rights for Lignite in favour of the Company for a period of 30 years w.e.f. December 09, 2003. On October 07, 2024, Joint Secretary, Industries and Mines Department, Gandhinagar, issued a corrigendum and modified the period of mines to Twenty years instead of Thirty years. The Company had filed an application before the Joint Secretary, Industries and Mines Department, Gandhinagar for an extension of the lease for a further period of 20 years.

During the current year, the State Government has approved the renewal of the mining lease for lignite mineral for a period of twenty years i.e. the said mining lease is now valid up to December 08, 2043.

47 The Supreme Court of India issued a ruling on July 25, 2024, confirming that the State Governments are empowered to levy taxes on mining activities and affirmed that State Governments have the authority to impose taxes on mineral rights, in addition to the royalties already paid to the Central Government. Further, vide order dated August 14, 2024, it held that the States could levy/demand tax on minerals w.e.f. April 01, 2005 and the same can be paid in 12 instalments commencing from April 01, 2026. The Gujarat Mineral Rights Tax Act, 1985 provides for the levy and collection of tax on mineral rights of holders of mining leases in respect of certain minerals in the State of Gujarat, however, no demand has been raised on the Company till date. As there are various issues involved and pending clarity, based upon management evaluation and independent legal opinion, the Company would be able to assess the financial impact, if any, of the possible obligation only on the occurrence and non-occurrence of uncertain future events, not entirely within the control of the Company, and the consequent actions of the Union and State Government.

48 The Company has used accounting software (SAP S/4 HANA) for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software except that audit trail feature was not enabled for direct changes to database using certain access rights till 6th May, 2025. Further, the Company uses a third party accounting software (Facto HR) for maintaining its payroll related books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. No instance of audit trail feature being tampered with was noted in respect of accounting softwares where the audit trail has been enabled. Additionally, the audit trail of prior year(s) has been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective years except that for audit trail at database level for Facto HR is preserved for last 6 months.

49 The management has evaluated the potential impact of the ongoing geopolitical tensions involving the United States and Iran and believes that there is no material impact on the financial statements of the Company for the year ended March 31, 2026. The Company does not have any significant direct exposure to the affected regions. However, the situation remains dynamic, and management will continue to closely monitor developments for any potential indirect impact on the Company's operations, supply chain, or overall business environment.

346


Corporate Overview

Statutory Reports

Financial Statements

Notes to the Standalone Financial Statements

as at and for the year ended March 31, 2026 (in crores)

50 The Government of India has consolidated 29 existing labour legislations into a unified framework comprising four labour codes, namely the Code on Wages, 2019; the Code on Social Security, 2020 the Industrial Relations Code, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the "Codes"). The Codes have been made effective from November 21, 2025. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The Company has assessed the impact of the changes, consistent with the Labour Codes, draft rules, FAQs and estimated and recognized the impact of implementation of the New Labour Codes under Employee benefits expense for the year ended 31 March 2026, which is not material to the standalone financial statements year ended March 31, 2026. The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments as needed.

As per our report of even date

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration No. 301003E/E300005

Per Sonika Loganey
Partner
Membership No. 502220

Place : Noida
Date: May 05, 2026

For and on behalf of Board of Directors of
GHCL Limited (CIN : L24100GJ1983PLC006513)

Manoj Vaish
Director
DIN: 00157082

Raman Chopra
CFO & Executive
Director-Finance
DIN: 00954190

R. S. Jalan
Managing Director
DIN: 00121260

Bhuwneshwar Mishra
Vice President-
Sustainability &
Company Secretary
Membership No.: FCS 5330

Place : Noida
Date: May 05, 2026

Integrated Annual Report 2025-26


GHCL Limited

Independent Auditor’s Report

To the Members of GHCL Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of GHCL Limited including GHCL Employees Stock Option Trust (hereinafter referred to as “the Holding Company”) and its subsidiary (the Holding Company and its subsidiary together referred to as “the Group”) comprising of the consolidated Balance sheet as at March 31 2026, the consolidated Statement of Profit and Loss, including other comprehensive income, the consolidated Cash Flow Statement and the consolidated Statement of Changes in Equity for the year then ended, and notes to the consolidated financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as “the consolidated financial statements”)

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate financial statements and on the other financial information of the GHCL Employees Stock Option Trust, the aforesaid consolidated financial statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at March 31, 2026, their consolidated profit including other comprehensive (loss), their consolidated cash flows and the consolidated statement of changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements’ section of our report. We are independent of the Group in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the financial year ended March 31, 2026. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For the matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matter described below to be the key audit matter to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report, including in relation to this matter. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the consolidated financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying consolidated financial statements.

Key Audit Matter How our audit addressed the Key Audit Matter
(a) Revenue recognition (as described in Note 2.2(c) of the consolidated financial statements)
Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company has generally concluded that as principal, it typically controls the goods or services before transferring them to the customer. The Company uses a variety of shipment terms across its operating markets, and this has an impact on the timing of revenue recognition. Our audit procedures included the following:
- We assessed whether the Company’s revenue recognition policy is in compliance with Ind AS 115 ‘Revenue from contracts with customers’.
- We assessed the design, implementation and the operating effectiveness of management’s process of recognising the revenue from sales of goods with regard to the timing of the revenue recognition as per the sales terms with the customers.

348


Corporate Overview
Statutory Reports
Financial Statements

Key Audit Matter How our audit addressed the Key Audit Matter
There is a risk that revenue could be recognised in the incorrect period for sales transactions occurring on and around the year end therefore revenue recognition has been identified as a key audit matter. • We performed tests of details of sales transaction based on a representative sampling of the sales orders to test that the related revenues and trade receivables are recorded taking into consideration the terms and conditions of the sale orders, including the shipping terms.
• We also performed audit procedures relating to revenue recognition by agreeing deliveries occurring around the year end to supporting documentation to establish that revenue and corresponding trade receivables are properly recorded in the correct period.

Information other than the Financial Statements and Auditor's Report thereon

The Holding Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the consolidated financial statements and our auditor's report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the consolidated financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management for the Consolidated Financial Statements

The Holding Company's Board of Directors is responsible for the preparation and presentation of these consolidated financial statements in terms of the requirements of the Act that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated cash flows and consolidated statement of changes in equity of the Group in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of their respective companies

and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.

In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of their respective companies to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those respective Board of Directors of the companies included in the Group are also responsible for overseeing the financial reporting process of their respective companies.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

Integrated Annual Report 2025-26
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GHCL Limited

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group of which we are the independent auditors and whose financial information we have audited, to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the consolidated financial statements of which we are the independent auditors. For the other entities included in the consolidated financial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entity included in the consolidated financial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the financial year ended March 31, 2026 and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matter

(a) We did not audit the financial statements and other financial information of GHCL Employees Stock Option Trust included in the accompanying consolidated financial statements of the Group whose financial statements and other financial information reflect total assets of ₹ 6.93 crores as at March 31, 2026 and the total revenues of ₹ 0.58 crore, total net profit after tax of ₹ 0.43 crore and total comprehensive income of ₹ 0.43 crore and net cash (inflow) of Rs. (0.00) crore for the year ended on that date. The financial statements/information of GHCL Employees Stock Option Trust have been audited by the other auditor whose report has been furnished to us, and our opinion in so far as it relates to the amounts and disclosures included in respect of GHCL Employees Stock Option Trust, is based solely on the report of such auditor.

(b) The accompanying consolidated financial statements include unaudited financial statements and other unaudited financial information in respect of one subsidiary, whose financial statements and other financial information reflect total assets of Nil as at March 31, 2026, and total revenues


Corporate Overview
Statutory Reports
Financial Statements

of Rs. 0.37 crore, total net (loss) after tax of Rs. (6.23) crores, total comprehensive (loss) of Rs. (6.05) crores and net cash outflows of Rs. 0.29 crore for the year ended on that date. These unaudited financial statements and other unaudited financial information have been furnished to us by the management. Our opinion, in so far as it relates amounts and disclosures included in respect of this subsidiary, and our report in terms of Sub-Section (3) of Section 143 of the Act in so far as it relates to the aforesaid subsidiary, is based solely on such unaudited financial statements and other unaudited financial information. In our opinion and according to the information and explanations given to us by the Management, these financial statements and other financial information are not material to the Group.

Our opinion above on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial statements and other financial information certified by the Management.

Report on Other Legal and Regulatory Requirements

  1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of Sub-Section (11) of Section 143 of the Act, based on our audit of Holding Company, we give in the "Annexure 1" a statement on the matters specified in paragraph 3(xxi) of the Order.

  2. Section 143(3) of the Act is not applicable to GHCL Employees Stock Option Trust and subsidiary company. As required by Section 143(3) of the Act, we report, to the extent applicable, that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements;

(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidation of the financial statements have been kept so far as it appears from our examination of those books except for the matters stated in paragraph (i)(vi) below on reporting under Rule 11(g);

(c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the consolidated financial statements;

(d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2026 taken on record by the Board of Directors of the Holding Company, none of the directors of the Holding Company, is disqualified as on March 31, 2026 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph (b) above on reporting under Section 143(3)(b) and paragraph (i)(vi) below on reporting under Rule 11(g);

(g) With respect to the adequacy of the internal financial controls with reference to consolidated financial statements of the Holding Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure 2" to this report;

(h) In our opinion, the managerial remuneration for the year ended March 31, 2026 has been paid / provided by the Holding Company to their directors in accordance with the provisions of Section 197 read with Schedule V to the Act

(i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:

i. The consolidated financial statements disclose the impact of pending litigations on its consolidated financial position of the Group, in its consolidated financial statements – Refer Note 35 to the consolidated financial statements;

ii. The Group, not have any material foreseeable losses in long-term contracts including derivative contracts during the year ended March 31, 2026;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding

Integrated Annual Report 2025-26
351


SHCL
GHCL Limited

Company; Investor Education and Protection Fund by the Holding Company ;

iv. (a) The management of the Holding Company whose financial statements have been audited under the Act have represented to us that to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Holding Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Holding Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(b) The management of the Holding Company whose financial statements have been audited under the Act have represented to us that, to the best of its knowledge and belief, no funds have been received by the respective Holding Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Holding Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances performed by us, nothing has come to our or other auditor's notice that has caused us or the other auditors to believe that the representations under sub-clause (a) and (b) contain any material mis-statement.

v. The final dividend paid by the Holding Company during the year in respect of the same declared for the previous year is in accordance with Section 123 of the Act to the extent it applies to payment of dividend.

As stated in note 15 to the consolidated financial statements, the Board of Directors of the Holding Company have proposed final dividend for the year which is subject to the approval of the members of the respective companies at the respective ensuing Annual General Meeting. The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend.

vi. Based on our examination which included test checks, the Holding Company has used accounting software for maintaining its books of account which has a feature of recording audit trail facility and the same has operated throughout the year for all relevant transactions recorded in the software except the audit trail is not enabled for direct changes to database using certain access rights till 6th May 2025, as described in Note 48 to the financial statements.

Further, the Holding Company has used third party accounting software (Facto HR) for maintaining its payroll related books of account which has a feature of recording audit trail (edit log).

Wherever audit trail is enabled, during the course of our audit, we did not come across any instance of audit trail feature being tampered with in respect of both the accounting software.

Additionally, the audit trail of relevant prior years has been preserved by the Holding Company as per the statutory requirements for record retention, to the extent it was enabled and recorded in those respective years except that for audit trail at database level for accounting software for payroll related books of account is preserved for last 6 months as stated in Note 48 to the financial statements

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Sonika Loganey
Partner
Place of Signature: Noida
Date: May 05, 2026
Membership Number: 502220
UDIN: 26502220SCRGTG2933


Corporate Overview
Statutory Reports
Financial Statements

Annexure 1

referred to in paragraph under the heading “Report on other legal and regulatory requirements” of our report of even date

Re: GHCL Limited (“the Holding Company”)

In terms of the information and explanations sought by us and given by the Group and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

(xxi) There are no qualification(s) or adverse remark(s) by the auditors in their report on Companies (Auditors Report) Order, 2020 of the Holding Company included in the consolidated financial statements. Accordingly, the requirement to report on clause 3(xxi) of the Order is not applicable to the Holding Company.

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Sonika Loganey
Partner
Membership Number: 502220
UDIN: 26502220SCRGTG2933

Place of Signature: Noida
Date: May 05, 2026

Integrated Annual Report 2025-26
353


Annexure 2

Robert A. McGinn

Abstract

Report on the Internal Financial Controls under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act, 2013 ("the Act")

In conjunction with our audit of the consolidated financial statements of GHCL Limited (hereinafter referred to as the "Holding Company") as of and for the year ended March 31, 2026, we have audited the internal financial controls with reference to consolidated financial statements of the Holding Company, as of that date.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Holding Company are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Holding Company's internal financial controls with reference to consolidated financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, specified under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both, issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to consolidated financial statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to consolidated financial statements and their operating effectiveness. Our audit of internal financial controls with reference to consolidated financial statements included obtaining an understanding of internal financial controls with reference to consolidated financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls with reference to consolidated financial statements.

Meaning of Internal Financial Controls With Reference to Consolidated Financial Statements

A company's internal financial control with reference to consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control with reference to consolidated financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.


Corporate Overview

Statutory Reports

Financial Statements

Inherent Limitations of Internal Financial Controls With Reference to Consolidated Financial Statements

Because of the inherent limitations of internal financial controls with reference to consolidated financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to consolidated financial statements to future periods are subject to the risk that the internal financial controls with reference to consolidated financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Group, which are companies incorporated in India, have, maintained in all material respects, adequate internal financial controls with reference to consolidated financial statements and such internal financial controls with reference to consolidated financial statements were operating effectively as at March 31,2026, based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Sonika Loganey

Partner

Place of Signature: Noida

Date: May 05, 2026

Membership Number: 502220

UDIN: 26502220SCRGTG2933

Integrated Annual Report 2025-26


GHCL Limited

Consolidated Balance Sheet

as at March 31, 2026 (₹ in crores)

Particulars Note No. As at March 31, 2026 As at March 31, 2025
I. Assets
(1) Non-current assets
(a) Property, plant and equipment 3 1,787.55 1,807.46
(b) Capital work-in-progress 3 449.56 255.61
(c) Intangible assets 4 17.08 19.40
(d) Right-of-use assets 34 16.20 16.92
(e) Financial assets
(i) Investments 5A & B 13.72 17.14
(ii) Loans 6A 0.35 0.59
(iii) Other financial assets 6B 24.67 19.03
(f) Non current tax assets (net) 12 44.82 37.73
(g) Other-non current assets 7 24.78 57.94
Total non-current assets 2,378.73 2,231.82
(2) Current assets
(a) Inventories 8 596.77 625.65
(b) Financial assets
(i) Investments 5C 1,028.14 634.18
(ii) Trade receivables 9 173.02 209.75
(iii) Cash and cash equivalents 10A 44.12 98.63
(iv) Bank balances other than cash and cash equivalents 10B 45.80 347.27
(v) Loans 11A 0.90 6.82
(vi) Derivative instruments 11B 4.25 -
(vii) Other financial assets 11C 0.87 5.72
(c) Other current assets 13 27.11 25.55
Total current assets 1,920.98 1,953.57
Total assets 4,299.71 4,185.39
II. Equity and liabilities
Equity
(a) Equity share capital 14 91.93 95.75
(b) Other equity 15 3,459.96 3,393.09
Total equity 3,551.89 3,488.84
Liabilities
(1) Non-current liabilities
(a) Financial liabilities
(i) Borrowings 16A 34.20 61.53
(ii) Lease liabilities 34 18.80 19.05
(b) Provisions 17A 6.95 5.72
(c) Deferred tax liabilities (net) 12 249.43 242.11
Total non- current liabilities 309.38 328.41
(2) Current liabilities
(a) Financial liabilities
(i) Borrowings 16B 27.93 35.98
(ii) Lease liabilities 34 2.37 2.34
(iii) Trade payables
(a) Total outstanding dues of micro enterprises and small enterprises 18 55.42 35.40
(b) Total outstanding dues of creditors other than micro enterprises and small enterprises 18 224.87 129.76
(iv) Derivative instruments 19A - 2.52
(v) Other financial liabilities 19B 64.73 87.77
(b) Other current liabilities
(i) Contract liabilities 21.2 5.83 3.99
(ii) Other current liabilities 20 40.73 53.89
(c) Provisions 17B 16.56 16.49
Total current liabilities 438.44 368.14
Total liabilities 747.82 696.55
Total equity and liabilities 4,299.71 4,185.39

The accompanying notes form an integral part of the consolidated financial statements.

As per our report of even date

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 301003E/E300005

per Sonika Loganey

Partner

Membership No. 502220

Place : Noida

Date: May 05, 2026

For and on behalf of Board of

Directors of GHCL Limited (CIN : L24100GJ1983PLC006513)

Manoj Vaish

Director

DIN: 00157082

Raman Chopra

CFO & Executive

Director-Finance

DIN: 00954190

Place : Noida

Date: May 05, 2026

R. S. Jalan

Managing Director

DIN: 00121260

Bhuwneshwar Mishra

Vice President-

Sustainability &

Company Secretary

Membership No.: FCS 5330


Corporate Overview

Statutory Reports

Financial Statements

Consolidated Statement of Profit and Loss

for the year ended March 31, 2026 (₹ in crores)

Particulars Note No. For the year ended March 31, 2026 For the year ended March 31, 2025
Income
Revenue from operations 21 3,064.21 3,183.48
Other income 22 73.43 87.74
Total Income 3,137.64 3,271.22
Expenses
Cost of raw materials consumed 23 907.04 929.24
Purchase of stock in trade 163.10 120.46
Decrease in inventories of finished goods, stock-in-trade and work-in-progress 24 23.72 4.64
Power, fuel and water 612.31 610.63
Employee benefit expenses 25 119.06 113.98
Finance costs 26 9.01 16.12
Depreciation and amortization expense 27 110.81 111.54
Other expenses 28 550.26 528.54
Total expenses 2,495.31 2,435.15
Profit before tax 642.33 836.07
Tax expense 12
Current tax 161.90 213.06
Current tax adjustment of earlier years (0.20) 1.29
Deferred tax charge/(credit) 8.17 (2.91)
Deferred tax adjustment for earlier years - 0.48
Total tax expense 169.87 211.92
Profit for the year 472.46 624.15
Other comprehensive income
Items that will not be reclassified to profit or loss in subsequent years
Re-measurement gains/(losses) on defined benefit plans (1.97) (3.76)
Income tax effect on above 0.50 0.95
Re-measurement gains/(losses) on investment in equity instruments classified as FVTOCI (3.41) 2.98
Income tax effect on above 0.35 (0.38)
Items to be reclassified to profit or loss in subsequent Years:
Exchange differences on translation of foreign operations 0.17 (0.35)
Other comprehensive income/(loss) for the year, net of taxes 29 (4.36) (0.56)
Total comprehensive income for the year, net of tax 468.10 623.59
Profit for the year attributable to:
Owners of the Company 472.46 624.15
Non-controlling interest - -
Other comprehensive income/(loss) for the year attributable to :
Owners of the Company (4.36) (0.56)
Non-controlling interest - -
Total comprehensive income for the year attributable to:
Owners of the Company 468.10 623.59
Non controlling interest - -
Earnings per share nominal value of shares ₹ 10 each (Previous year ₹ 10 each) 30
Basic (₹) 50.17 65.50
Diluted (₹) 50.15 65.34

The accompanying notes form an integral part of the consolidated financial statements.

As per our report of even date

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 301003E/E300005

per Sonika Loganay

Partner

Membership No. 502220

Place: Noida

Date: May 05, 2026

For and on behalf of Board of

Directors of GHCL Limited (CIN: L24100GJ1983PLC006513)

Manoj Vaish

Director

DIN: 00157082

Raman Chopra

CFO & Executive

Director-Finance

DIN: 00954190

Place: Noida

Date: May 05, 2026

R. S. Jalan

Managing Director

DIN: 00121260

Bhuwneshwar Mishra

Vice President-

Sustainability &

Company Secretary

Membership No.: FCS 5330

Integrated Annual Report 2025-26


GHCL Limited

Consolidated Statement of Cash Flows

for the year ended March 31, 2026 (₹ in crores)

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Operating activities
Profit before tax 642.33 836.07
Adjustments to reconcile profit before tax to net cash flows:
Depreciation and amortisation expense 110.81 111.54
(Gain)/loss on fair valuation/profit on sale of investments (net) (46.37) (43.02)
Loss on sales/discard of property, plant and equipment (net) 0.04 (8.66)
Provision for Doubtful Debts 1.80 -
Interest (income) (18.92) (32.85)
Finance costs 8.53 15.78
Dividend (income) (0.27) (0.20)
Gain on Lease modification (0.56) -
Employees share based payments (0.18) -
Unrealised exchange loss/(gain) (2.91) 2.21
Operating profit before working capital changes 694.30 880.87
Changes in working capital
Adjustments for (Increase)/decrease in Operating assets:
Trade receivables 35.61 (30.12)
Inventories 28.88 25.42
Other current financial assets 0.24 2.77
Other current assets 4.33 6.45
Non-current financial assets 0.21 (0.24)
Other non-current assets (0.15) 0.17
Adjustments for Increase/(decrease) in Operating liabilities:
Contract liabilities 1.84 0.68
Trade payables 110.76 (27.88)
Other current financial liabilities (6.10) 4.43
Other current liabilities (13.16) (3.08)
Provisions (0.67) 3.87
Cash generated from operations 856.09 863.34
Income tax paid (net) (168.79) (225.46)
Net cash generated from operating activities (A) 687.30 637.88
Cash flow from investing activities
Payment for purchase of Property, plant and equipment, capital work in progress and intangible assets (Including capital advances and capital creditors) (263.67) (314.89)
Proceeds from sale of Property, plant and equipment 0.08 13.00
Proceeds from sales of current investments 1,352.08 1,770.50
Purchase of current investments (1,699.66) (1,955.16)
Purchase of non-current investments - (0.25)
Proceeds from maturity of bank deposits not considered as cash and cash equivalents 465.74 439.71
Investment in bank deposits not considered as cash and cash equivalents (169.16) (342.50)
Interest received 23.68 31.73
Dividend received 0.27 0.20
Net cash flow (used in) investing activities (B) (290.64) (357.66)
Cash flow from financing activities

358


Corporate Overview
Statutory Reports
Financial Statements

Consolidated Statement of Cash Flows

for the year ended March 31, 2026 (₹ in crores)

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Proceeds from issue of equity shares (including securities premium) 11.97 1.10
Buyback of equity share capital (net of transcation cost and tax) (302.23) -
Dividend paid (114.73) (114.35)
Repayment of long-term borrowings (35.32) (99.43)
Payment of lease liabilities (1.44) (1.58)
Interest paid on lease liabilities (1.97) (1.84)
Interest paid (7.45) (14.22)
Net cash (used in) financing activities (C) (451.17) (230.32)
Net (decrease) in cash and cash equivalents (A+B+C) (54.51) 49.90
Add: Cash and cash equivalents at the beginning of the year 98.63 48.73
Cash and cash equivalents at the end of the year 44.12 98.63
Components of cash and cash equivalents
Cash on hand 0.08 0.06
Balances with banks:
- On current accounts 44.04 41.07
- Deposits with original maturity of less than three months - 57.50
Total cash and cash equivalents 44.12 98.63

Notes:

  1. The cash flow statement has been prepared under the indirect method as set out in the Ind AS 7 "Statement of Cash Flows".
  2. Refer Note 10 for Change in liabilities arising from financing activities and for non-cash financing and investing activities.

The accompanying notes form an integral part of the consolidated financial statements.

As per our report of even date

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration No. 301003E/E300005

Per Sonika Loganey
Partner
Membership No. 502220

Place : Noida
Date: May 05, 2026

For and on behalf of Board of
Directors of GHCL Limited (CIN : L24100GJ1983PLC006513)

Manoj Vaish
Director
DIN: 00157082

Raman Chopra
CFO & Executive
Director-Finance
DIN: 00954190

R. S. Jalan
Managing Director
DIN: 00121260

Bhuwneshwar Mishra
Vice President-
Sustainability &
Company Secretary
Membership No.: FCS 5330

Place : Noida
Date: May 05, 2026

Integrated Annual Report 2025-26


GHCL Limited

Consolidated Statement of changes in equity

for the year ended March 31, 2026 (₹ in crores)

A. Equity Share Capital

For the year ended March 31, 2026

Equity Shares of ₹ 10 each issued, subscribed and fully paid up

Particulars Number of shares Amount
As at April 01, 2025 9,57,54,786 95.75
Changes in share capital ESOS issued during the year (May 17, 2025) 3,17,300 0.32
Changes in share capital- Buyback during the year (Refer note 14 on Buyback) (41,37,931) (4.14)
Balance as at March 31, 2026 9,19,34,155 91.93

For the year ended March 31, 2025

Equity Shares of ₹ 10 each issued, subscribed and fully paid up

Particulars Number of shares Amount
As at April 01, 2024 9,57,23,986 95.72
Changes in share capital - ESOS issued during the year (May 06, 2024) (Refer note 14) 30,800 0.03
Balance as at March 31, 2025 9,57,54,786 95.75

B. Other Equity

Particulars Reserves and Surplus (Refer note 15) FVTOCI Reserve Foreign currency translation reserve Total
Capital reserve (A) Capital redemption reserve (B) Securities premium (C) Retained earnings (D) Share based payment reserve (E) Treasury shares (F) General reserve (G)
As at April 01, 2024 7.57 16.36 26.06 2,808.55 12.96 (5.35) 5.45 11.98 (0.77) 2,882.77
Profit for the year - - - 624.15 - - - - - 624.15
Other comprehensive income/(loss) for the year, net of tax (Refer note 29) - - - (2.81) - - - 2.60 (0.35) (0.56)
Total comprehensive income for the year, net of tax - - - 621.34 - - - 2.60 (0.35) 623.59
Reserve created on account of ESOS issued during the year - - 1.67 - (0.59) - - - - 1.08
Dividend paid - - - (114.35) - - - - - (114.35)
Balance as at March 31, 2025 7.57 16.36 27.73 3,315.54 12.37 (5.35) 5.45 14.58 (1.12) 3,393.09
Profit for the year - - - 472.46 - - - - - 472.46
Other comprehensive income/(loss) for the year, net of tax (Refer note 29) - - - (1.47) - - - (3.06) 0.29 (4.36)
Total comprehensive income for the year, net of tax - - - 470.99 - - - (3.06) 0.29 468.10

Corporate Overview

Statutory Reports

Financial Statements

Consolidated Statement of changes in equity

for the year ended March 31, 2026 (in crores)

Particulars Reserves and Surplus (Refer note 15) FVTOCI Reserve Foreign currency translation reserve Total
Capital reserve Capital redemption reserve Securities premium Retained earnings Share based payment reserve Treasury shares General reserve
(A) (B) (C) (D) (E) (F) (G) (H) (I)
Reserve created on account of ESOS issued during the year - - 18.01 - (6.54) - - - - 11.47
Reserve created on account of buy back during the year - 4.13 - - - - (4.13) - - -
Reserve utilised on account of buy back during the year - - (45.74) (251.03) - - (1.32) - - (298.09)
Dividend paid - - - (114.73) - - - - - (114.73)
Transfer of foreign currency translation reserve to profit and loss - - - (0.83) - - - - 0.83 -
Balance as at March 31, 2026 7.57 20.49 - 3419.93 5.83 (5.35) - 11.52 - 3459.96

The accompanying notes form an Integral part of the consolidated financial statements.

As per our report of even date

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 301003E/E300005

Per Sonika Loganey

Partner

Membership No. 502220

Place: Noida

Date: May 05, 2026

For and on behalf of Board of

Directors of GHCL Limited (CIN : L24100GJ1983PLC006513)

Manoj Vaish

Director

DIN: 00157082

Raman Chopra

CFO & Executive

Director-Finance

DIN: 00954190

Place: Noida

Date: May 05, 2026

R. S. Jalan

Managing Director

DIN: 00121260

Bhuwneshwar Mishra

Vice President-

Sustainability &

Company Secretary

Membership No.: FCS 5330

Place: Noida

Date: May 05, 2026

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

1. Corporate information

The consolidated financial statements comprise financial statements of GHCL Limited (GHCL) (CIN: L24100GJ1983PLC006513) and its subsidiary (collectively, the Group) as at and for the year ended March 31, 2025. GHCL Limited ("GHCL" or the "Holding Company" or the "Parent") (CIN: L24100GJ1983PLC006513) is a public company domiciled in India and is incorporated under the provisions of the Companies Act applicable in India. Its shares are listed with the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE). The registered office of the Holding Company is located at GHCL House, Opp. Punjabi Hall, Near Navrangpura Bus Stand, Navrangpura, Ahmedabad - 380 009, Gujarat.

During the current year, the Holding Company had filed for a voluntary liquidation of its subsidiary, Dan River Properties LLC which has since been liquidated on February 18, 2026.

The Group is engaged in the business of manufacturing and trading of Inorganic Chemicals (mainly the manufacture and sale of Soda Ash).

Information on related party relationships of the Group is provided in Note 36.

The consolidated financial statements are approved for issue in accordance with a resolution of the Board of Directors on May 05, 2026.

2. Material Accounting policies

2.1 Basis of preparation

The consolidated financial statements of the Group have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III) as applicable to the CFS.

The consolidated financial statements have been prepared on historical cost basis except for the following assets and liabilities that have been measured at fair value:

  • Derivative financial instruments
  • Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial instruments),

The consolidated financial statements are presented in Indian Rupees (INR) and all values are recorded to the nearest crores upto two decimal (INR'00,00,000), except otherwise indicated.

The Group has prepared the financial statements on the basis that it will continue to operate as a going concern.

2.2 Basis of Consolidation

The consolidated financial statements comprise the financial statement of GHCL Limited and its subsidiary as of March 31, 2026. Control is achieved when the Group is exposed or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has:

(i) Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee)
(ii) Exposure, or rights, to variable returns from its involvement with the investee, and
(iii) The ability to use its power over the investee to affect its returns.

Generally, there is a presumption that majority voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

(i) The contractual arrangement with the other vote holders of the investee
(ii) Rights arising from other contractual arrangements
(iii) The Group's voting rights and potential voting rights
(iv) The size of the Group's holding of voting rights relative to the size and dispersion of the holdings of the other voting rights holders.

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

Consolidated financial statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances. If a member of the Group uses accounting policies other than those adopted in the consolidated financial statements for like transactions and events in similar circumstances, appropriate adjustments are made to that Group member's financial statements in preparing the consolidated financial statements to ensure conformity with the Group's accounting policies.

The financial statements of the entity used for the purpose of consolidation are drawn up to same reporting date as that of the parent Group, i.e., year ended on March 31, 2026.

Consolidation Procedure:

a) Combine like items of assets, liabilities, equity, income, expenses, and cash flows of the parent with those of its subsidiaries. For this purpose, income and expenses of the subsidiary are based on the amounts of the assets and liabilities recognised in the consolidated financial statements at the acquisition date.

b) Offset (eliminate) the carrying amount of the parent's investment in each subsidiary and the parent's portion of equity of each subsidiary.

c) Eliminate in full intragroup assets and liabilities, equity, income, expenses, and cash flows relating to transactions between entities of the Group (profits or losses resulting from intragroup transactions that are recognised in assets, such as inventory and fixed assets, are eliminated in full). Intra-group losses may indicate an impairment that requires recognition in the consolidated financial statements. Ind AS - 12 "Income Taxes" applies to temporary differences that arise from the elimination of profits and losses resulting from intra Group transactions.

Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group's accounting policies. All intra-Group assets and liabilities, equity, income, expenses, and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

2.3 Summary of material accounting policies

a) Current versus non-current classification

Based on the time involved between the acquisition of assets for processing and their realization in cash and cash equivalents, the Group has identified twelve months as its operating cycle for determining the current and non-current classification of assets and liabilities in the balance sheet.

b) Fair value measurement

The Group measures financial instruments, at fair value at each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

  • In the principal market for the asset or liability, or
  • In the absence of a principal market, in the most advantageous market for the asset or liability

The principal or the most advantageous market must be accessible to/by the Group.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interest.

A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Integrated Annual Report 2025-26
363


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

  • Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
  • Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
  • Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting year

External valuers are involved for valuation of significant assets and significant liabilities.

For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

  • Disclosures for valuation methods, significant estimates and assumptions (Note 31)
  • Financial instruments (including those carried at amortised cost) (Note 39)
  • Quantitative disclosure of Fair Value hierarchy (Note 39A)

c) Revenue from Contracts with Customers

Revenue from contracts with customers is recognised when control of the goods are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods. The Group has generally concluded that it is the principal in its revenue arrangements, because it typically controls the goods before transferring them to the customer.

The disclosures of significant accounting judgments, estimates and assumptions relating to revenue from contracts with customers are provided in Note 31.

Sale of goods

Revenue from the sale of goods is recognised when control of the goods is transferred at a point in time i.e. when the goods have been delivered to the specific location (delivery). Following delivery, the customer has full discretion over the responsibility, manner of distribution, price to sell the goods and bears the risks of obsolescence and loss in relation to the goods. A receivable is recognised by the Group when the goods are delivered to the customer as this represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is due. The average payment terms range between 15 – 90 days. In determining the transaction price for the sale of goods, the Group considers the effects of variable consideration, the existence of significant financing components.

Variable consideration

If the consideration in a contract includes a variable amount the Group estimates the amount of consideration to which it will be entitled in exchange for transferring the goods to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved. The Group recognizes changes in the estimated amount of variable consideration in the year in which the change occurs. Some contracts for the sale of goods provide customers with a right of return the goods within a specified period, volume rebates and pricing incentives, which give rise to variable consideration. The Group provides retrospective volume rebates and pricing incentives to certain customers once the quantity of products purchased during the year exceeds a threshold specified in the contract. Rebates are offset against amounts payable by the customer. To estimate the variable consideration for the expected future rebates, the Group applies the most likely amount method for contracts with a single-volume threshold and the expected value method for contracts with more than one volume threshold. The selected method that best predicts the amount of variable consideration is primarily driven by the number of volume thresholds contained in the contract. The Group then applies the requirements on constraining estimates of variable consideration and recognises a liability for the expected future rebates.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

The disclosures of significant estimates and assumptions relating to the estimation of variable consideration for volume rebates are provided in Note 31

Financing component

The Group applies the practical expedient for short-term advances received from customers. That is, the promised amount of consideration is not adjusted for the effects of a significant financing component if the period between the transfer of the promised good and the payment is one year or less.

Contract balances

Trade receivables

A receivable is recognised if an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due). Refer to accounting policies of financial assets in section (p) Financial instruments – initial recognition and subsequent measurement.

Contract liabilities

A contract liability is recognised if a payment is received or a payment is due (whichever is earlier) from a customer before the Group transfers the related goods or services. Contract liabilities are recognised as revenue when the Group performs under the contract (i.e., transfers control of the related goods or services to the customer).

Cost to obtain a contract

The Group pays sales commission to its selling agents for each contract that they obtain for the Group. The Group applies the optional practical expedient to immediately expense costs to obtain a contract if amortisation year would have been recognised is one year or less. As such, sales commissions are immediately recognised as an expense and included as part of other expenses. Costs to fulfil a contract i.e. freight, insurance and other selling expenses are recognized as an expense in the year in which related revenue is recognised.

d) Other revenue streams

Export Benefits

Export entitlements in the form of Remissions of Duties and Taxes on Exported Products (RoDTEP), Duty Drawback Scheme, Merchandise Export Incentive Scheme and Rebate of State and Central Taxes and Levies (ROSCTL) are recognised in the statement of profit and loss when the right to receive credit as per the terms of the scheme is established in respect of exports made and when there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds.

Dividend

Dividend on financial assets is recognised when the Group's right to receive the payment is established i.e. when it is probable that the economic benefit associated with the dividend will flow to the entity.

Interest income

For all debt instruments measured either at amortized cost or interest income is recorded using the effective interest rate (EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of the financial instrument or a shorter year, where appropriate, to the gross carrying amount of the financial asset or to the amortised cost of a financial liability. When calculating the effective interest rate, the Group estimates the expected cash flows by considering all the contractual terms of the financial instrument but does not consider the expected credit losses. Interest income is included in finance income in the statement of profit and loss.

Scrap Sales

Income from Sale of Scrap is recognized at the point in time when control of assets is transferred to the customer.

Insurance Claims

Insurance claims are recognized when there exists no significant uncertainty with regards to the amount to be realised and ultimate collection thereof.

e) Taxes

Tax expense comprises current tax expense and deferred tax.

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in accordance with the Income Tax Act, 1961.

Integrated Annual Report 2025-26
365


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in Other comprehensive income (OCI) or directly in equity.

Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment. The Group shall reflect the effect of uncertainty for each uncertain tax treatment by using either most likely method or expected value method, depending on which method predicts better resolution of the treatment.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are recognised for all taxable temporary differences, except:

  • When the deferred tax liability arises on an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary difference, and the carry forward of unused tax credits and unused tax losses can be utilized, except:

  • When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.

The Group offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future year in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Goods and Service tax paid on acquisition of assets or on incurring expenses

Expenses and assets are recognised net of the amount of sales/ value added taxes paid, except:

  • When the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the tax paid is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable
  • When receivables and payables are stated with the amount of tax included
  • The net amount of tax recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet.

f) Property, plant and equipment

Capital work in progress is stated at cost, net of accumulated impairment loss, if any. Plant and equipment is stated at cost, net of accumulated


Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

depreciation and accumulated impairment losses, if any. Items such as spare parts, stand-by equipment and servicing equipment are recognized as property, plant and equipment when they meet the definition of property, plant and equipment. Otherwise, such items are classified as inventory. When significant parts of plant and equipment are required to be replaced at intervals, the Group depreciates them separately based on their specific useful lives. Such cost includes the cost of replacing part of the plant and equipment and borrowing cost for long term construction projects if the recognition criteria are met. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in Statement of profit or loss as incurred.

The present value of the expected cost for the decommissioning of an asset after its use is included in the cost of the respective asset if the recognition criteria for a provision are met.

Depreciation on tangible assets is provided on the straight-line method over the useful lives of assets estimated by the management. Depreciation for assets purchased/ sold during a year is proportionately charged. Leases relating to land are amortized equally over the year of lease. Leased mines are depreciated over the estimated useful life of the mine or lease year, whichever is lower. The Management estimates the useful lives for the fixed assets, except lease mines and leasehold land, as follows:

Particulars Life considered
Buildings 30/60 years
Roads (Included under buildings) 10 years
Plant & Equipment (other than electrical installations) 5 to 25 years*
Electrical Installations and Equipment (included in plant & equipment) 10 years
End-user devices, such as, desktops, laptops, etc. (included under office equipments) 3 years
Servers and networks (included under office equipments) 6 years
Office Equipments 5 years
Furniture & Fixture 10 years
Salt Works & Reservoirs 5 years
Vehicles 8 to 10 years
Particulars Life considered
--- ---
Wind Turbine 22 years
Solar Power 22 years
  • For these class of assets, based on internal assessment, the management believes that the useful lives as given above best represent the year over which management expects to use these assets. Hence the useful lives for these assets is different from the useful lives as prescribed under Part C of Schedule II of the Companies Act, 2013. The management believes that these estimated useful lives are realistic and reflect fair approximation of the year over which the assets are likely to be used.

The residual values, useful lives and methods of depreciation of property, plant and equipments are reviewed at each financial year-end and adjusted prospectively if appropriate.

An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised.

g) Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses.

Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation year and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting year. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation year or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the statement of profit and loss unless such expenditure forms part of carrying value of another asset.

Intangible assets comprising of computer software and trademark with finite useful life are amortised on straight line basis over estimated useful life of three years.

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

An intangible asset is derecognised upon disposal (i.e. at the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising upon derecognition of an intangible asset are calculated as the difference between the net disposal proceeds and the carrying amount of the asset and is included in the statement of profit and loss when the asset is derecognised.

h) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial year of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the year in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

i) Leases

The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a year of time in exchange for consideration.

Group as a lessee

The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

i) Right-of-use assets

  • The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets, as follows:

  • Buildings 1 to 9 years

  • Salt Works 30 years

The right-of-use assets are also subject to impairment. Refer to the accounting policies in section (i) Impairment of non-financial assets.

ii) Lease Liabilities

At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable and amounts expected to be paid under residual value guarantees. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) in the year in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments.

iii) Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option).

The Group applies the low-value asset recognition exemption on a lease-by-lease basis, if the lease qualifies as leases of low-value assets, with a value when new of up to INR 4 lakhs. In


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

making this assessment, the Group also factors below key aspects:

  • The assessment is conducted on an absolute basis and is independent of the size, nature, or circumstances of the lessee.
  • The assessment is based on the value of the asset when new, regardless of the asset's age at the time of the lease.
  • The lessee can benefit from the use of the underlying asset either independently or in combination with other readily available resources, and the asset is not highly dependent on or interrelated with other assets.
  • If the asset is subleased or expected to be subleased, the head lease does not qualify as a lease of a low-value asset.

Based on the above criteria, the Group has classified leases of IT equipment for individual employees, and leases of office furniture and water dispensers as leases of low value assets.

j) Inventories

Inventories, except for Stores & Spares and Loose Tools, are stated at cost or net realizable value, whichever is lower

Costs incurred in bringing each product to its present location and condition are accounted for as follows:

  • Raw materials: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on a moving weighted average cost basis.
  • Finished goods (Including goods in transit) & Work in progress: Cost includes material cost, cost of conversion, depreciation, other overheads to the extent applicable. Cost is determined on weighted average cost basis.
  • Stock in trade: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.

  • Stores and spares: are stated at cost less provision, if any, for obsolescence. Cost is determined on moving weighted average cost basis and cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

k) Impairment of non-financial assets

The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset's recoverable amount. An asset's recoverable amount is the higher of an asset's or cash-generating unit's (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Group's assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators

The Group bases its impairment calculation on detailed budgets and forecast calculations, which are prepared separately for each of the Group's CGUs to which the individual assets are allocated. These budgets and forecast calculations generally cover a period of three years. For longer years, a long-term growth rate is calculated and applied to project future cash flows after the third year. To estimate cash flow projections beyond years covered by the most recent budgets/ forecasts, the Group extrapolates cash flow projections

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GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

in the budget using a steady or declining growth rate for subsequent years, unless an increasing rate can be justified. In any case, this growth rate does not exceed the long-term average growth rate for the products, industries, or country or countries in which the entity operates, or for the market in which the asset is used.

Impairment losses of continuing operations, including impairment on inventories, are recognised in profit and loss section of the statement of profit and loss, except for properties previously revalued with the revaluation taken to OCI.

An assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Group estimates the asset's or CGU's recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset's recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case, the reversal is treated as a revaluation increase.

I) Provisions

General

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the

provision due to the passage of time is recognised as a finance cost.

Provision for mines restoration

The Group has recognised a provision for mines restoration based on its best estimates. In determining the fair value of the provision, assumptions and estimates are made in relation to the expected future inflation rates, discount rate, expected cost of restoration of mines, expected balance of reserves available in mines and the expected life of mines.

Decommissioning liability

The present value of the expected cost for the decommissioning of an asset after its use and leasehold improvements on termination of lease is included in the cost of the respective asset if the recognition criteria for a provision are met. The Parent records a provision for decommissioning costs of its plant for manufacturing of Soda Ash and leasehold improvements at the leasehold land. Decommissioning costs are provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognised as part of the cost of the particular asset. The cash flows are discounted at a current pre-tax rate that reflects the risks specific to the decommissioning liability. The unwinding of the discount is expensed as incurred and recognised in the statement of profit and loss as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to or deducted from the cost of the asset.

The impact of climate-related matters on remediation of environmental damage is considered with determining the decommissioning liability on the manufacturing facility.

Onerous Contracts

If the Group has a contract that is onerous, the present obligation under the contract is recognised and measured as a provision. However, before a separate provision for an onerous contract is established, the Group recognises any impairment loss that has occurred on assets dedicated to that contract. An onerous contract is a contract under which the unavoidable costs (i.e., the costs that the Group cannot avoid because it has the contract) of meeting the obligations under the contract exceed the economic benefits


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Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

expected to be received under it. The unavoidable costs under a contract reflect the least net cost of exiting from the contract, which is the lower of the cost of fulfilling it and any compensation or penalties arising from failure to fulfil it. The cost of fulfilling a contract comprises the costs that relate directly to the contract (i.e., both incremental costs and an allocation of costs directly related to contract activities).

m) Gratuity and other post-employment benefits

Retirement benefit in the form of pension fund under provident fund and superannuation fund is a defined contribution scheme. The Group has no obligation, other than the contribution payable to the pension fund under provident fund and superannuation fund. The Group recognizes contribution payable to the pension fund under provident fund and superannuation fund scheme as an expense, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.

The Group operates a provident fund scheme through a trust administered by the Holding Company. The contributions towards the provident fund are made to the trust set up for this purpose.

In respect of this scheme, the Group has an obligation to ensure a minimum rate of return as prescribed under the Employees' Provident Fund Scheme. Accordingly, the Group's obligation in respect of the provident fund trust is treated as a defined benefit plan.

The liability in respect of the defined benefit plan is determined based on actuarial valuation carried out at the reporting date using the projected unit credit method. The Group recognizes the net defined benefit obligation as the difference between the present value of defined benefit obligation and the fair value of plan assets.

Re-measurements comprising actuarial gains and losses and return on plan assets (excluding interest income) are recognized in Other Comprehensive Income and

are not reclassified to the Statement of Profit and Loss in subsequent periods.

The Group's contributions to the provident fund trust are recognized as plan assets and reduce the net defined benefit liability.

The Group operates a defined benefit gratuity plan, which requires contributions to be made to a separately administered fund. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method.

Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the earlier of:

  • The date of the plan amendment or curtailment, and
  • The date that the Group recognises related restructuring costs

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Group recognises the following changes in the net defined benefit obligation as an expense in the statement of profit and loss:

  • Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and
  • Net interest expense or income

Short-term employee benefits

The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognized on an undiscounted accrual basis during the year when the employees render the services. These benefits include performance incentive and compensated absences which are expected to occur within twelve months

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GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

after the end of the period in which the employee renders the related services.

Long-term employee benefits

Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related service are recognized as a liability at the present value of the defined benefit obligation as at the Balance Sheet date. The cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at each Balance Sheet date. Actuarial gains and losses are recognized in the Statement of Profit and Loss in the period in which they occur. The Group presents the entire leave liability as current liability, since it does not have an unconditional right to defer its settlement for 12 months after the reporting period.

n) Share-based payments

Employees (including senior executives) of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments (equity-settled transactions).

Equity-settled transactions

The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model.

That cost is recognised, together with a corresponding increase in share-based payment (SBP) reserves in equity, in the year in which the performance and/or service conditions are fulfilled in employee benefits expense. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group's best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the statement of profit and loss for a year represents the movement in cumulative expense recognised as at the beginning and end of that year and is recognised in employee benefits expense.

Service and non-market performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the conditions being met is assessed as part of the Group's best estimate of the number of equity instruments that

will ultimately vest. Market performance conditions are reflected within the grant date fair value. Any other conditions attached to an award, but without an associated service requirement, are considered to be non-vesting conditions. Non-vesting conditions are reflected in the fair value of an award and lead to an immediate expensing of an award unless there are also service and/or performance conditions.

No expense is recognised for awards that do not ultimately vest because non-market performance and/or service conditions have not been met. Where awards include a market or non-vesting condition, the transactions are treated as vested irrespective of whether the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.

When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date fair value of the unmodified award, provided the original vesting terms of the award are met. An additional expense, measured as at the date of modification, is recognised for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed immediately through profit or loss.

The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.

o) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets

Initial recognition and measurement

All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular day trades) are recognised on the trade date, i.e., the date that the Group commits to purchase or sell the asset.


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Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in four categories:

  • Financial assets at amortised cost (debt instruments)
  • Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity instruments)
  • Financial assets at fair value through profit or loss

Financial assets at amortised cost (debt instruments)

A 'financial asset' is measured at the amortised cost if both the following conditions are met:

a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

This category is the most relevant to the Group. After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the profit or loss. The losses arising from impairment are recognised in the profit or loss. The Group financial assets at amortised cost includes trade receivables and loans included under other financial assets.

Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the statement of profit and loss.

This category includes derivative instruments and, mutual/liquid funds investments which the Group had not irrevocably elected to classify at fair value through OCI. Dividends on listed equity investments are recognised in the statement of profit and loss when the right of payment has been established.

Financial assets designated at fair value through OCI (equity instruments)

Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity under Ind AS 32 Financial Instruments: Presentation and are not held for trading. The classification is determined on an instrument-by-instrument basis. Equity instruments which are held for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS103 applies are classified as at FVTPL.

Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the statement of profit and loss when the right of payment has been established, except when the Group benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the Statement of Profit and Loss.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a Group of similar financial assets) is primarily derecognized (i.e. removed from the Group's balance sheet) when:

  • The rights to receive cash flows from the asset have expired, or
  • The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a 'pass-through' arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When

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SHCL
GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group continues to recognise the transferred asset to the extent of the Companies continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay.

Impairment of financial assets

The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables, the group applies a simplified approach in calculating ECLs. Therefore, the group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognised initially at fair value and in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Group's financial liabilities include trade and other payables, loans and borrowings and derivative financial instruments.

Subsequent measurement

For purposes of subsequent measurement, financial liabilities are classified in two categories:

  • Financial liabilities at fair value through profit or loss
  • Financial liabilities at amortised cost (loans and borrowings)

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Group that are not designated as hedging instruments in hedge relationships as defined by Ind-AS 109.

Gains or losses on liabilities held for trading are recognised in the profit or loss

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition, and only if the criteria in Ind-AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in OCI. These gain /loss are not subsequently transferred to P&L. However, the


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

Group may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the statement of profit or loss. The Group has not designated any financial liability as at fair value through profit and loss.

Financial liabilities at amortised cost (Loans and Borrowings)

This is the category most relevant to the Group. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.

This category generally applies to borrowings. For more information refer Note 16.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.

Reclassification of financial assets

The Group determines classification and measurement of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Group's senior management determines change in the business model as a result of external or internal changes which are significant to the Group's operations. Such changes are evident to external parties. A change in the business model occurs when the Group either begins or ceases to perform an activity that is significant to its operations. If the Group reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting year following the change in business model. The Group does not restate any previously recognised gains, losses (including impairment gains or losses) or interest. The following table shows various reclassification and how they are accounted for as per below:

i) Amortised cost to FVTPL - Fair value is measured at reclassification date. Difference between previous amortized cost and fair value is recognised in Statement of Profit and Loss.

ii) FVTPL to Amortised Cost - Fair value at reclassification date becomes its new gross carrying amount. EIR is calculated based on the new gross carrying amount.

iii) Amortised cost to FVTOCI - Fair value is measured at reclassification date. Difference between previous amortised cost and fair value is recognised in OCI. No change in EIR due to reclassification.

iv) FVTOCI to Amortised cost - Fair value at reclassification date becomes its new amortised cost carrying amount. However, cumulative gain or loss in OCI is adjusted against fair value. Consequently, the asset is measured as if it had always been measured at amortised cost.

v) FVTPL to FVTOCI - Fair value at reclassification date becomes its new carrying amount. No other adjustment is required.

vi) FVTOCI to FVTPL - Assets continue to be measured at fair value. Cumulative gain or loss previously recognized in OCI is reclassified to Statement of Profit and Loss at the reclassification date.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Integrated Annual Report 2025-26
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GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

p) Derivative financial instruments

Initial recognition and subsequent measurement

The Group uses derivative financial instruments, such as forward currency contracts, to hedge its foreign currency risks. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

Any gains or losses arising from changes in the fair value of derivatives are taken directly to profit or loss.

q) Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value. Bank balances other than the balance included in cash and cash equivalents represents balance on account of unpaid dividend and margin money deposit with banks.

r) Dividend

The Group recognises a liability to pay dividend to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Group. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.

s) Foreign currencies

The Group's consolidated financial statements are presented in INR, which is also the parent company's functional currency. For each entity the Group determines the functional currency and items included in the financial statements of each entity are measured using that functional currency. The Group uses the direct method of consolidation and on disposal of a foreign operation the gain or loss that is reclassified to profit or loss reflects the amount that arises from using this method.

Transactions and balances

Transactions in foreign currencies are initially recorded in the functional currency, using the spot exchange rates at the date of the transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date. Exchange differences that arise on settlement of monetary items e recognised in Statement of Profit and Loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of nonmonetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised in OCI or profit or loss, respectively).

Group companies

On consolidation, the assets and liabilities of foreign operations are translated into INR at the rate of exchange prevailing at the reporting date and their statements of profit or loss are translated at exchange rates prevailing at the dates of the transactions. For practical reasons, the group uses an average rate to translate income and expense items, if the average rate approximates the exchange rates at the dates of the transactions. The exchange differences arising on translation for consolidation are recognized in OCI.

t) Contingent Liabilities

A Contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Group or a present obligation that is recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because cannot be measured reliably. Therefore the Group does not recognize a contingent liability but discloses its existence in the financial statements. Contingent assets are only disclosed when it is probable that the economic benefits will flow to the entity


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

u) Earnings per share

Basic earnings per share is calculated by dividing the net profit attributable to equity holders of the Holding Company by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit for the year attributable to equity shareholders of the Holding Company and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. Treasury shares are reduced while computing basic and diluted earnings per share.

v) Treasury shares

The Holding Company has created a GHCL Employees Stock Option Trust for providing share-based payment to its employees. The Holding Company uses GHCL Employees Stock Option Trust as a vehicle for distributing shares to employees under the employee remuneration schemes. The GHCL Employees Stock Option Trust buys shares of the Holding Company from the market, for giving shares to employees. The Holding Company treats GHCL Employees Stock Option Trust as its extension and shares held by GHCL Employees Stock Option Trust are treated as treasury shares.

Own equity instruments that are reacquired (treasury shares) are recognised at cost and deducted from equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Holding Company's own equity instruments. Any difference between the carrying amount and the consideration, if reissued, is recognised in Securities premium. Share options exercised during the reporting period are satisfied with treasury shares.

New and amended standards

The Group applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after 1 April 2025. The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

(i) Amendments to Ind AS 21 - Lack of exchangeability

Specified how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity's financial performance, financial position and cash flows.

(ii) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants

The amendments clarify:

  • What is meant by a right to defer settlement
  • That a right to defer must exist at the end of the reporting period
  • That classification is unaffected by the likelihood that an entity will exercise its deferral right
  • That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification

In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non-current and the entity's right to defer settlement is contingent on compliance with future covenants within twelve months. If there is a breach of a material covenant of a long term loan arrangement on or before the end of the reporting period, resulting in the liability becoming payable on demand as at the reporting date, and the lender agrees—after the reporting period but before the financial statements are approved for issue—not to demand repayment for at least 12 months as a consequence of the breach, this shall be treated as an adjusting event. Accordingly, the entity is not required to classify the liability as current.

(iii) Amendments to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangements

Disclosures to clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements. The disclosure requirements in the amendments are intended to assist users of financial statements

Integrated Annual Report 2025-26
377


SHCL
SHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

in understanding the effects of supplier finance arrangements on an entity's liabilities, cash flows and exposure to liquidity risk.

(iv) International Tax Reform—Pillar Two Model Rules – Amendments to Ind AS 12

The abovesaid amendments had no impact on the Group's financial statements as the Company.

Standards notified but not yet effective

The new and amended standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the date of issuance of the Group's financial statements are disclosed below. The Group will adopt these amendments to the standards, when they become effective.

Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants

In accordance with Ind AS 1 currently applicable, breach of an immaterial covenant is ignored

deciding in current vs. non-current classification of liabilities. Also, in case of breach of a material covenant of a non-current loan on or before the reporting date, the entity can obtain waiver from the lender after the reporting date and continue to classify the loan as non-current liability.

In accordance with changes to Ind AS 1 already notified by the MCA, the above relaxations to classify loan as non-current liability will not be available from FY 2026-27 onward and need to be applied retrospectively. Consequently:

  • A breach of either material or immaterial covenant will trigger current classification of liability.
  • To continue classifying loan as non-current liability, entities will need to obtain waiver from the breach on or before the reporting date.

The Group has assessed that amendments will not have any impact on its financial statements.


Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

  1. Property, plant and equipment
Gross block at cost Freehold Land Leasehold Land* Buildings Plant and Equipments** Office Equipments Furniture and Fixtures Salt works reservoir Vehicles Leased Mines # Wind Turbine Generator Solar Power Total Capital work in progress Total
As at April 01, 2024 149.24 335.99 162.26 1,701.44 10.71 4.20 27.54 6.17 15.86 20.10 17.55 2,451.06 54.82 2,505.87
Additions 48.98 - 14.63 34.80 2.03 0.17 6.45 1.16 - - - 108.22 309.01 417.23
Disposals - - (4.81) (3.93) (0.50) (0.64) - (0.47) (9.47) - - (19.82) (108.22) (128.05)
As at March 31, 2025 198.22 335.99 172.08 1,732.31 12.24 3.73 33.99 6.86 6.39 20.10 17.55 2,539.46 255.61 2,795.07
Additions 3.70 - 2.78 73.05 0.57 0.30 0.94 0.44 4.59 - - 86.37 280.32 366.69
Disposals - - - (5.80) (0.68) (0.00) - (0.20) - - - (6.68) (86.37) (93.05)
As at March 31, 2026 201.92 335.99 174.86 1,799.56 12.13 4.03 34.93 7.10 10.98 20.10 17.55 2,619.15 449.56 3,068.71
Accumulated depreciation
As at April 01, 2024 0.28 41.65 42.29 523.11 7.54 2.62 6.88 3.10 12.66 0.55 0.01 640.71 - 640.71
Depreciation charge for the year 0.14 4.63 6.21 85.37 1.37 0.31 4.89 0.60 1.60 0.90 0.79 106.80 - 106.80
Disposals - - (0.79) (3.77) (0.48) (0.60) - (0.40) (9.47) - - (15.51) - (15.51)
As at March 31, 2025 0.42 46.28 47.71 604.71 8.43 2.33 11.77 3.30 4.79 1.45 0.80 732.00 - 732.00
Depreciation charge for the year 0.14 4.63 6.71 83.22 1.33 0.29 5.93 0.64 1.60 0.90 0.79 106.18 - 106.18
Disposals - - - (5.70) (0.68) (0.00) - (0.20) - - - (6.58) - (6.58)
As at March 31, 2026 0.56 50.91 54.42 682.23 9.08 2.62 17.70 3.74 6.39 2.35 1.59 831.60 - 831.60
Net book value
As at March 31, 2026 201.36 285.08 120.44 1,117.33 3.05 1.41 17.23 3.36 4.59 17.75 15.96 1,787.55 449.56 2,237.11
As at March 31, 2025 197.80 289.71 124.37 1,127.60 3.81 1.40 22.22 3.56 1.60 18.65 16.75 1,807.46 255.61 2,063.07
  • Leasehold Land - Land for Soda Ash plant and for corporate office are taken on lease from the Government of India for a period of 90 to 99 years. Leasehold land are capitalised and amortised over the period of lease.
    Leased mines represents expenditure incurred on development of mines.
    ** During the current year, The Holding Company has re-estimated life of few equipment based on actual usage and charged accelerated depreciation amounting to 1.30 crores (March 31,2025: 6.05 crores)

Notes:

(a) Property plant and equipment are subject to charge to secure the Group's borrowings (Refer note 16).
(b) On transition to Ind AS (i.e. 1 April 2015), the Group elected to continue with the carrying value of all Property, plant and equipment measured as per the previous GAAP and use that carrying value as the deemed cost of Property, plant and equipment.
(c) All title deeds of Immovable properties are held in the name of the Group.

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

3. Property, plant and equipment

(d) Ageing schedule for Capital Work in progress

Particulars Amount in CWIP for a Year of Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress as at March 31, 2026 (refer note (f) below) 324.22 108.54 6.61 10.19 449.56
Projects temporarily suspended as at March 31, 2026 - - - - -
Projects in progress as at March 31, 2025 236.22* 7.84 4.95 6.60 255.61
Projects temporarily suspended as at March 31, 2025 - - - - -

*Includes capital equipments in transit amounting to Nil (March 31, 2025: ₹ 73.16 crores)

For capital-work-in progress, there is no completion overdue and cost is within its original plan except as disclosed below in note (e):

(e) Completion schedule for capital-work-in progress, whose completion is overdue or has exceeded its cost compared to its original plan:

CWIP To be completed in
Less than 1 year 1-2 years 2-3 years More than 3 years
Vaccum Salt Project
As at March 31, 2026 178.22 - - -
As at March 31, 2025 - - - -
CWIP To be completed in
--- --- --- --- ---
Less than 1 year 1-2 years 2-3 years More than 3 years
Bromine Project
As at March 31, 2026 107.92 - - -
As at March 31, 2025 - - - -
CWIP To be completed in
--- --- --- --- ---
Less than 1 year 1-2 years 2-3 years More than 3 years
Debottlenecking project at Soda Ash plant
As at March 31, 2026 - - - -
As at March 31, 2025 44.50 - - -

(f) During FY 2017, the Board of the Holding Company approved Greenfield project for setting up a new Soda Ash plant with a capacity of 1.1 million MT. As at the reporting date, the Holding Company has incurred an amount of ₹ 59.20 crores, which is carried as Capital Work-in-Progress (CWIP) in respect of the said project. The Holding Company had obtained the requisite Environmental Clearance and Forest Clearance in the previous year. However, these clearances have been challenged before the Hon'ble National Green Tribunal by certain local residents, and the matter is currently pending adjudication. Based on legal opinions obtained, the management is of the view that the outcome of the matter will be in favour of the Holding Company. Accordingly, the Holding Company expects to resume project execution at full pace upon favourable resolution of the litigation and not has not considered the same as temporarily suspended.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

4. Intangible assets

Gross block at cost Computer Software Mining Rights Total
As at April 01, 2024 11.68 20.87 32.55
Additions 0.33 - 0.33
Disposals (0.20) - (0.20)
As at March 31, 2025 11.81 20.87 32.68
Additions 0.08 - 0.08
Disposals (0.45) - (0.45)
As at March 31, 2026 11.44 20.87 32.31
Amortisation
As at April 01, 2024 10.52 0.47 10.99
Amortization 0.61 1.88 2.49
Disposals (0.20) - (0.20)
As at March 31, 2025 10.93 2.35 13.28
Amortization 0.51 1.88 2.39
Disposals (0.44) - (0.44)
As at March 31, 2026 11.00 4.23 15.23
Net book value
As at March 31, 2026 0.44 16.64 17.08
As at March 31, 2025 0.88 18.52 19.40

Note:

On transition to Ind AS (i.e. 1 April 2015), the Group elected to continue with the carrying value of all Intangible assets measured as per the previous GAAP and use that carrying value as the deemed cost of Intangible assets.

5 Investments

Particulars As at March 31, 2026 As at March 31, 2025
A) Non-current investments in Government securities
Unquoted at amortised cost
National Savings Certificates 0.29 0.29
(Pledged with government authorities)
0.29 0.29
B) Non-current investments in Equity shares
Quoted equity shares fully paid up, at fair value through other comprehensive income**
1,66,000* equity shares (March 31, 2025: 83,000 equity shares) of HDFC Bank Limited of ₹ 1/- each fully paid up 12.14 15.17
68,598 equity shares (March 31, 2025: 68,598 equity shares) of IDBI Bank Limited of ₹ 10/- each fully paid up 0.42 0.53
285 equity shares (March 31, 2025: 285 equity shares) of Bank of Baroda of ₹ 2/- each fully paid up 0.01 0.01
272,146 equity shares (March 31, 2025: 272,146 equity shares) of GTC Industries Limited of ₹ 10/- each fully paid up 0.58 0.94
22,500 equity shares (March 31, 2025: 22,500 equity shares) of Canara Bank of ₹ 2/- each fully paid up 0.28 0.20
Total 13.43 16.85
*Bonus equity shares received during the current year in the ratio of 1:1

Integrated Annual Report 2025-26
381


SHCL
SHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

5 Investments

Particulars As at March 31, 2026 As at March 31, 2025
C) Current Investments in Mutual funds
Quoted through, at fair value through profit and loss
1,69,09,148.78 units (March 31, 2025: Nil) of Aditya Birla Sun Life Arbitrage Fund - Growth - Direct Plan 50.81 -
2,37,97,648.36 units (March 31, 2025: Nil) of Axis Arbitrage Fund - Direct Growth - EADG 50.71 -
26,18,821.90 units (March 31, 2025: Nil) of ICICI Prudential Equity Arbitrage Fund - Direct Plan Growth 10.10 -
1,40,79,983.63 units (March 31, 2025: Nil) of Invesco India Arbitrage Fund - Direct Plan 51.01 -
1,78,55,717.31 units (March 31, 2025: Nil) of Mirae Asset Arbitrage Fund - Direct Plan - AFD1 25.33 -
1,68,68,831.54 units (March 31, 2025: Nil) of Nippon India Arbitrage Fund - Direct Growth Plan Growth Option - AFAG 50.75 -
3,21,77,629.96 units (March 31, 2025: Nil) of Tata Arbitrage Fund - Direct Plan - Growth 51.08 -
1,70,728.62 units (March 31, 2025: Nil) of Invesco India Corporate Bond Fund - Direct Plan 59.93 -
1,33,732.18 units (March 31, 2025: Nil) of Aditya Birla Sun Life Low Duration Fund - Growth - Direct Plan 10.18 -
3,46,903.15 units (March 31, 2025: Nil) of ICICI Prudential Savings Fund - Direct Plan - Growth 20.03 -
31,70,949.37 units (March 31, 2025: Nil) of ICICI Prudential Banking And PSU Debt Fund - Direct Plan - Growth 11.21 -
82,91,328.53 units (March 31, 2025: Nil) of UTI Banking & PSU Fund - Direct Plan - UTIBP 19.28 -
12,37,089.45 units (March 31, 2025: Nil) of DSP Savings Fund - Direct Plan - Growth 7.02 -
3,73,390.96 units (March 31, 2025: Nil) of ICICI Prudential Money Market Fund - Direct Plan - Growth 15.01 -
88,23,796.65 units (March 31, 2025: Nil) of Bandhan Money Market Fund - Direct Plan - Growth (Formerly known as Bandhan Money Manager Fund-Direct Plan - Growth) 40.34 -
73,524.23 units (March 31, 2025: Nil) of Axis Liquid Fund - Direct Growth - CFDG 22.53 -
28,209.58 units (March 31, 2025: 28,209.58 units) of SBI Liquid Fund Direct Growth 12.15 11.44
Nil (March 31, 2025: 30,393.64) of DSP Liquidity Fund - Direct Plan - Growth - 11.27
57,745.16 units units (March 31, 2025: 1,66,138.337 units) of Invesco India Money Market Fund - Direct Plan 19.03 51.35
60,225.57 units (March 31, 2025: 1,29,406.11 units) of Mirae Asset Liquid Fund (formerly Mirae Asset Cash Management Fund) - Direct Plan - CFD1 17.53 35.45
4,85,670.44 units (March 31, 2025: 3,26,540.32 units) of Aditya Birla Sun Life Money Manager Fund- Growth - Direct Plan 19.05 12.01
2,30,62,038.87 units (March 31, 2025: 1,49,18,195.09 units) of ICICI Prudential Corporate Bond Fund - Direct Plan - Growth 74.86 45.58
31,057.92 units (March 31, 2025: 20,680.74 units) of Nippon India Money Market Fund - Direct Growth Plan Growth Option - LQAG 13.66 8.52

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

5 Investments

Particulars As at March 31, 2026 As at March 31, 2025
1,21,238.61 units (March 31, 2025: 1,63,590.97 units) of Tata Money Market Fund - Direct Plan - Growth 61.09 77.15
2,27,82,626.61 units (March 31, 2025: 2,27,82,626.61 units) of SBI Corporate Bond Fund - Direct Plan - Growth 37.60 35.56
1,67,427.73 units (March 31, 2025: 5,26,714.87 units) of Axis Money Market Fund - Direct Plan - Growth - MMDG 25.32 74.58
4,58,64,991.74 units (March 31, 2025: 2,67,97,965.46 units) of Bandhan Corporate Bond Fund - Direct Plan - Growth 94.16 51.86
44,44,802.62 units (March 31, 2025: 44,44,802.62 units) of Aditya Birla Sun Life Corporate Bond Fund - Growth - Direct Plan 52.41 49.98
3,10,42,842.32 units (March 31, 2025: 3,10,42,842.32 units) of HDFC Corporate Bond Fund - Direct Plan - Growth 105.96 101.02
Nil (March 31, 2025: 75,07,148.16 units) of SBI Gilt Fund - Direct Plan - Growth - 51.88
Nil units (March 31, 2025: 55,291.46 units) of Baroda BNP Paribas Liquid Fund - Direct Growth - 622.74
Total 1028.14 622.74
Total Non-current Investments (A+B+C) 13.72 17.14
Total Current Investments (D) 1,028.14 634.18
Total 1,041.86 651.32
Aggregate carrying value of quoted investments 1,041.57 639.59
Aggregate market value of quoted investments 1,041.57 639.59
Aggregate value of unquoted investments 0.29 0.29
Total 1,041.86 639.88

** Investments at fair value through OCI (fully paid) reflect investments in quoted equity securities. These equity shares are designated as FVTOCI as they are not held for trading purpose and are not in similar line of business as the Company. Thus disclosing their fair value fluctuation in profit or loss will not reflect the purpose of holding. The holding company has not transferred any gain or loss within equity. Refer Note 39 for determination of their fair values.

6A Loans

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good, unless stated otherwise) (at amortised cost)
Loan to employees 0.35 0.59
Total 0.35 0.59

No loans are due from directors of the Holding Company or subsidiary either severally or jointly with any other person except otherwise stated above.

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

6B Other financial assets (unsecured considered good)

Particulars As at March 31, 2026 As at March 31, 2025
Security Deposits 2.71 2.68
Bank deposits having remaining maturity of more than 12 months
- On escrow account# 19.46 16.35
- Fixed deposits with remaining maturity more than 12 months 2.50 -
Total other financial assets 24.67 19.03

As per the guidelines of the Ministry of Coal, Government of India all Coal Mine owners who are operating Coal Mines are required to prepare a Mine Closure Plan and need to open an escrow for depositing money towards mine closure activity on approval of such plan. Annual amount to be deposited shall be as per mine closure plan. Total amount deposited along with interest accrued shall be refunded as per conditions of approved mine plan.

7 Other-non current assets

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured considered good)
Capital advances 11.97 45.28
Deposits with statutory authorities under protest 12.81 12.66
Total other non current assets 24.78 57.94

No advances are due from directors or other officers of the Holding Company or subsidiary either severally or jointly with any other person. Nor any advances are due from firm or any private companies respectively in which any director is a partner, a director or a member.

8 Inventories

Particulars As at March 31, 2026 As at March 31, 2025
Inventories valued at lower of cost and net realizable value
Raw materials 277.63 335.78
[includes in transit ? Nil crores (March 31, 2025: ? 62.28 crores)]
Work-in-progress (at cost) 5.56 5.50
Finished goods 121.46 142.94
[includes in transit ? 34.10 crores (March 31, 2025: ? 46.99 crores)]
Stock-in-trade # 14.51 16.81
[includes in transit ? 1.52 crores (March 31, 2025: Nil)
Stores and spares # 177.61 124.62
Total inventories 596.77 625.65

As at year-end, the above inventories are net of provision on account of net realisable value of ? 4.32 crores (March 31, 2025: ? 3.99 crores).

The amount of provision charged to statement of profit and loss is ? 0.33 crore (March 31, 2025: ? 1.89 crores).

All inventories of the Group have been hypothecated to secure borrowings of the Company (refer note 16).

9 Trade Receivables

Particulars As at March 31, 2026 As at March 31, 2025
Trade Receivables 173.02 209.75
173.02 209.75

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

9 Trade Receivables

Break-up for Trade receivables

Particulars As at March 31, 2026 As at March 31, 2025
Trade Receivables
- Secured, considered good* 16.09 10.94
- Unsecured, considered good 156.93 198.81
- Credit impaired 1.80 -
174.82 209.75
Impairment allowance on trade receivables
- Credit impaired (1.80) -
Total Trade receivables 173.02 209.75

Trade Receivables Ageing Schedule

As at March 31, 2026

Particulars Outstanding for following Years from due date of payment
Current but Not Due Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed trade receivables - considered good 100.08 72.09 0.62 0.16 0.00 0.07 173.02
Undisputed trade receivables - which have significant increase in credit risk - - - - - - -
Undisputed trade receivable - credit impaired - - - 1.80 - - 1.80
Disputed trade receivables - considered good - - - - - - -
Disputed trade receivables - which have significant increase in credit risk - - - - - - -
Disputed trade receivables - credit impaired - - - - - - -
100.08 72.09 0.62 1.96 0.00 0.07 174.82

As at March 31, 2025

Particulars Outstanding for following Years from due date of payment
Current but Not Due Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed trade receivables - considered good 122.68 87.02 0.05 - - - 209.75
Undisputed trade receivables - which have significant increase in credit risk - - - - - - -
Undisputed trade receivable - credit impaired - - - - - - -

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

9 Trade Receivables

Particulars Outstanding for following Years from due date of payment
Current but Not Due Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years Total
Disputed trade receivables - considered good - - - - - - -
Disputed trade receivables - which have significant increase in credit risk - - - - - - -
Disputed trade receivables - credit impaired - - - - - - -
122.68 87.02 0.05 - - - 209.75

No trade or other receivable are due from directors or other officers of the Holding Company or subsidiary either severally or jointly with any other person. Nor any trade or other receivable are due from firm or private companies respectively in which any director is a partner, a director or a member.

Trade receivables are non-interest bearing and are generally on terms of 15 to 90 days.

There are no unbilled receivables, hence the same is not disclosed in the ageing schedule.

*Trade receivables are secured against letter of credits issued by customers and deposit from dealers.

10A Cash and cash equivalents

Particulars As at March 31, 2026 As at March 31, 2025
Balances with bank
- On current accounts 44.04 41.07
- Deposits with original maturity of less than three months - 57.50
Cash on hand 0.08 0.06
Total cash and cash equivalents 44.12 98.63

For the purpose of the statement of cash flows, cash and cash equivalents comprise the following:

Particulars As at March 31, 2026 As at March 31, 2025
Balances with bank
- On current accounts 44.04 41.07
- Deposits with original maturity of less than three months - 57.50
Cash on hand 0.08 0.06
44.12 98.63

Cash at banks earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying Years of between one day and three months, depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

10B Bank balances other than cash and cash equivalents

Particulars As at March 31, 2026 As at March 31, 2025
- On unpaid dividend accounts 7.14 6.41
- Deposits with original maturity more than 3 months but less than 12 months# 38.06 340.20
- On account of margin money deposited* 0.60 0.66
Total bank balances other than cash and cash equivalents 45.80 347.27
  • Deposits are made for varying year of three months to twelve month depending upon the immediate cash requirement of the Group and earn interest at the respective deposit rate.
  • Margin money held with banks against letter of credits(LC).

Changes in liabilities arising from financing activities and for non-cash financing and investing activities

Particulars As at March 31, 2026 As at March 31, 2025
Opening balance of borrowings and lease liabilities 118.90 210.08
New leases 3.33 9.87
Termination of leases (2.11) (0.26)
Interest on leases 1.97 1.84
Cash flows (38.73) (102.86)
Changes in fair values** (0.06) 0.23
Closing Balance of borrowings 83.30 118.90

** includes the effect of interest accrued but not due on borrowings and amortisation of borrowings.

11A Loans

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good, unless stated otherwise)
Loan to employees 0.90 1.05
Others - 5.77
Total Loans 0.90 6.82

No loans are due from directors or other officer of the Group either severally or jointly with any other person. Nor any loans are due from firm or any private companies respectively in which any director is a partner, a director or a member.

Breakup of financial assets carried at amortised cost

Particulars As at March 31, 2026 As at March 31, 2025
Loans (Refer Note 6A & 11A) 1.25 7.41
Security Deposits (Refer Note 6B) 2.71 2.68
Trade receivables (Refer Note 9) 173.02 209.75
Cash and cash equivalents (Refer Note 10A) 44.12 98.63
Investments (Refer Note 5B) 0.29 0.29
Other financial asset (Refer Note 11C) 0.87 5.72
Total financial assets carried at amortised cost 222.26 324.48

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

11B Derivate instruments

Particulars As at March 31, 2026 As at March 31, 2025
Derivative instruments at fair value through profit or loss
Derivatives not designated as hedges- Foreign exchange forward contracts (net) 4.25 -
Total derivative instruments at fair value through profit or loss 4.25 -

Derivative instruments at fair value through profit or loss reflect the positive change in fair value of those foreign exchange forward contracts that are not designated in hedge relationships, but are, nevertheless, intended to reduce the level of foreign currency risk for expected sales and purchases.

11C Other financial asset

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good, unless stated otherwise)
Interest receivable on deposits 0.25 5.01
Others (Includes claim receivable) 0.62 0.71
Total Other financial asset 0.87 5.72

12 Income Tax and deferred tax

(a) Non Current tax assets (net)

Particulars As at March 31, 2026 As at March 31, 2025
Advance income tax including TDS (net of provisions) 44.82 37.73
Total 44.82 37.73

(b) Reconciliation of tax expense and the accounting profit multiplied by India's statutory tax rate for March 31, 2026 and March 31, 2025:

Particulars As at March 31, 2026 As at March 31, 2025
Profit before tax 642.33 836.07
At India's statutory income tax rate of 25.168% 161.66 210.42
Adjustments of tax on following items to arrive at tax as per statement of profit and loss:
- Depreciation on capital assets not allowable as per Income Tax Act, 1961 1.20 1.67
- Charity, donation and CSR expenses 5.20 7.83
- items disallowed under Income Tax Act, 1961 0.26 0.39
- Impact on change in indexed cost of acquisition on fair valuation gain of land - (10.84)
- Consolidation adjustments 1.60 0.53
- Others 0.15 0.15
170.07 210.15
Current tax reported in the statement of profit and loss 161.90 213.06
Deferred tax charge reported in the statement of profit and loss 8.17 (2.91)
170.07 210.15

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

12 Income Tax and deferred tax

Particulars As at March 31, 2026 As at March 31, 2025
Tax adjustments for earlier years:
- Current tax (0.20) 1.29
- Deferred tax - 0.48
Total tax expenses 169.87 211.92

(c) Deferred tax (credit)/expense relates to the following:

Particulars As at March 31, 2026 As at March 31, 2025
Property, plant and equipment 0.48 (4.97)
Unamortised borrowing costs (0.03) (0.07)
Right to use assets (0.18) 1.81
Unrealised gain on investments at FVTPL 6.18 2.88
Unrealised gain on investments at FVTOCI (0.36) 0.38
Derivative liability 1.70 (0.69)
Expenditure allowable on payment basis under Section 43B of Income Tax Act, 1961 0.19 (0.69)
Lease liabilities 0.05 (2.01)
Other comprehensive income (0.50) (0.18)
Items under Section 35 DDA of Income Tax Act, 1961 0.24 0.23
Items under Section 35D of Income tax Act, 1961 - 0.31
Impairment allowance on trade receivable (0.45) -
Deferred tax (credit)/expenses 7.32 (3.00)
Disclosed as follows:
Recognised in other comprehensive income (0.85) (0.57)
Recognised in profit and loss 8.17 (2.91)
Deferred tax expense for earlier years recognised in statement of profit and loss under tax expense - 0.48
Total Deferred tax (credit)/expense 7.32 (3.00)

(d) Deferred tax relates to the following:

Particulars As at March 31, 2026 As at March 31, 2025
Deferred tax liabilities on:
Property, plant and equipment (249.23) (248.75)
Unamortised borrowing costs (0.04) (0.07)
Right to use assets (4.08) (4.26)
Unrealised gain on investments at FVTPL (10.45) (4.27)
Unrealised gain on investments at FVTOCI (0.38) (0.74)
Derivative Instrument (1.07) -
Deferred tax assets on:
Derivative Instrument - 0.63
Expenditure allowable on payment basis under Section 43B of Income Tax Act, 1961 3.65 3.84
Lease liabilities 5.33 5.38
Other Comprehensive income 1.44 0.94

Integrated Annual Report 2025-26
389


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

12 Income Tax and deferred tax

Particulars As at March 31, 2026 As at March 31, 2025
items under Section 35 DDA of Income Tax Act, 1961 0.23 0.47
Items under Section 35D of Income tax Act, 1961 4.72 4.72
Impairment allowance on trade receivable 0.45 -
Net deferred tax liabilities (249.43) (242.11)

Reflected in the balance sheet as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Deferred tax assets 15.82 15.98
Deferred tax liabilities (265.25) (258.09)
Deferred tax liabilities, net (249.43) (242.11)

The Holding Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.

13 Other current assets

Particulars As at March 31, 2026 As at March 31, 2025
(Unsecured, considered good unless stated otherwise)
Balances with statutory authorities 8.41 9.83
Advances to vendors 15.53 12.45
Prepaid expenses 3.17 3.27
Total other current assets 27.11 25.55

No advances are due from directors or other officers of the Holding Company or subsidiary either severally or jointly with any other person. Nor any advances are due from firm or any private companies respectively in which any director is a partner, a director or a member other than stated above.

14 Share capital

Authorised share capital

Particulars Number of Shares (of ₹ 10 each) Amount
As at April 01, 2024 14,00,00,000 175.00
Increase/(Decrease) during the year* - -
As at March 31, 2025 14,00,00,000 175.00
Increase/(Decrease) during the year - -
As at March 31, 2026 14,00,00,000 175.00

Terms/ rights attached to equity shares

The Holding Company has one class of equity shares having a par value of ₹ 10 per share. Each shareholder is entitled to one vote per equity share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuring Annual General Meeting, except in case of interim dividend. In the event of liquidation on the Holding Company, the equity shareholders are eligible to receive remaining assets of the Holding Company, after distribution of all preferential amounts, in proportion to their shareholding. The Holding Company declares and pay dividend in Indian Rupee.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

14 Share capital

Issued, Subscribed and fully paid up equity shares

Particulars Number of Shares Amount
Equity shares of ₹ 10 each issued, subscribed and fully paid
As at April 01, 2024 9,57,23,986 95.72
Changes in share capital - ESOS issued during the year (May 06, 2024) 30,800 0.03
As at March 31, 2025 9,57,54,786 95.75
Changes in share capital - ESOS issued during the year (May 17, 2025) 3,17,300 0.32
Changes in share capital- Buyback during the year* (41,37,931) (4.14)
As at March 31, 2026 9,19,34,155 91.93

*The Board of Directors at their meeting held on November 01, 2025, approved buyback of fully paid-up equity shares of face value of ₹ 10 each for a total amount not exceeding ₹ 300.00 crores. The buyback offer approved by Board of Directors comprised a purchase of 41,37,931 equity shares which is approximately 4.31% of the total paid-up equity shares capital of the Holding Company as at September 30, 2025 at a price of ₹ 725/- per equity share. The buyback is made from all eligible equity shareholders (excluding Promoter and Promoters Group) of the Holding Company as on the record date i.e. November 14, 2025 on a proportionate basis through the "Tender offer" route. The Holding Company concluded the buyback procedures on December 02, 2025 and 41,37,931 equity shares were bought back and extinguished. The buyback resulted in a cash outflow of ₹ 300.00 crores (excluding transaction cost). The Holding Company funded the buyback form its free reserve including securities premium as explained in Section 68 of the Companies Act, 2013. In accordance with Section 69 of the Companies Act, 2013, the Holding Company has created a Capital Redemption Reserve equal to the nominal value of shares bought back as an appropriation from the general reserve.

Details of shareholders holding more than 5% shares in the company

Particulars As at March 31, 2026 As at March 31, 2025
Promoter & Promoter Group 19.87% 19.04%

As per records of the Holding Company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

Aggregate number of equity shares bought back during the period of five years immediately preceding the reporting date:

Particulars March 31, 2026 March 31, 2025 March 31, 2024 March 31, 2023 March 31, 2022
Number of Equity shares buyback 41,37,931 - - - -

As per records of the Holding Company, including its register of shareholders/ members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

Shares reserved for issue under options

For details of shares reserved for issue under the Share based payment plan of the Holding Company, please Refer Note 33.

Details of shares held by promoters as at March 31, 2026

S No. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end %of total shares % Change during the year*
1 Hindustan Commercial Company Limited 29,44,737 35,000 29,79,737 3.24% 0.04%
2 Gems Commercial Company Limited 29,40,207 - 29,40,207 3.20% 0.00%
3 Banjax Limited 27,89,700 - 27,89,700 3.03% 0.00%
4 Hexabond Limited 27,18,200 - 27,18,200 2.96% 0.00%
5 Oval Investment Private Limited 25,88,848 - 25,88,848 2.82% 0.00%
6 Lhonak International Private Limited 13,65,599 - 13,65,599 1.49% 0.00%
7 Anurag Dalmia (HUF) 5,85,124 - 5,85,124 0.64% 0.00%
8 Carissa Investment Private Limited 4,81,752 - 4,81,752 0.52% 0.00%
9 Harvatex Engineering and Processing Company Limited 4,15,723 - 4,15,723 0.45% 0.00%
10 WGF Financial Services Limited 3,78,807 - 3,78,807 0.41% 0.00%

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

14 Share capital

S No. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end %of total shares % Change during the year*
11 Anurag Trading Leasing and Investment Company Private Limited 2,87,200 - 2,87,200 0.31% 0.00%
12 Dalmia Finance Limited 2,00,244 - 2,00,244 0.22% 0.00%
13 Archana Trading And Investment Company Private Limited 1,32,848 - 1,32,848 0.14% 0.00%
14 Anurag Dalmia 1,25,225 - 1,25,225 0.14% 0.00%
15 Neelabh Dalmia 1,22,201 3,200 1,25,401 0.14% 0.00%
16 Bharatpur Investment Limited 38,842 - 38,842 0.04% 0.00%
17 Sanjay Trading Investment Company Private Limited 29,100 - 29,100 0.03% 0.00%
18 General Exports And Credits Limited 17,000 - 17,000 0.02% 0.00%
19 Golden Tobacco Limited 16,578 - 16,578 0.02% 0.00%
20 Pashupatinath Commercial Private Limited 15,000 - 15,000 0.02% 0.00%
21 Sovereign Commercial Private Limited 6,000 - 6,000 0.01% 0.00%
22 Dalmia Housing Finance Limited 5,707 - 5,707 0.01% 0.00%
23 Trishul Commercial Private Limited 5,100 - 5,100 0.01% 0.00%
24 Swastik Commercial Private Limited 3,700 - 3,700 0.00% 0.00%
25 Alankar Commercial Private Limited 2,600 - 2,600 0.00% 0.00%
26 Ricklunsford Trade And Industrial Investment Limited 1,960 - 1,960 0.00% 0.00%
27 Chirawa Investment Limited 1,860 - 1,860 0.00% 0.00%
28 Mourya Finance Limited 1,860 - 1,860 0.00% 0.00%
29 Lakshmi Vishnu Investment Limited 1,860 - 1,860 0.00% 0.00%
30 Sikar Investment Company Limited 1,800 - 1,800 0.00% 0.00%
31 Antarctica Investment Private Limited 768 - 768 0.00% 0.00%
32 Comosum Investment Private Limited 701 - 701 0.00% 0.00%
33 Lovely Investment Private Limited 645 - 645 0.00% 0.00%
34 Altar Investment Private Limited 318 - 318 0.00% 0.00%
35 Ilac Investment Private Limited - - - 0.00% 0.00%
36 Dear Investment Private Limited 55 - 55 0.00% 0.00%
Total 1,82,27,869 38,200 1,82,66,069 19.87% 0.04%
  • Change during the year is on account of shares issued pursuant to exercise of employee stock option.

Details of shares held by promoters as at March 31, 2025

S no. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end %of total shares % Change during the year*
1 Hindustan Commercial Company Limited 29,44,737 - 29,44,737 3.08% 0.00%
2 Gems Commercial Company Limited 29,40,207 - 29,40,207 3.07% 0.00%
3 Banjax Limited 27,89,700 - 27,89,700 2.91% 0.00%
4 Hexabond Limited 27,18,200 - 27,18,200 2.84% 0.00%
5 Oval Investment Private Limited 25,88,848 - 25,88,848 2.70% 0.00%
6 Lhonak International Private Limited 13,65,599 - 13,65,599 1.43% 0.00%
7 Anurag Dalmia (HUF) 5,85,124 - 5,85,124 0.61% 0.00%
8 Carissa Investment Private Limited 4,81,752 - 4,81,752 0.50% 0.00%

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

14 Share capital

S no. Promoter name No. of Shares at beginning of the year Change during the year No. of Shares at the year end % of total shares % Change during the year*
9 Harvatex Engineering and Processing Company Limited 4,15,723 - 4,15,723 0.43% 0.00%
10 WGF Financial Services Limited 3,78,807 - 3,78,807 0.40% 0.00%
11 Anurag Trading Leasing and Investment Company Private Limited 2,87,200 - 2,87,200 0.30% 0.00%
12 Dalmia Finance Limited 2,00,244 - 2,00,244 0.21% 0.00%
13 Archana Trading And Investment Company Private Limited 1,32,848 - 1,32,848 0.14% 0.00%
14 Anurag Dalmia 1,25,225 - 1,25,225 0.13% 0.00%
15 Neelabh Dalmia 1,20,600 1,601 1,22,201 0.13% 0.00%
16 Bharatpur Investment Limited 38,842 - 38,842 0.04% 0.00%
17 Sanjay Trading Investment Company Private Limited 29,100 - 29,100 0.03% 0.00%
18 General Exports And Credits Limited 17,000 - 17,000 0.02% 0.00%
19 Golden Tobacco Limited 16,578 - 16,578 0.02% 0.00%
20 Pashupatinath Commercial Private Limited 15,000 - 15,000 0.02% 0.00%
21 Sovereign Commercial Private Limited 6,000 - 6,000 0.01% 0.00%
22 Dalmia Housing Finance Limited 5,707 - 5,707 0.01% 0.00%
23 Trishul Commercial Private Limited 5,100 - 5,100 0.01% 0.00%
24 Swastik Commercial Private Limited 3,700 - 3,700 0.00% 0.00%
25 Alankar Commercial Private Limited 2,600 - 2,600 0.00% 0.00%
26 Ricklunsford Trade And Industrial Investment Limited 1,960 - 1,960 0.00% 0.00%
27 Chirawa Investment Limited 1,860 - 1,860 0.00% 0.00%
28 Mourya Finance Limited 1,860 - 1,860 0.00% 0.00%
29 Lakshmi Vishnu Investment Limited 1,860 - 1,860 0.00% 0.00%
30 Sikar Investment Company Limited 1,800 - 1,800 0.00% 0.00%
31 Antarctica Investment Private Limited 768 - 768 0.00% 0.00%
32 Comosum Investment Private Limited 701 - 701 0.00% 0.00%
33 Lovely Investment Private Limited 645 - 645 0.00% 0.00%
34 Altar Investment Private Limited 318 - 318 0.00% 0.00%
35 Ilac Investment Private Limited 217 (217) - 0.00% 0.00%
36 Dear Investment Private Limited 55 - 55 0.00% 0.00%
Total 1,82,26,485 1,384 1,82,27,869 19.04% 0.00%
  • Change during the year on account of shares issued pursuant to exercise of employee stock option.

15 Other equity

Particulars As at March 31, 2026 As at March 31, 2025
Capital reserve (Note 15A) 7.57 7.57
Capital redemption reserve (Note 15B) 20.49 16.36
Securities premium (Note 15C) - 27.73
Retained earnings (Note 15D) 3419.93 3,315.54
Share based payment reserve (Note 15E) 5.83 12.37
Treasury shares (refer note 15F) (5.35) (5.35)

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

15 Other equity

Particulars As at March 31, 2026 As at March 31, 2025
General reserve (Note 15G) - 5.45
FVTOCI reserve (Note 15H) 11.52 14.58
Foreign currency translation reserve (Note 15I) - (1.12)
Total 3459.96 3,393.09

Notes:

15A Capital reserve

Particulars Amount
As at April 01, 2024 7.57
Changes during the year -
As at March 31, 2025 7.57
Changes during the year -
As at March 31, 2026 7.57

The Parent had recognised cash subsidy received from government on account of its operations, surplus on re-issue of forfeited shares and forfeiture of preferential warrants under capital reserve in earlier years.

15B Capital redemption reserve

Particulars Amount
As at April 01, 2024 16.36
Changes during the year -
As at March 31, 2025 16.36
Changes during the year (Refer Note 15J) 4.13
As at March 31, 2026 20.49

In earlier years, an amount of ₹ 16.36 crores (equivalent to the nominal value of the equity shares bought back and cancelled by the parent company) was transferred to Capital Redemption Reserve from General Reserves pursuant to the provisions of Section 69 of the Companies Act, 2013 and the Article 7 of the Article of Association of the Company.

15C Securities premium

Particulars Amount
As at April 01, 2024 26.06
Changes during the year - on account of shares issued pursuant to exercise of employee stock option by the employees 1.67
As at March 31, 2025 27.73
Changes during the year - on account of shares issued pursuant to exercise of employee stock option by the employees 18.01
Changes - Utilised on account of buyback during the year (Refer Note 15J) (45.74)
As at March 31, 2026 -

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

15 Other equity

The Holding company has issued 3,17,300 (March 31, 2025: 30,800 equity shares of ₹ 10 each under ESOS Scheme. The excess of aggregate consideration received over the face value of shares amounting to ₹ 18.01 crores (March 31, 2025: ₹ 1.67 crores) is credited to the Securities premium.

15D Retained earnings

Particulars Amount
As at April 01, 2024 2,808.55
Changes during the year - Profit for the year 624.15
Changes during the year - Dividend paid during the year* (114.35)
Changes during the year - Other comprehensive income - Re-measurement gain/(loss) on defined benefit plans (2.81)
Changes during the year - Dividend distribution on demerger pursuant to the scheme of arrangement (refer note 45) -
As at March 31, 2025 3,315.54
Changes during the year - Profit for the year 472.46
Changes during the year - Dividend paid during the year* (114.73)
Changes during the year - Buyback of equity shares (Refer Note 15J) (251.03)
Changes during the year - Other comprehensive income - Re-measurement gain/(loss) on defined benefit plans (1.47)
Transfer of foreign currency translation reserve to profit and loss (0.95)
As at March 31, 2026 3,419.93

Retained earnings are the profit/(loss) that the Group has earned/incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement gain / (loss) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.

  • Net of dividend paid on Treasury shares acquired by GHCL Employees Stock Option Trust.

15E Share based payment reserve

Particulars Amount
As at April 01, 2024 12.96
Reserve created during the year (0.59)
As at March 31, 2025 12.37
Reserve created during the year (6.54)
As at March 31, 2026 5.83

The parent company has share option scheme under which options to subscribe for the Company's shares have been granted to certain executives and senior employees.

The share-based payment reserve is used to recognise the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration. Refer Note 33 for further details of these plans.

Integrated Annual Report 2025-26
395


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

15 Other equity

15F Treasury shares

Particulars Amount
As at April 01, 2024 (5.35)
Changes during the year -
As at March 31, 2025 (5.35)
Changes during the year -
As at March 31, 2026 (5.35)

This reserve represents own equity shares held by GHCL Employees Stock Option Trust.

15G General reserve

Particulars Amount
As at April 01, 2024 5.45
Changes during the year -
As at March 31, 2025 5.45
Changes - Utilised on account of buyback during the year (Refer Note 15J) (5.45)
As at March 31, 2026 -

Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10% of the paid-up capital of the Holding Company for that year, then the total dividend distribution is less than the total distributable results for that year. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.

15H FVTOCI reserve

Particulars Amount
As at April 01, 2024 11.98
Changes during the year 2.60
As at March 31, 2025 14.58
Changes during the year (3.06)
As at March 31, 2026 11.52

The Parent Company recognises the profit or loss on fair value of investments under fair value through other comprehensive income (FVTOCI) reserve.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

15 Other equity

15I Foreign currency translation reserve

Particulars Amount
As at April 01, 2024 (0.77)
Changes during the year (0.35)
As at March 31, 2025 (1.12)
Changes during the year 0.29
Transfer of foreign currency translation reserve to profit and loss 0.83
As at March 31, 2026 -
The Parent Company recognises the profit or loss on fair value of investments under fair value through other comprehensive income (FVTOCI) reserve.
Grand Total (15) as on March 2025 3,393.09
Grand Total (15) as on March 2026 3459.96

Distributions made and proposed

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Cash dividends on equity shares declared and paid:
Final dividend for the year ended March 31, 2025: ₹ 12.00/- per equity share (March 31, 2024: ₹ 12.00/- per equity share) * 114.73 114.35
114.73 114.35
  • Net of dividend paid on Treasury shares of ₹ 0.56 crores (March 31, 2024 : ₹ 0.56 crores) acquired by GHCL Employees Stock Option Trust.
Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Proposed dividends on Equity shares:
Proposed dividend for the year ended March 31, 2026: ₹ 12.00/- per equity share (March 31, 2025: ₹ 12.00/- per equity share)** 109.76 114.35
109.76 114.35

** Net of dividend proposed on Treasury shares of ₹ 0.56 crore (March 31, 2025: ₹ 0.56 crore) acquired by GHCL Employees Stock Option Trust.

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognized as a liability as at year end.

15J

The Board of Directors of the Holding Company at their meeting held on November 01, 2025, approved buyback of fully paid-up equity shares of face value of ₹ 10 each for a total amount not exceeding ₹ 300.00 crores. The buyback offer approved by Board of Directors comprised a purchase of 41,37,931 equity shares which is approximately 4.31% of the total paid-up equity shares capital of the Holding Company as at September 30, 2025 at a price of ₹ 725/- per equity share. The buyback is made from all eligible equity shareholders (excluding Promoter and Promoters Group) of the Holding Company as on the record date i.e. November 14, 2025 on a proportionate basis through the "Tender offer" route. The Holding Company concluded the buyback procedures on December 02, 2025 and 41,37,931 equity shares were bought back and extinguished. The Holding Company funded the buyback form its free reserve including securities premium as explained in Section 68 of the Companies Act, 2013. In accordance with Section 69 of the Companies Act, 2013, the Holding Company has created a Capital Redemption Reserve equal to the nominal value of shares bought back as an appropriation from the general reserve.

Integrated Annual Report 2025-26
397


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

The buyback resulted in a cash outflow of ₹ 302.23 crores (including transaction cost of ₹ 2.23 crore, net of its income tax) which has been accounted under following heads:

Particulars Accounting Head ₹ in crores
Face value of 41,37,931 equity share of ₹ 10 each) Equity share capital 4.14
Amount equivalent to nominal value of the equity shares bought back and cancelled by the Holding Company has been transferred to Capital Redemption Reserve from General Reserves pursuant to the provisions of Section 69 of the Companies Act, 2013 and the Article 7 of the Article of Association of the Company. General reserve 4.13
Amount equivalent to nominal value of the equity shares bought back and cancelled by the Holding Company has been transferred to Capital Redemption Reserve from General Reserves pursuant to the provisions of Section 69 of the Companies Act, 2013 and the Article 7 of the Article of Association of the Company. Capital redemption reserve (4.13)
Reserve utilised on account of buyback during the year General reserve 1.32
Reserve utilised on account of buyback during the year Securities premium 45.74
Reserve utilised on account of buyback during the year Retained earnings 251.03
Total 302.23

16 Borrowings

16A Non-current borrowings

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Term loans
From banks
Rupee term loans (secured) (at amortised cost) 34.20 61.53
Total non-current borrowings 34.20 61.53
Current borrowings
Interest accrued but not due on borrowings 0.45 0.65
Current maturities of long term loan - -
- Rupee term loans (secured) 27.48 35.33
Total current borrowings 27.93 35.98
Total 62.13 97.51

16.1 Term loans from Banks / institutions have been secured against: -

a) Loan aggregating to ₹ 61.68 crores (March 31, 2025: ₹ 96.86 crores) is secured by way of first pari passu charge on movable assets of Soda Ash Division situated at village Sutrapada, Veraval, Gujarat both present and future. The outstanding loan as at March 31, 2026 ₹ 61.68 crores availed from Export-Import Bank of India (Exim Bank) and is repayable 9 equal quarterly instalments of ₹ 6.86 crores each. The loan presently carries an interest rate of 8.10% per annum.

b) Out of all the aforesaid secured loan of ₹ 61.68 crores (March 31, 2025: ₹ 96.86 crores), an amount of ₹ 27.48 crores (March 31, 2025: ₹ 35.33 crores) is due for payment in next 12 months and accordingly reported under Note 16(B) under the head "Short term borrowings" as "current maturities of Long Term Borrowings".


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

16 Borrowings

16B Current borrowings

Particulars As at March 31, 2026 As at March 31, 2025
Current maturities of long term borrowings (at amortised cost) 27.48 35.33
Interest accrued but not due on borrowings 0.45 0.65
Total secured short term borrowing 27.93 35.98

16.2 Short term borrowings:

(a) The Holding Company has a total sanctioned working capital limit of ₹ 450 crores (March 31, 2025 : ₹ 450 crores) which is undrawn. Such facility is secured by way of hypothecation on inventory and trade receivables.
(b) Credit facilities in foreign currency: The Holding Company has not availed any short term foreign currency facility during the current financial year.
(c) Quarterly returns or statements of current assets filed by the Company with banks or financial institutions are in agreement with the books of accounts.
(d) The Holding Company has satisfied all the loan covenants.

17 Provisions

17A Long term provisions

Particulars As at March 31, 2026 As at March 31, 2025
Provision for Mines restoration * 6.95 5.72
Total 6.95 5.72
  • The Holding Company has made a provision for estimated expenditure required to restore quarries and mines. The total estimate of restoration expenses is apportioned over the years of estimated mineral reserves and a provision is made based on minerals extracted during the year. The total estimate of restoration expenses is reviewed yearly, on the basis of technical estimates.

Movement of provisions

Particulars As at March 31, 2026 As at March 31, 2025
At the beginning of the year 5.72 5.84
Arising during the year 4.78 0.35
Utilised (3.55) (0.47)
At the end of the year 6.95 5.72

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

17 Provisions

17B Short term provisions

Particulars As at March 31, 2026 As at March 31, 2025
Provision for compensated absences 13.88 12.67
Provision for Gratuity (Refer Note 32) 2.68 3.82
Total 16.56 16.49

18 Trade payables

Particulars As at March 31, 2026 As at March 31, 2025
Trade payables
- Total outstanding dues of micro enterprises and small enterprises (refer note 18B for details of dues to micro and small enterprises) 55.42 35.40
- Total outstanding dues of creditors other than micro enterprises and small enterprises 224.87 129.76
280.29 165.16
Trade payables related parties (refer note 36) 2.26 2.27
Trade payables other than related parties 278.03 162.89
280.29 165.16

18A Trade Payables Ageing Schedule :

As at March 31, 2026

Particulars Outstanding for following Years from due date of payment
Unbilled Not Due Less than 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed dues of micro enterprises and small enterprises - 51.94 2.71 - 0.03 - 54.68
Undisputed dues of creditors other than micro enterprises and small enterprises 137.91 58.56 27.87 0.30 0.01 0.22 224.87
Disputed dues of micro enterprises and small enterprises - - - 0.74 - - 0.74
Disputed dues of creditors other than micro enterprises and small enterprises - - - - - - -
Total 137.91 110.50 30.58 1.04 0.04 0.22 280.29

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

18 Trade payables

As at March 31, 2025

Particulars Outstanding for following Years from due date of payment
Unbilled Not Due Less than 1 year 1-2 years 2-3 years More than 3 years Total
Undisputed dues of micro enterprises and small enterprises - 31.51 3.86 0.03 - - 35.40
Undisputed dues of creditors other than micro enterprises and small enterprises 41.30 60.56 26.73 0.02 0.03 1.12 129.76
Disputed dues of micro enterprises and small enterprises - - - - - - -
Disputed dues of creditors other than micro enterprises and small enterprises - - - - - - -
Total 41.30 92.07 30.59 0.05 0.03 1.12 165.16

Terms and conditions of the above trade payables :

Trade payables are non-interest bearing and normally settled on 30-90 days.

For terms and conditions with related parties (refer note 36).

18B Details of dues to micro and small enterprises as defined under the MSMED Act, 2006 :

Particulars As at March 31, 2026 As at March 31, 2025
i) The principal amount and the interest due thereon remaining unpaid to any supplier as at the end of each accounting year
- Principal amount due to micro and small enterprises (including capital creditors of ₹ 3.66 crores (March 31, 2025: ₹ 5.81 crores)) 59.08 41.21
- Interest due on above - -
ii) The amount of interest paid by the buyer in terms of section 16 of the MSMED Act 2006 along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year - -
- Principal 0.02 0.02
- Interest * 0.00 0.00
iii) The amount of interest due and payable for the year of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under the MSMED Act 2006. - -
iv) The amount of interest accrued and remaining unpaid at the end of each accounting year - -
v) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the MSMED Act 2006 - -
  • 0.00 represents amount below ₹ 50,000/-.

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

19 Financial Liabilities

19A Derivative instruments

Particulars As at March 31, 2026 As at March 31, 2025
Derivative instruments at fair value through profit or loss
Derivatives not designated as hedges - Foreign exchange forward contracts (net) - 2.52
Total derivative instruments - 2.52

While the Group entered into foreign exchange forward contracts with the intention of reducing the foreign exchange risk of expected sales and purchases, these other contracts are not designated in hedge relationships and are measured at fair value through profit or loss.

19B Other financial liabilities

Particulars As at March 31, 2026 As at March 31, 2025
Dealer deposits * 4.70 4.70
Security deposits 0.96 0.92
Capital creditors** 26.46 44.13
Unpaid dividend 7.14 6.41
Employee benefit related payable 24.90 31.05
Others financial liabilities 0.57 0.56
64.73 87.77
  • Dealer deposits for Soda Ash division are interest bearing. Interest payable is normally settled annually.
    ** Including MSME ₹ 3.66 crores (March 31, 2025 : ₹ 5.81 crores) refer note 18B

20 Other liabilities

Particulars As at March 31, 2026 As at March 31, 2025
Statutory dues 37.52 53.28
Liability towards Corporate Social Responsibility (Refer Note 28B) 2.00 -
Liability for deficit in PF Trust 1.21 0.61
Total other liabilities 40.73 53.89

21 Revenue from operations

1) Disaggregated revenue information

Set out below is the disaggregation of the Group's revenue :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Revenue from contracts with customers
- Sale of manufactured goods 2,884.76 3,049.91
- Sale of traded goods 174.95 126.49
Total Sale of products 3,059.71 3,176.40

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

21 Revenue from operations

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Other Operating Revenue
- Sale of scrap 2.43 4.18
- Export benefits 2.07 2.90
Total other operating revenue 4.50 7.08
Total 3,064.21 3,183.48
Type of goods or service
Sale of manufactured products
- Soda Ash 2,862.43 3,012.09
- Consumer Products 22.33 37.82
Sale of traded products
- Soda Ash traded products 143.98 95.27
- Consumer Products traded products 30.97 31.22
Total revenue from contracts with customers 3,059.71 3,176.40
India 2,945.33 3,046.79
Outside India 114.38 129.61
Total revenue from contracts with customers 3,059.71 3,176.40
Timing of revenue recognition
Goods transferred at a point in time 3,059.71 3,176.40
Total revenue from contracts with customers 3,059.71 3,176.40

2) Contract balances

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers

Particulars As at March 31, 2026 As at March 31, 2025
Trade receivables * 173.02 209.75
Contract liabilities
- Advances from customers** 5.83 3.99

Set out below is the amount of revenue recognised from:

Particulars As at March 31, 2026 As at March 31, 2025
Amounts included in contract liabilities at the beginning of the year 3.99 3.31
Performance obligations satisfied in previous years - -
  • Trade receivables are non-interest bearing and are generally on terms of 15 to 90 days.
    ** Advances from customers relate to payments received in advance of performance under the contract. Advances from customers are recognized as revenue as (or when) the Group performs under the contract.

3) Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Revenue as per contracted price 3,440.05 3,532.08
Adjustments :
Sales return (7.77) (5.56)

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

21 Revenue from operations

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Rebates 0.86 0.85
Discounts (373.43) (350.97)
Revenue from contract with customers 3,059.71 3,176.40

4) The transaction price allocated to the remaining performance obligations (unsatisfied or partially unsatisfied) as at March 31, 2026 and March 31, 2025 are, as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Advances from customers (Within One year) 5.83 3.99
5.83 3.99

Management expects that the entire transaction price allotted to the unsatisfied contract as at the end of the reporting year will be recognised as revenue during the next financial year.

22 Other income

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
(a) Interest income on bank deposits measured at amortised cost 18.92 30.82
(b) Interest on loan 0.37 0.65
(c) Interest on Income tax refund - 2.03
(d) Dividend income 0.27 0.20
(e) Other non-operating income :
- Gain on foreign exchange (net) 2.87 -
- Profit on sale of current investments 21.82 31.59
- Fair value gain/(loss) on investments at FVTPL 24.55 11.43
- Insurance claims received 0.12 0.60
- Gain on sale of PPE (net) - 8.66
- Sundry balances written back 3.20 -
- Gain on Lease modification 0.56 -
- Miscellaneous income 0.75 1.76
73.43 87.74

23 Cost of raw materials consumed

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Inventory at the beginning of the year 335.78 336.05
Add: Purchases 848.89 928.97
1,184.67 1,265.02
Less: Inventory at the end of the year (277.63) (335.78)
Cost of raw material consumed 907.04 929.24

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

24 (Increase)/decrease in inventories of finished goods, stock-in-trade and work-in-progress

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Opening stock
Finished Goods 142.94 145.49
Work-in-progress 5.50 6.14
Stock-in-trade 16.81 18.26
165.25 169.89
Closing stock
Finished goods 121.46 142.94
Work-in-progress 5.56 5.50
Stock-in-trade 14.51 16.81
141.53 165.25
(Increase)/decrease in inventories
Finished goods 21.48 2.55
Work in progress (0.06) 0.64
Stock-in-trade 2.30 1.45
23.72 4.64

25 Employee benefit expenses

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Salaries, wages and bonus 106.75 100.91
Contribution to provident and other funds 7.75 8.85
Gratuity expenses (refer note 32) 2.33 1.56
Staff welfare expenses 2.41 2.66
119.24 113.98
Share based payment written back (Refer Note 33) (0.18) -
119.06 113.98

26 Finance costs

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
a) Interest expenses :
Interest on borrowings 6.30 12.58
Interest on others 1.09 0.38
Interest on income tax - 1.49
Interest on lease liabilities (refer note 34) 1.14 1.33
b) Other borrowing costs * 0.48 0.34
9.01 16.12

*Includes loan processing charges.

Integrated Annual Report 2025-26
405


A

GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

27 Depreciation and amortization expense

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Depreciation of property, plant and equipment (Refer Note 3) 106.18 106.81
Amortization of intangible assets (Refer Note 4) 2.39 2.49
Depreciation of Right-of-use assets (Refer Note 34) 2.24 2.24
110.81 111.54

28 Other expenses

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Consumption of stores and spares 59.92 52.02
Other manufacturing expenses 41.32 40.95
Packing expenses 40.66 42.11
Bank Charges 0.77 1.36
Provision for doubtful debts 1.80 -
Freight and forwarding charges 274.79 259.84
Commission on sales 3.51 3.70
Travelling and conveyance 8.33 8.71
Rent 4.44 5.03
Repairs and maintenance :
- Plant and machinery 25.57 21.79
- Buildings 3.75 3.54
- Others 10.10 8.56
Rates and taxes 0.66 0.73
Insurance 17.82 14.33
Loss on sales/discard of property, plant and equipment and assets held for sales (net) 0.04 -
Commission to non whole time directors 2.52 2.52
Communication expenses 1.97 1.70
Legal and professional expenses 13.93 11.51
Payment to auditors (refer details below) (note 28A) 1.86 1.72
Donation 0.13 5.04
Donation to Political Parties* 0.50 5.50
CSR expenditure (refer details below) (note 28B) 20.05 20.57
Loss on foreign exchange (net) - 1.75
Miscellaneous expenses 15.82 15.56
550.26 528.54

**During the current year, a donation of ₹ 0.50 crore is paid to Bharatiya Janata Party and during the previous year, ₹ 0.50 crore was paid to Gujarat Pradesh Congress Committee and ₹ 5.00 crores was paid to Bharatiya Janata Party.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

28A Payment to Auditors :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
To Statutory auditor:
a. Audit fee 0.80 0.73
b. Limited reviews 0.92 0.84
c. Other services (certification fees)* 0.08 0.08
d. Reimbursements of expenses 0.06 0.07
Total 1.86 1.72
  • Excludes buyback certification fees of ₹ 0.02 crore which is included in statement of change in equity under heading retained earnings (Refer Note 15J).

28B Details of CSR expenditure

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
a. Gross amount required to be spent by the Group during the year 20.05 20.57
b. Amount approved by the Board to be spent during the year 20.05 20.57
Particulars In cash Yet to be paid in cash
--- --- ---
c. Amount spent during the year ending on March 31, 2026:
i) Construction / acquisition of any asset 0.88 -
ii) On purpose other than (i) above 17.17 -
Particulars In cash Yet to be paid in cash
--- --- ---
d. Amount spent during the year ending on March 31, 2025:
i) Construction / acquisition of any asset 0.84 -
ii) On purpose other than (i) above 19.73 -

e. Details related to spent / unspent obligations:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
i) Contribution to Public Trust - -
ii) Contribution to Charitable Trust 18.05 20.57
iii) Unspent amount in relation to: - -
- Ongoing project* 2.00 -
- Other than ongoing project - -
  • The unspent amount has been deposited to special account on April 28, 2026 in compliance of with provisions of sub section (6) of section 135 of the Companies Act, 2013. Further there are no unspent amounts that are required to be transferred to a fund specified in Schedule VII of the Companies Act, 2013 in compliance with second proviso to sub Section 5 of Section 135 of the Act.

Integrated Annual Report 2025-26
407


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

29 Components of Other Comprehensive Income (OCI)

Particulars FVTOCI reserve Retained earnings Total
The disaggregation of changes to OCI by each type of reserve in equity is shown below:
Year ended March 31, 2026
Re-measurement gain/(loss):
1. Defined benefit plan- Gratuity - 0.75 0.75
2. Defined benefit plan- Provident Fund - 1.22 1.22
3. Investment in equity instruments 3.41 - 3.41
4. Income tax on above (0.35) (0.50) (0.85)
3.06 1.47 4.53
Year ended March 31, 2025
Re-measurement gain/(loss) on defined benefit plan (net of tax) - (2.81) (2.81)
Re-measurement gain/(loss) on investment in equity instruments (net of tax) 2.60 - 2.60
Exchange differences on translation of foreign operations (0.35) - (0.35)
Total 2.25 (2.81) (0.56)

30 Earnings per share

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Holding Company by weighted average number of equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Holding Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The following reflects the income and share data used in computation of Basic and diluted EPS computations :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Profit attributable to the equity holders of the Holding Company 472.46 624.15
Weighted average number of equity shares for basic EPS 9,42,05,409 9,52,85,560
Basic earnings per share (Face value of ₹ 10/- per equity share) 50.17 65.50

The following reflects the income and share data used in computation of Diluted EPS :

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Profit attributable to the equity holders of the Holding Company 472.46 624.15
Weighted average number of equity shares and common equivalent shares outstanding for computing Diluted EPS* 9,42,47,209 9,55,23,668
Diluted earnings per equity share - (face value of ₹ 10/- per equity share) 50.15 65.34
  • Computation of weighted average number of Equity shares adjusted for the effect of dilution
Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Weighted average number of equity shares for Basic EPS 9,42,05,409 9,52,85,560
Effect of dilution:
Employee Share Option Scheme 41,800 2,38,109
Weighted average number of equity shares and considered 9,42,47,209 9,55,23,668

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

31 Significant accounting judgements, estimates and assumptions

The preparation of Group's financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses and the accompanying disclosures and disclosure of contingent liabilities. Uncertainty about the assumptions and estimates could result in outcomes that require a material adjustment to the carrying value of assets or liabilities affected in future years.

Other disclosures relating to the Group's exposure to risks and uncertainties includes:

  • Financial risk management objectives and policies in Note 40
  • Sensitivity analyses disclosures in Note 32 and Note 40
  • Capital Management Note 41

(i) Judgements

In the process of applying the accounting policies, management of the Holding company has made the following judgements, which have significant effect on the amounts recognised in the Consolidated financial statements:

Revenue from contracts with customers

The Group applied the following judgements that significantly affect the determination of the amount and timing of revenue from contracts with customers:

Revenues from customer contracts are considered for recognition and measurement when the contract has been approved, in writing, by the parties to the contract, the parties to contract are committed to perform the irrespective obligations under the contract, and the contract is legally enforceable.

Judgement is required to determine the transaction price for the contract and to ascertain the transaction price to each distinct performance obligation. The transaction price could be either a fixed amount of customer consideration or variable consideration with elements such as a right of return the goods within a specified year, volume discounts, cash discount and price incentives. Any consideration payable to the customer is adjusted to the transaction price, unless it is a payment for a distinct product from the customer. The Group allocates the elements of variable considerations to all the performance obligations of the contract unless there is observable evidence that they pertain to one or more distinct performance obligations.

Provisions and contingencies

The assessments undertaken in recognising provisions and contingencies have been made in accordance with Ind AS 37, 'Provisions, contingent liabilities and contingent assets'. The evaluation of the likelihood of the contingent events has required best judgment by management regarding the probability of exposure to potential loss.

Assessment of equity instruments

The Group has designated investments in equity instruments as FVTOCI investments since the Company expects to hold these investment with no intention to sale. The difference between the instrument's fair value and carrying amount has been recognized in retained earnings.

(ii) Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they occur.

Integrated Annual Report 2025-26
409


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

31 Significant accounting judgements, estimates and assumptions

(iii) Provision for expected credit losses of trade receivables and contract assets

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

(iv) Impairment of non-financial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm's length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the asset's performance of the CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate used for extrapolation purposes. These estimates are most relevant to impairment assessment of Property plant and equipment and intangible assets.

(v) Share-based payments

For the measurement of the fair value of equity-settled transactions with employees at the grant date, the Group uses a Black-Scholes model for Employee Share Option Plan (ESOP). The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 33.

(vi) Useful lives and residual values of Property, plant and equipment

The estimated useful lives of property, plant and equipment are based on a number of factors including the effects of obsolescence, demand, competition, internal assessment of user experience and other economic factors (such as the stability of the industry, and known technological advances) and the level of maintenance expenditure required to obtain the expected future cash flows from the asset. The Group reviews the useful life and residual values of Property, plant and equipment at the end of each reporting date.

(vii) Post-retirement benefit plans

Employee benefit obligations (gratuity and provident fund obligation) are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds where remaining maturity of such bond correspond to expected term of defined benefit obligation.

The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates. Further details about gratuity obligations are given in Note 32.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

31 Significant accounting judgements, estimates and assumptions

(viii) Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the Balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Refer Note 39A for further disclosures.

32 Defined benefit and contribution plan

Defined contribution plan

The Group makes contributions towards provident fund and superannuation fund which is a defined contribution retirement benefit plan for qualifying employees. Under the plan, the Group is required to contribute a specified percentage of payroll cost to the retirement benefit plan to fund the benefits. Contribution paid for provident fund and superannuation fund are recognised as expense for the year:

Particulars As at March 31, 2026 As at March 31, 2025
Employer’s contribution to superannuation fund 1.03 1.09

Defined benefit plan

A) Gratuity (funded)

The employees’ gratuity fund scheme managed by a Trust is a defined benefit plan. The present value of the obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises each year of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

Employees who are in continuous service for a year of 5 years are eligible for gratuity. The amount of gratuity payable to an employee upon leaving the Group is computed proportionately for 15/26 days of wages (as per Labour Codes) multiplied for the number of years of service. The gratuity plan is a funded plan and the Group makes contributions to Gratuity Trust registered under Income Tax Act, 1961.

The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at March 31, 2026. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

The plan assets are managed by the Gratuity Trust formed by the parent company. The management of 100% of the funds is entrusted according to norms of Gratuity Trust, whose pattern of investment is available with the Group.

Integrated Annual Report 2025-26
411


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

Changes in the defined benefit obligation and fair value of plan assets (in respect of gratuity fund) as at March 31, 2026:

Particulars Gratuity cost charged to profit or loss Benefits paid Amount withdrawn from Trust Re-measurement (gains) / losses in other comprehensive income As at March 31, 2026
As at April 01, 2025 Service cost Net interest expense/(Income) Sub-total included in profit or loss* Return on plan assets (excluding amounts included in net interest expense) Actuarial changes arising from changes in financial assumptions/ Demographic Assumptions Experience adjustments Subtotal included in OCI Contributions by employer
Defined benefit obligation 42.36 2.27 2.85 5.12 (2.63) - (1.00) 0.63 (0.37) - 44.49
Fair value of plan assets 38.54 (2.59) (2.59) (2.63) 4.42 1.12 1.12 - 41.80
Benefit assets 3.82 2.53 0.75 2.68
  • The Gratuity cost charged to profit or loss amounting ₹ 0.20 crore (March 31, 2025 ₹ 0.14 crore) pertains to employees of captive production units and has been included in raw material and power & fuel costs as explained in Note No. 42.

Changes in the defined benefit obligation and fair value of plan assets (in respect of gratuity fund) as at March 31, 2025:

Particulars Gratuity cost charged to profit or loss Benefits paid Amount withdrawn from Trust Re-measurement (gains) / losses in other comprehensive income As at March 31, 2025
As at April 01, 2024 Service cost Net interest expense/(Income) Sub-total included in profit or loss * Return on plan assets (excluding amounts included in net interest expense) Actuarial changes arising from changes in financial assumptions/ Demographic Assumptions Experience adjustments Subtotal included in OCI Contributions by employer
Defined benefit obligation 37.77 2.05 2.72 4.77 (4.19) - 0.82 3.19 4.01 - 42.36
Fair value of plan assets 42.68 (3.07) (3.07) (2.62) (4.84) (0.25) - - (0.25) - 38.54
Benefit liability/(assets) (4.92) 1.70 3.76 3.82
  • The Gratuity cost charged to profit or loss amounting ₹ 0.14 crore (March 31, 2024 ₹ 0.20 crore) pertains to employees of captive production units and has been included in raw material and power & fuel costs as explained in Note No. 42.

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

The major categories of plan assets of the fair value of the total plan assets are as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Insurance fund 41.80 38.54

The principal assumptions used in determining gratuity are:

Particulars As at March 31, 2026 As at March 31, 2025
Mortality table - LIC Indian Assured Lives Mortality 2012-14 (Urban) Indian Assured Lives Mortality 2012-14 (Urban)
Discount rate 7.24% 6.72%
Estimated rate of return on plan assets 7.24% 6.72%
Estimated future salary growth 9.00% 9.00%
Rate of employee turnover 6.20% 6.20%

A quantitative sensitivity analysis for significant assumption as at March 31, 2026 is as shown below:

Assumptions Employee turnover Salary Discount rate
Sensitivity level 1% increase 1% decrease 1% increase 1% decrease 1% increase 1% decrease
Impact on defined benefit obligation (0.25) 0.28 1.93 (1.74) (1.74) 1.99

A quantitative sensitivity analysis for significant assumption as at March 31, 2025 is as shown below:

Assumptions Employee turnover Salary Discount rate
Sensitivity level 1% increase 1% decrease 1% increase 1% decrease 1% increase 1% decrease
Impact on defined benefit obligation (0.28) 0.31 1.85 (1.66) (1.68) 1.91

The following payments are projected benefits payable in future years from the date of reporting from the fund:

Particulars As at March 31, 2026 As at March 31, 2025
Within the next 12 months (next annual reporting year) 13.58 14.41
2nd Following Year 8.88 4.60
3rd Following Year 4.15 5.35
4th Following Year 3.32 3.63
5th Following Year 2.79 2.86
Sum of Years 6 to 10 10.42 10.17
Sum of Years 11 and above 25.09 21.58
Total expected payments 68.23 62.60

The average duration of the defined benefit plan obligation at the end of the reporting year is 9 years (March 31, 2025: 6 years).

Integrated Annual Report 2025-26
413


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

Risks associated with defined benefit plan

Gratuity is a defined benefit plan and Group is exposed to the Following Risks:

Interest rate Risk: A fall in the discount rate which is linked to the Government Securities. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Salary Risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan's liability.
Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting Year on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.
Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
Mortality Risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.
Concentration Risk: Plan is having a concentration risk as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very low as insurance companies have to follow stringent regulatory guidelines which mitigate risk.

B) Provident Fund (funded)

The Group contributes provident fund liability to GHCL Officers Provident Fund Trust. As per the applicable accounting standards, provident funds set up by the employers, which require interest shortfall to be met by the employer, needs to be treated as defined benefit plan. The actuarial valuation of Provident Fund was carried out in accordance with the guidance note issued by Actuarial Society of India for measurement of provident fund liabilities and a provision has been recognised in respect of future anticipated shortfall with regard to interest rate obligation as at the balance sheet date. The following tables summarize the components of net employee benefit expenses recognised in the statement of profit and loss and the funded status and amounts recognised in the balance sheet for the above mentioned plan:

Particulars As at March 31, 2026 As at March 31, 2025
Changes in benefit obligation
Benefit obligation at the beginning of the year 182.23 192.30
Opening Balance Adjustment (0.24) -
Interest expense 14.08 14.38
Service cost 3.99 3.62
Employee contribution 7.91 7.60
Liability Transferred In 1.25 1.72
(Liability Transferred Out) (3.42) (22.24)
Benefits paid (17.98) (17.26)
Actuarial (gain)/ loss on obligations 1.22 2.11
Benefit obligation at the end of the year 189.04 182.23

Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

Change in plan assets As at March 31, 2026 As at March 31, 2025
Fair value of plan assets at the beginning 180.99 192.97
Interest income 13.94 14.38
Contributions 11.75 11.22
Transfer from other Company 1.25 1.71
Transfer to other Company (3.42) (22.24)
Benefits paid (17.98) (17.26)
Return on plan assets, excluding interest income (0.44) 0.21
Fair value of plan assets at the end 186.09 180.99

Amount recognized in the Balance Sheet

Particulars As at March 31, 2026 As at March 31, 2025
(Shortfall) recognized in the Balance Sheet at the end of the period * 2.95 1.24
  • The Holding Company has recognised deficit of ₹ 1.21 crores (March 31, 2025: ₹ 0.61 crore) as determined by the Actuarial relating to defined interest obligation. The plan assets have been determined at cost of investments less provision for diminution of such investments and the fair value gains have not been recorded by PF Trust. The Holding Company determined that fair values of plan assets is more than the deficit and therefore balance deficit amounting to ₹ 1.71 crores (March 31, 2025: ₹ 0.61 crore) is not required to be accounted for.

Expenses for the year ended March 31, 2026 and March 31, 2025 recognized in the Statement of Profit and loss is as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Current service cost 3.99 3.62
Interest cost 14.08 14.38
(Interest income) (13.94) (14.38)
Total expense recognized 4.13 3.62

Expenses for the year ended March 31, 2026 and March 31, 2025 recognized in Other Comprehensive Income is as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Actuarial (gain)/ loss on obligations 1.22 2.11
Total Comprehensive Income recognised 1.22 2.11

The breakup of the plan assets into various categories as at March 31, 2026 and March 31, 2025 is as follows:

Particulars As at March 31, 2026 As at March 31, 2025
Central Government of India Assets 2.50 3.00
State Government Of India Assets 85.08 84.76
Special Deposits Scheme 12.86 12.86
Public Sector Units 12.60 13.30
Private Sector Bonds 56.42 53.43
Equity/Insurer Managed Funds 12.20 8.66
Cash & Cash Equivalents 2.69 3.11
Others 1.74 1.87
Total 186.09 180.99

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

32 Defined benefit and contribution plan

The principal assumptions used in determining provident fund are:

Particulars As at March 31, 2026 As at March 31, 2025
Rate of discounting 7.24% 6.72%
Guaranteed return 8.25% 8.25%
Rate of employee return 6.20% 6.20%

Maturity Analysis of the Benefit Payments

Defined benefits payable in future years from the date of reporting

Particulars As at March 31, 2026 As at March 31, 2025
1st Following Year 101.21 96.35
2nd Following Year 24.27 22.31
3rd Following Year 14.69 18.23
4th Following Year 13.07 12.28
5th Following Year 9.74 10.72
Sum of years 6 to 10 33.23 32.72

33 Share based compensation payments

In accordance with the Securities and Exchange Board of India (share based employee benefits) Regulations, 2014 and the Guidance Note on accounting for 'Employees share-based payments, the Scheme detailed below is managed and administered, compensation benefits in respect of the scheme is assessed and accounted by the Holding Company. To have an understanding of the Scheme, relevant disclosures are given below:

a) The shareholders at their Annual General Meeting held on 23rd July 2015, approved in maximum limit of 50,00,000 number of stock options under the Employee Stock Option Scheme "GHCL ESOS 2015". The following details show the actual status of ESOS granted during the financial year ended on March 31, 2026.

During the current year, 3,17,300 equity shares of ₹ 10 each have been issued and allotted and 9,000 stock options have lapsed under the GHCL Employees Stock Option Scheme - 2015 ("ESOS") by Holding Company. The ESOP provision to the extent of ₹ 0.18 crores has been written back on account of the above options lapsed.

The relevant details of the Scheme are as under:

Grant 9
Date of Grant 30-Apr-2022
Date of Board approval 30-Apr-2022
Date of shareholder's approval 23-Jul-2015
Number of options granted 8,11,000
Method of settlement Equity
Vesting year (see table below)
Fair value on the date of grant (In ₹) 201.67
Exercise year 5 Years
Vesting conditions As per policy approved by Shareholders

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

33 Share based compensation payments

Details of the vesting year are:

Vesting year from the Grant date Grant 9
On completion of 12 months 8,11,000

Set out below is a summary of options granted under the plan:

As at March 31, 2026 As at March 31, 2025
Total No. of Stock options Weighted average exercise price Total No. of Stock options Weighted average exercise price
Options outstanding at beginning of year 6,13,000 376 6,43,800 375
Options granted during the year - - - -
Options forfeited/lapsed during the year 9,000 376 - -
Options exercised during the year 3,17,300 376 30,800 357
Options expired during the year - - - -
Options outstanding at end of year 2,86,700 376 6,13,000 376
Options vested but not exercised during the year 2,86,700 376 6,13,000 376

The details of activity of the Scheme have been summarized below:

Particulars As at March 31, 2026
Grant 9
Number of options
Outstanding at the beginning of the year 6,13,000
Granted during the year -
Forfeited during the year 9,000
Exercised during the year 3,17,300
Expired during the year -
Outstanding at the end of the year 2,86,700
Exercisable at the end of the year 2,86,700
Weighted average remaining contractual life (in years) -
Weighted average fair value of options granted during the year 201.67

Assumption of the model :

Particulars Grant 9
Date of Grant 30-Apr-2022
Stock price at the date of Grant 619.25
Exercise price 376
Expected volatility 43.56%
Expected life of the option 2
Risk free interest rate % 6.68
Weighted average fair value as on grant date 201.67
Model Used Black Scholes

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

List of subsidiaries with ownership % and place of business:

Name of the investees Principal place of business Proportion of ownership as at March 31, 2026 Proportion of ownership as at March 31, 2025 Method used to account for the investment
Dan River Properties LLC United States 0.00% 100.00% At cost

During the current year, the Holding Company had filed for a voluntary liquidation of its subsidiary, Dan River Properties LLC which has since been liquidated on February 18, 2026.

34 Leases

Group as a lessee

The holding company has lease contracts for various items of Building and Salt works (fields taken on lease for salt production) in its operations. Leases of Building generally have lease terms between 1 and 9 years, while salt works generally have lease term of 30 years. Generally, the Group is restricted from assigning and subleasing the leased assets and some contracts require the Group to maintain certain financial ratios. There are no major lease contracts that include extension and termination options and variable lease payments.

Set out below are the carrying amounts of right-of-use assets recognised and the movements during the year:

Particulars Leasehold building Saltworks Total
As at April 01, 2024 3.70 6.02 9.72
Additions 2.45 7.42 9.87
Depreciation for the year (1.79) (0.62) (2.41)
Termination (0.26) - (0.26)
As at March 31, 2025 4.10 12.82 16.92
Additions 0.74 2.59 3.33
Depreciation for the year* (1.81) (0.68) (2.49)
Termination (0.34) (1.22) (0.47)
As at March 31, 2026 2.69 13.51 16.20

*Includes ₹ 0.25 crore (March 31, 2025: ₹ 0.17 crore) capitalized as capital work in progress during the year.

Set out below are the carrying amounts of lease liabilities and the movements during the year:

Particulars As at March 31, 2026 As at March 31, 2025
Balance at the beginning of the year 21.39 13.37
Additions 3.33 9.87
Accretion of interest* 1.97 1.84
Payments (3.41) (3.43)
Termination (2.11) (0.26)
Balance at the end of the year 21.17 21.39
Current 2.37 2.34
Non-current 18.80 19.05

*Includes ₹ 0.83 crore (March 31, 2025: ₹ 0.51 crore) capitalised as capital work in progress during the year.

The maturity analysis of lease liabilities are disclosed in Note 40.

The effective interest rate for lease liabilities is 10%.


Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

34 Leases

The following are the amounts recognised in statement of profit or loss:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Depreciation expense of right-of-use assets 2.49 2.41
Interest expense on lease liabilities 1.97 1.84
Expense relating to short-term leases 4.44 5.03
Transferred to capital work in progress (1.08) (0.68)
Total amount recognised in profit or loss 7.82 8.60

The Group had total cash outflows for leases of ₹ 7.85 crores in March 31, 2026 (₹ 8.46 crores in March 31, 2025). There are no non cash additions to right-of-use assets and lease liabilities. There are no future cash outflows relating to leases that have not yet commenced.

35 Commitments and contingencies

Particulars As at March 31, 2026 As at March 31, 2025
a) Estimated value of contracts remaining to be executed on capital account and not provided for (net off advance) 121.44 297.78
b) Contingent liabilities :
- Claims against the Holding Company not acknowledged as debts
- Income tax* 47.40 106.62
- Sales tax / VAT 0.02 0.02
- Excise, Custom & Service Tax ** 122.73 127.70
- Other claims *** 3.50 3.42
  • represents (a) demands due to MAT credit & carry forward losses not allowed for assessment year 2015-2016, (b) demands of income tax mainly on account of transfer pricing adjustments for the assessment years 2016 - 2017 to 2020 - 2021 and (c) demands of income tax on account of certain disallowances for assessment years 2021 - 2022 & 2022 - 2023. The Holding Company has filed appeals and rectification applications against the abovesaid income tax matters.

'As per Appendix C to Ind AS 12, the Holding Company considered whether it has any uncertain tax positions. The Holding Company's tax filings includes deduction related to 80IA, deduction allowances on subsidiary losses, 14A disallowances, transfer pricing matters, disallowance u/s 56(2)(x) and others. The taxation authorities may challenge those tax treatments. The Holding Company determined, based on its tax compliance and transfer pricing study, that it is probable that its tax treatments will be accepted by the taxation authorities.

The aforesaid Appendix did not have an impact on the financial statements of the Group.

** represents disputed matters on account of (a) denial of CENVAT credits (b) differential customs duties on account of classifications under different chapters of CETA and (c) other indirect tax matters.

*** Claims under this heading relate to legal cases pending in different courts under the jurisdiction of Gujarat High Court and the courts subordinate to it. The matters are relating to (a) certain claims relating to contractor's workmen, whose services were terminated by the concerned contractor and the matter is between the contractor and their workmen and GHCL is made a party to the dispute only, (b) water charges in dispute with a DAM (c) certain civil disputes.

On the basis of current status of individual case for respective years and as per legal advice obtained by the Holding Company, wherever applicable, the Holding Company is confident of winning the above cases and is of the view that no provision is required in respect of above cases.

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

36 Related party transactions

a) The following table provides the list of related parties and total amount of transactions that have been entered into with related parties for the relevant financial year

A) Key Managerial Personnel

Mr. R. S. Jalan, Managing Director
Mr. Raman Chopra, CFO & Executive Director - Finance
Mr. Neelabh Dalmia - Executive Director - Growth & Diversified Projects
Mr. Bhuwneshwar Mishra, Vice President - Sustainability & Company Secretary

B) Non-whole-time directors

Mr. Anurag Dalmia - Non-Executive Chairman (Promoter)
Mrs. Vijaylaxmi Joshi - Non-Executive Independent Director
Dr. Manoj Vaish - Independent Director
Mr. Arun Kumar Jain - Independent Director
Justice (Retd.) Ravindra Singh - Independent Director

C) Relative of key managerial personnel

Mrs. Sarita Jalan, w/o Mr. R. S. Jalan
Mrs. Bharti Chopra, w/o Mr. Raman Chopra
Mrs. Vandana Mishra, w/o Mr. Bhuwneshwar Mishra

D) Enterprises over which key managerial personnel are able to exercise significant influence

GHCL Foundation Trust
GHCL Employees Group Gratuity Scheme
GHCL Textiles Limited
Gujarat Heavy Chemical Limited Superannuation Scheme
GHCL Officers Provident Fund Trust
Sachin Tradex Private Limited

b) Transactions with relative of key management personnel

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Leasing & hire purchase transactions
Mrs. Sarita Jalan, w/o Mr. R. S. Jalan 0.30 0.30
Mrs. Bharti Chopra, w/o Mr. Raman Chopra 0.42 0.42
Mrs. Vandana Mishra, w/o Mr. Bhuwneshwar Mishra 0.07 0.07

c) Transactions with enterprises over which significant influence exercised by directors

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
CSR Expenditure
GHCL Foundation Trust 20.05 20.57
Contribution of Superannuation
Gujarat Heavy Chemical Limited Superannuation Scheme 1.03 1.09

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

36 Related party transactions

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Contribution of Provident Fund
GHCL Officers Provident Fund Trust 5.39 7.01
Leasing & Hire purchase transactions
Sachin Tradex Private Limited 0.18 0.18
Purchase of Export benefit certificate
GHCL Textiles Limited 2.10 -
Business Support Services- received
GHCL Textiles Limited 0.25 0.34
Business Support Services- given
GHCL Textiles Limited 0.58 0.64
Reimbursement of gratuity paid to employee on behalf of trust
GHCL Textiles Limited 3.32 -

The sales/purchase to or from related parties are made on terms equivalent to those that prevail in arm's length transactions and are in normal course of business. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2026, the Holding Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates. Related Party Transcations are generally on terms of 15 to 30 days.

d) Compensation of key management personnel of the Group

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Mr. R. S. Jalan# 13.02 13.08
Mr. Raman Chopra# 7.95 7.99
Mr. Neelabh Dalmia 3.44 3.26
Mr. Bhuwneshwar Mishra# 0.85 0.87
Total compensation paid to key management personnel 25.26 25.20

includes leasing and hire purchase transaction entered with their respective relatives as mentioned in (b) above.

e) Particulars

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Short-term employee benefits 24.88 23.53
Post-employment gratuity and medical benefits 0.38 1.67
Total compensation paid to Key Management Personnel 25.26 25.20

During the current year, the Holding Company has issued 1,60,000 number of equity shares to KMP's at the specified exercise price of ₹ 376 per share.

f) Loans recoverable from Key Management Personnel of the Company

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Net payment/(receipt) of loans & advances
Mr. Bhuwneshwar Mishra - (0.05)

Integrated Annual Report 2025-26


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

36 Related party transactions

g) Transactions with non-whole-time directors

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Name Sitting Fees Commission Sitting Fees Commission
Mr. Anurag Dalmia 0.03 1.000 0.04 1.000
Dr. Manoj Vaish 0.05 0.390 0.05 0.390
Justice Ravindra Singh 0.03 0.375 0.04 0.375
Mrs. Vijaylaxmi Joshi 0.05 0.375 0.05 0.375
Mr. Arun Kumar Jain 0.05 0.375 0.05 0.375
0.21 2.515 0.23 2.515

h)

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Trade payable
Commission payable to Non-whole time directors 2.26 2.26

37 Segment information

The Group's operations pertain to one segment i.e. Inorganic Chemicals and the Chief Operating Decision Maker (CODM) reviews the operations of the Group as a whole, hence there is no reportable segments as per Ind AS 108 "Operating Segments". The management considers that the various goods provided by the Group constitutes single business segment, since the risk and rewards from these products are not different from one another. However the Group has disclosed the following geographical information as follows:

Geographic information

Revenue from external customers

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Revenue from contract with customers
- India 2,945.33 3,046.79
- Outside India 114.38 129.61
Total revenue per statement of profit and loss 3,059.71 3,176.40

Non-Current Operating Assets

Particulars As at March 31,2026 As at March 31,2025
- India 1,804.63 1,826.86
- Outside India - -
Total 1,804.63 1,826.86

Notes:

(i) The revenue information above is based on the locations of the customers.
(ii) Non-current assets for this purpose consist of Property, plant and equipment and Capital work in progress.
(iii) There are no customers having revenue exceeding 10% of total revenue of the Group.


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

38 Hedging activities and derivatives

The Group is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative instruments are foreign currency risk.

The Group's risk management strategy and how it is applied to manage risk are explained in Note 40.

Derivatives not designated as hedging instruments

The Holding Company uses foreign exchange forward contracts to manage some of its transaction exposures. The foreign exchange forward contracts are not designated as cash flow hedges and are entered into for period consistent with foreign currency exposure of the underlying transactions, generally upto 4 months. These contracts are not designated as hedge relationships and are measured at fair value through profit or loss.

Particulars Currency Unhedged Exposure Unhedged Exposure
As at March 31, 2026 As at March 31, 2025
Amount in Foreign Currency Amount in ₹ Amount in Foreign Currency Amount in ₹
Trade Receivables USD 0.04 3.78 0.04 3.84
Current Liabilities USD 0.00 0.20 - -
EUR 0.01 0.75 - -

39 Fair values

Set out below, is a comparison by class of the carrying amounts and fair value of the Holding Company's financial instruments, other than those with carrying amounts that are reasonable approximations of fair values:

Particulars March 31, 2026 March 31, 2025
Carrying value Fair value Carrying value Fair value
Financial assets measured at fair value
Investments (refer note 5) 1,041.57 1,041.57 651.03 651.03
Derivative instruments (refer note 11B) 4.25 4.25 - -
Financial assets measured at amortised cost
Investments (refer note 5) 0.29 0.29 0.29 0.29
Security deposits (refer note 6B) 2.71 2.71 2.68 2.68
Loan to employees (refer note 6A & 11A) 1.25 1.25 1.64 1.64
Other financial assets (refer note 11C) 0.87 0.87 5.72 5.72
Financial liabilities at fair value
Derivative instruments (refer note 19A) - - 2.52 2.52
Financial liabilities measured at amortised cost
Term loans (refer note 16) 62.13 62.13 97.51 97.51
Lease Liabilities (refer note 34) 21.17 21.17 21.39 21.39

The management assessed that cash and cash equivalents, bank balances other than cash and cash equivalents, trade receivables, Interest accrued on Bank deposits, others trade payables and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. The other current financial liabilities represents Dealer deposits, Security deposits, Capital creditors and Unpaid dividend the carrying value of which approximates the fair values as on the reporting date.

Integrated Annual Report 2025-26
423


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

39 Fair values

The following methods and assumptions were used to estimate the fair values:

i The fair value of the financial assets and liabilities is included at the amount at which the instrument is exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

ii The fair values of the FVTOCI financial assets are derived from quoted market prices in active markets.

39A The following table provides the fair value measurement hierarchy of the Holding Company's assets and liabilities.

Quantitative disclosures fair value measurement hierarchy for assets and liabilities:

Particulars Date of valuation Carrying amount Fair value measurement using
Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3)
FVTOCI financial investments
Quoted equity shares (refer note 5) March 31, 2026 13.43 13.43
March 31, 2025 16.85 16.85
Unquoted debt securities (refer note 5) March 31, 2026 0.29 0.29
March 31, 2025 0.29 0.29
Financial assets measured at fair value through profit and loss
Quoted mutual fund (refer note 5) March 31, 2026 1,028.14 1,028.14
March 31, 2025 622.74 622.74
Derivative instruments (refer note 11B) March 31, 2026 4.25 4.25
March 31, 2025 - -
Financial assets measured at amortised cost
Security deposits (refer note 6B) March 31, 2026 2.71 2.71
March 31, 2025 2.68 2.68
Loan to employees (refer note 6A & 11A) March 31, 2026 1.25 1.25
March 31, 2025 1.64 1.64
Other financial assets (refer note 11C) March 31, 2026 0.87 0.87
March 31, 2025 5.72 5.72
Financial liability measured at fair value through profit and loss
Derivative instruments (refer note 19A) March 31, 2026 - -
March 31, 2025 2.52 2.52
Financial liabilities measured at amortised cost
Floating rate borrowings (refer note 16) March 31, 2026 62.13 62.13
March 31, 2025 97.51 97.51
Lease Liabilities (refer note 34) March 31, 2026 21.17 21.17
March 31, 2025 21.39 21.39

There have been no transfers between Level 1 and Level 2 during the year.

Particulars Fair value hierarchy Valuation technique Inputs used
FVTOCI financial investments
Quoted equity shares Level 1 Market valuation techniques Prevailing rates in the active markets

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

39 Fair values

Particulars Fair value hierarchy Valuation technique Inputs used
Unquoted debt securities Level 3 Discounted cash flow Long-term growth rate for cash flows for subsequent years, weighted average cost of capital, long-term operating margin, discount for lack of marketability
Financial assets measured at fair value through profit and loss
Derivative instruments Level 2 Market valuation techniques Forward foreign currency exchange rates
Quoted mutual fund Level 1 Market valuation techniques Prevailing rates in the active markets
Financial assets measured at amortised cost
Security deposits Level 3 Amortised Cost Prevailing interest rates in the market, Future payouts
Loan to employees
Other financial assets
Financial liabilities measured at fair value
Derivative instruments Level 2 Market valuation techniques Forward foreign currency exchange rates
Financial liabilities measured at amortised cost
Lease Liabilities Level 3 Discounted cash flows Prevailing interest rates to discount future cash flows
Floating rate borrowings (India) Amortised Cost Prevailing interest rates in the market, future payouts

40 Financial risk management objectives and policies

The Group's principal financial liabilities, other than derivatives, comprise loans and borrowings, lease liabilities trade and other payables. The main purpose of these financial liabilities is to finance the Group's operations and to provide guarantees to support its operations. The Holding Company's principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Group also holds FVTOCI & FVTPL investments and enters into derivative transactions.

The Group is exposed to market risk, credit risk and liquidity risk. The Group's senior management oversees the management of these risks. The Holding Company's senior management is supported by a Banking and Operations committee that advises on financial risks and the appropriate financial risk governance framework for the Group. The financial Banking and Operations committee committee provides assurance to the Group's senior management that the Group's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Group's policies and risk objectives. All derivative activities for risk management purposes are carried out by expert list teams that have the appropriate skills, experience and supervision. It is the Group's policy, that no trading in derivatives for speculative purposes may be undertaken. The Banking and Operations committee reviews and agrees policies for managing each of these risks, which are summarised below.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk. Financial instruments affected by market risk include equity and mutual fund investments, loans and borrowings, deposits and derivative financial instruments.

The sensitivity analyses in the following sections relate to the position as at March 31, 2026 and March 31, 2025. The sensitivity analysis have been prepared on the basis that the amount of net debt, the ratio of fixed to floating interest rates of the debt are all constant.

Integrated Annual Report 2025-26
425


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

40 Financial risk management objectives and policies

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group's exposure to the risk of changes in market interest rates relates primarily to the Group's long-term debt obligations with floating interest rates.

In order to optimize the Group's position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

The Group is not exposed the significant interest rate as at a respective reporting date.

Interest rate sensitivity

The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings. With all other variables held constant, the Group's profit before tax is effected through the impact on floating rate borrowings, as follows:

Particulars Increase/decrease in basis points Effect on PBT
March 31, 2026 +/-(-).50% ‘(-)/+ 0.31
Particulars Increase/decrease in basis points Effect on PBT
--- --- ---
March 31, 2025 +/-(-).50% ‘(-)/+ 0.49

The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable market environment, showing a significantly higher volatility than in prior year.

b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group's exposure to the risk of changes in foreign exchange rates relates primarily to its operating activities. The Group manages its foreign currency risk by hedging transactions that are expected to occur within a maximum 12 months for hedges of forecasted sales and purchases in foreign currency. The hedging is done through foreign currency forward contracts.

Foreign currency sensitivity

Particulars Change in USD rate Effect on PBT
March 31, 2026 +/-(-)1% ‘(-)/+ 0.04
Particulars Change in USD rate Effect on PBT
--- --- ---
March 31, 2025 +/-(-)1% ‘(-)/+ 0.04

Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

40 Financial risk management objectives and policies

Particulars Change in EUR rate Effect on PBT
March 31, 2026 +/-(-)1% ‘(-)/+ 0.01
Particulars Change in EUR rate Effect on PBT
--- --- ---
March 31, 2025 +/-(-)1% ‘(-)/+ 0.00

c) Equity price risk

The Holding Company's investments in listed equity securities and mutual funds are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group manages the equity price risk through diversification and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Group's senior management on a regular basis. The Group's Banking and Operations committee reviews and approves all equity investment decisions.

At the reporting date, the exposure to listed equity securities at fair value was ₹ 13.43 crores as on March 31, 2026 (₹ 16.85 crores as on March 31, 2025). A decrease of 10% on the NSE/BSE market index could have an impact of approximately ₹ 1.34 crores on the OCI or equity attributable to the Holding Company. An increase of 10% in the value of the listed securities would also impact OCI and equity. These changes would not have an effect on profit or loss.

Further, at reporting date, the Holding Company has exposure to investments in mutual funds of ₹ 1028.14 crores (₹ 634.18 crores as on March 31, 2025). A decrease of 10% in the NAV of mutual funds could have an impact of approximately ₹ 102.81 crores on the statement of profit and loss.

d) Commodity risk

The Holding Company is impacted by the price volatility of coal and other raw materials. Its operating activities require continuous manufacture of Soda Ash, and therefore require a regular supply of coal and other raw materials. Due to the significant volatility of the price of coal and cotton in international market, the holding company has entered into purchase contract for coal with its designated vendor(s). The price in the purchase contract is linked to the certain indexes. The Holding Company's commercial department has developed and enacted a risk management strategy regarding commodity price risk and its mitigation.

e) Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with Banks and financial institutions, foreign exchange transactions and other financial instruments.

Trade receivables

Customer credit risk is managed by business unit subject to the Holding Company's established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on customer profiling, credit worthiness and market intelligence. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by letters of credit or other forms of credit insurance.

An impairment analysis is performed at each reporting date on an individual basis for major customer. In addition, a large number of minor receivables are categorized and assessed for impairment collectively. The calculation is based on exchange losses historical data. The Group does not hold collateral as security except for Letter of Credits for export customers. The Group evaluates the

Integrated Annual Report 2025-26
427


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

40 Financial risk management objectives and policies

concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets.

Financial instruments and cash deposits

Credit risk from balances with banks is managed by the Group's treasury department in accordance with the Group's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Group's Board of Directors on an annual basis, and may be updated throughout the year subject to approval of the Banking & Operations Committee. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.

The Group's maximum exposure to credit risk for the components of the Balance sheet at March 31, 2026 and March 31, 2025 is the carrying amounts. The Holding Company's maximum exposure relating to financial guarantees and financial derivative instruments is noted in note on commitments and contingencies and the liquidity table below.

Liquidity risk

Liquidity risk is the risk that the Group will encounter in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The approach of the Group to manage liquidity is to ensure, as far as possible, that it should have sufficient liquidity to meet its respective liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risk damage to their reputation. The Group also believes a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

The Group assessed the concentration of risk with respect to refinancing its debt and concluded it to be low.

As at March 31, 2026 On Demand 0 to 12 months 1 to 5 years > 5 years Total
Borrowings - 27.93 34.20 - 62.13
Trade payables - 280.29 - - 280.29
Lease Liabilities - 2.37 3.11 15.69 21.17
Other financial liabilities - 63.77 0.96 - 64.73
- 374.36 38.27 15.69 428.32
As at March 31, 2025 On Demand 0 to 12 months 1 to 5 years > 5 years Total
--- --- --- --- --- ---
Borrowings - 35.98 61.53 - 97.51
Trade payables - 165.16 - - 165.16
Lease Liabilities - 2.34 2.56 16.49 21.39
Other financial liabilities - 86.85 0.92 - 87.77
- 290.33 65.01 16.49 371.83

41 Capital management

For the purpose of the Group's capital management, capital includes issued equity capital, securities premium and all other equity reserves attributable to the equity holders of the Group. The primary objective of the Holding Company's capital management is to maximise the shareholder value.

The Group manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Holding Company may adjust the dividend payment to shareholders,


Corporate Overview
Statutory Reports
Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

41 Capital management

return capital to shareholders or issue new shares. The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Holding Company's policy is to keep the gearing ratio of less than 75%. The Group includes within net debt, interest bearing loans and borrowings, lease liabilities, trade and other payables, less cash and cash equivalents.

Particulars As at March 31, 2026 As at March 31, 2025
Borrowings 62.13 97.51
Trade payables 280.29 165.16
Lease liabilities 21.17 21.39
Other financial liabilities 64.73 87.77
Less: Cash and bank balances (44.12) (98.63)
Net debt 384.20 273.20
Equity 3,551.89 3,488.84
Capital and net debt 3936.09 3,762.04
Gearing ratio 9.77% 7.26%

In order to achieve this overall objective, the Group's capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current year.

No changes were made in the objectives, policies or processes for managing capital during the year ended March 31, 2026 and March 31, 2025.

42 Cost of raw materials consumed and power, fuel and water include expenditure on captive production of salt, limestone, briquette and lignite as under:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
Cost of raw materials consumed 15.74 16.92
Power, fuel and water 2.39 2.19
Total 18.13 19.11

These expenses if reclassified based on nature will be as follows:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
As disclosed in these financial statements Add: Expenditure included in raw material & Power and fuel Total expenditure As disclosed in these financial statements Add: Expenditure included in raw material cost & Power and fuel Total expenditure
(a) Other Income 79.72 (2.40) 77.32 89.73 (1.16) 88.57
(b) Employee benefit expenses 119.00 7.86 126.86 113.91 8.00 121.91
(c) Finance cost 9.01 - 9.01 16.12 - 16.12
(d) Depreciation and amortization expenses 110.81 - 110.81 111.54 - 111.54
(e) Other expenses
Consumption of stores and spares 59.92 0.89 60.81 52.02 1.03 53.05
Other manufacturing expenses 41.32 0.40 41.72 40.95 0.44 41.39
Freight and forwarding charges 274.79 1.33 276.12 259.84 - 259.84
Travelling and conveyance 8.33 0.96 9.29 8.71 1.07 9.78

Integrated Annual Report 2025-26
429


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (₹ in crores)

42 Cost of raw materials consumed and power, fuel and water costs include expenditure on captive production of salt, limestone, briquette and lignite as under:

Particulars For the year ended March 31, 2026 For the year ended March 31, 2025
As disclosed in these financial statements Add : Expenditure included in raw material & Power and fuel Total expenditure As disclosed in these financial statements Add : Expenditure included in raw material cost & Power and fuel Total expenditure
Rent 4.44 0.92 5.36 5.01 1.03 6.04
Bank Charges 0.77 0.00 0.77 1.36 0.00 1.36
Repairs and maintenance :
- Plant and machinery 25.57 0.58 26.15 21.79 1.10 22.89
- Buildings 3.75 0.26 4.01 3.54 0.31 3.85
- Others 10.10 0.25 10.35 8.56 0.20 8.76
Rates and taxes 0.66 0.10 0.76 0.73 0.18 0.91
Insurance 17.82 3.91 21.73 14.33 4.50 18.83
Loss on sales/discard of property, plant and equipment and assets held for sales (net) 0.04 (0.01) 0.03 - - -
Communication expenses 1.97 0.07 2.04 1.70 0.04 1.74
Legal and professional expenses 15.79 0.44 16.23 13.23 0.11 13.34
Miscellaneous expenses 15.82 2.57 18.39 15.56 2.26 17.82
Total other expenses 481.09 12.67 493.76 447.33 12.27 459.60

43 Events after the reporting period

In prior years, in accordance with SEBI (ESOS & ESPS) Guidelines 1999, the Employees Stock Option Scheme of the Holding Company was administered by the registered Trust named GHCL Employees Stock Option Trust ('ESOS Trust'). SEBI circular dated November 29, 2013 required closure of all Employee Stock Option Trusts by June 2014 and accordingly, the Holding Company closed its ESOS scheme but retained its ESOS Trust for a limited purpose of litigation. ESOS Trust owned 20,46,195 equity shares of GHCL Limited out of which 15,79,922 shares were illegally sold by share broker against which ESOS Trust initiated various litigations which were pending and 4,66,273 shares are currently held by the Trust.

The Holding Company during the tenure of ESOS Trust had written off a total amount of ₹ 53.62 crores out of the total loans provided by the Holding Company to ESOS Trust in earlier years on account of permanent diminution/loss on sales of equity shares held by the Trust.

Subsequent to the balance sheet date i.e. on April 10, 2026, pursuant to approval of Board of Directors, the ESOS Trust entered into a settlement deed with broker to settle all open and outstanding matters including litigations. Pursuant to execution of settlement deed between the ESOS Trust and the broker, and the closure of all litigations, the ESOS Trust is entitled to receive 7,45,966 equity shares of GHCL Limited and 8,56,466 equity shares of GHCL Textiles Limited. Upon their receipt, ESOS Trust shall dispose off these shares and proceeds of the same (net of taxes, if any) shall be remitted to the Holding Company. The Holding Company and ESOS Trust shall appropriately account for the receipt of equity shares and receipt of proceeds from sales of equity shares in accordance with applicable accounting standards/principles.


Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

44 Remittances during the year in Foreign currency on account of

Dividend for the financial year ended For the year ended March 31, 2026 For the year ended March 31, 2025
Dividends to non-resident shareholders 5.21 5.21
Number of non-resident shareholders 2 2
Number of shares 55,07,900 55,07,900

During the Financial Year 2025–26, the Holding Company paid an amount of ₹ 5.21 crores towards final dividend for the Financial Year 2024–25 to its non-resident shareholders whose electronic bank mandates and Know Your Customer (KYC) details were fully updated and verified. In accordance with the SEBI Circular No. SEBI/HO/MIRSD/POD-1/P/CIR/2024/81 dated June 10, 2024, listed companies are mandated to process corporate benefits, including dividend payments, only through electronic mode for all shareholders

Pursuant to these regulatory directives, dividends due to shareholders whose KYC credentials, remained pending or un-updated at the time of the book closure/record date, could not be dispatched via physical instruments. The Holding Company has kept the dividend amounts corresponding to these unverified folios into "Unpaid Dividend Account - FY 2024-25".

Integrated Annual Report 2025-26

431


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

45 Group information

(i) The Consolidated financial statement of the Group includes subsidiaries are mentioned below :-

S. No Name of the entity Country of incorporation Nature Ownership interest held by the Group Year Ended Net Assets, i.e., total assets minus total liabilities Share in profit or loss Share in other Comprehensive Income Share in Total Comprehensive Income
As % of consolidated Net Assets Amount (€ In crores) As % of consolidated profit or loss Amount (€ In crores) As % of consolidated other comprehensive Income Amount (€ In crores) As % of consolidated comprehensive Income Amount (€ In crores)
1 2 3 4 5 6 7 8 9 10 11 12 13 14
(I) Parent
GHCL Limited India Parent Company March 31, 2026 100.00% 3,551.89 101.33% 474.28 103.91% (4.53) 101.32% 474.28
March 31, 2025 99.83% 3,482.78 99.99% 626.02 604.51% (0.21) 100.39% 626.02
(II) Foreign Subsidiaries having no minority interests
1 Dan River Properties LLC USA WOS 100% March 31, 2026 0.00% (0.00) -1.33% (6.21) -3.91% 0.17 -1.29% (6.04)
100% March 31, 2025 0.17% 6.06 0.09% 0.56 -504.51% 0.18 0.12% 0.74
Other consolidation adjustment March 31, 2026 0.00% (0.00) 0.00% - 0.00% - (0.15)
March 31, 2025 0.00% (0.00) -0.08% (0.53) 0.00% - -
Total - March 31, 2026 100% 3,551.89 100% 468.07 100% (4.36) 468.10
Total - March 31, 2025 100% 3,488.84 100% 626.05 100% (0.03) 623.59

Note

(i) WOS refers to 'Wholly Owned Subsidiary'
(ii) In the consolidated financial statements, the figures of subsidiary Company Dan River Properties LLC have been incorporated based on the management-approved unaudited financial statements.


Corporate Overview

Statutory Reports

Financial Statements

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

46 Additional regulatory information

a The Group do not have any Benami property, where any proceeding has been initiated or pending against the Group for holding any Benami property.

b The Group do not have any transactions with Companies struck off.

c The Group do not have any charges or satisfaction which are yet to be registered with ROC beyond the statutory Year.

d The Group have not traded or invested in Crypto currency or Virtual Currency during the financial year.

e The Group have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Group (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

f The Group have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

g The Group do not have any transaction which are not recorded in the books of accounts that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961

47

The Government of Gujarat had sanctioned Mining lease rights for Lignite in favour of the Holding Company for a period of 30 years w.e.f. December 09, 2003. On October 07, 2024, Joint Secretary, Industries and Mines Department, Gandhinagar, issued a corrigendum and modified the period of mines to Twenty years instead of Thirty years. The Holding Company had filed an application before the Joint Secretary, Industries and Mines Department, Gandhinagar for an extension of the lease for a further period of 20 years. During the current year, the State Government has approved the renewal of the mining lease for lignite mineral for a period of twenty years i.e. the said mining lease is now valid up to December 08, 2043.

48

The Supreme Court of India issued a ruling on July 25, 2024, confirming that the State Governments are empowered to levy taxes on mining activities and affirmed that State Governments have the authority to impose taxes on mineral rights, in addition to the royalties already paid to the Central Government. Further, vide order dated August 14, 2024, it held that the States could levy/demand tax on minerals w.e.f. April 01, 2005 and the same can be paid in 12 instalments commencing from April 01, 2026. The Gujarat Mineral Rights Tax Act, 1985 provides for the levy and collection of tax on mineral rights of holders of mining leases in respect of certain minerals in the State of Gujarat, however, no demand has been raised on the Holding Company till date. As there are various issues involved and pending clarity, based upon management evaluation and independent legal opinion, the Holding Company would be able to assess the financial impact, if any, of the possible obligation only on the occurrence and non-occurrence of uncertain future events, not entirely within the control of the Holding Company, and the consequent actions of the Union and State Government.

49

The Holding Company has used accounting software (SAP S/4 HANA) for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software except that audit trail feature was not enabled for direct changes to database using certain access rights till 6th May, 2025.

Integrated Annual Report 2025-26

433


GHCL Limited

Notes to the Consolidated Financial Statements

as at and for the year ended March 31, 2026 (in crores)

Further, the Holding Company uses a third party accounting software (Facto HR) for maintaining its payroll related books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software.

No instance of audit trail feature being tampered with was noted in respect of accounting softwares where the audit trail has been enabled.

The Holding Company carried out accounting of the Scheme of Arrangement related to demerger of spinning division during the quarter ended June 30, 2023 as required by the approved Scheme of Arrangement and had accordingly debited the fair value of Demerged division i.e. fair value of net assets of Spinning Division distributed to the shareholders of the Company amounting to ₹ 1,597.28 crores to the retained earnings in the Statement of Changes in Equity as dividend distribution. The difference between the fair value and the carrying amount of net assets of ₹ 1,359.28 crores of Spinning Division as at April 01, 2023 was recognised as gain on demerger of Spinning Division in the Statement of Profit and Loss as an Exceptional item amounting to ₹ 219.29 crores (net of estimated transaction cost and income tax on transaction cost) and cancellation of investment in the subsidiary company, "GHCL Textiles Limited".

50 The management has evaluated the potential impact of the ongoing geopolitical tensions involving the United States and Iran and believes that there is no material impact on the financial statements of the Group for the year ended March 31, 2026. The Group does not have any significant direct exposure to the affected regions. However, the situation remains dynamic, and management will continue to closely monitor developments for any potential indirect impact on the Group's operations, supply chain, or overall business environment.

51 The Government of India has consolidated 29 existing labour legislations into a unified framework comprising four labour codes, namely the Code on Wages, 2019; the Code on Social Security, 2020 the Industrial Relations Code, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the "Codes"). The Codes have been made effective from November 21, 2025. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The Group has assessed the impact of the changes, consistent with the Labour Codes, draft rules, FAQs and estimated and recognized the impact of implementation of the New Labour Codes under Employee benefits expense for the year ended 31 March 2026, which is not material to the financial statements year ended March 31, 2026. The Group continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments as needed.

As per our report of even date

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration No. 301003E/E300005

per Sonika Loganey
Partner
Membership No. 502220

Place : Noida
Date: May 05, 2026

For and on behalf of Board of
Directors of GHCL Limited (CIN : L24100GJ1983PLC006513)

Manoj Vaish
Director
DIN: 00157082

Raman Chopra
CFO & Executive
Director-Finance
DIN: 00954190

R. S. Jalan
Managing Director
DIN: 00121260

Bhuwneshwar Mishra
Vice President-
Sustainability &
Company Secretary
Membership No.: FCS 5330

Place : Noida
Date: May 05, 2026


Corporate Overview
Statutory Reports
Financial Statements

Form AOC-1 Part "A" Subsidiaries

Statement Pursuant to first proviso to sub-section (3) of section 129
read with rule 5 of Companies (Accounts) Rules, 2014

S. No. Particulars ₹ in crore
i. Name of Subsidiary Dan River Properties LLC
ii. The date since when subsidiary was acquired
iii. Reporting period for the subsidiary concerned March 31,2026
iv. Reporting Currency and Exchange rate as on the last date of the relevant financial year/Period. USD 1 USD = ₹ 90.68
v. Share Capital 0.00
vi. Reserve & Surplus -0.00
vii. Total Assets -
viii. Total Liabilities 0.00
ix. Investments -
x. Turnover 0.37
xi. Profit before Taxation -6.21
xii Provision for taxation -
xiii. Profit after Taxation -6.21
xiv. Proposed Dividend -
xv. % of Shareholding 0.00%

For and on behalf of the Board of Directors

Manoj Vaish
Director
DIN:00157082

Raman Chopra
CFO & Executive Director-Finance
DIN:00954190

Place : Noida
Date : May 05, 2026

R.S. Jalan
Managing Director
DIN: 00121260

Bhuwneshwar Mishra
Vice President- Sustainability &
Company Secretary
Membership No.: FCS 5330

Integrated Annual Report 2025-26
435


Notes

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GHCL Limited

img-1.jpeg

Registered Office

"GHCL HOUSE"

Opp. Punjabi Hall

Navrangpura

Ahmedabad - 380009 (Gujarat)

www.ghcl.co.in