Indian Sucrose Ltd. - Proxy Solicitation & Information Statement 2026

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ANAMIKA RAJU

Digitally signed by ANAMIKA RAJU Date: 2026.03.18 14:28:36 +05'30'

INDIAN SUCROSE LIMITED

(CIN: L15424PB1990PLC010903)

G. T. Road, Mukerian Distt Hoshiarpur, Punjab, India, 144211 E-mail: [email protected] Website: www.muksug.in Phone: +91-9115110651/52

POSTAL BALLOT NOTICE

[ Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (as amended from time to time) and applicable Circulars issued by the Ministry of Corporate Affairs, and Securities and Exchange Board of India]

E-voting Starts on	E-voting ends on
March 19, 2026 at 9.00 A.M. (IST)	April 17, 2026 at 5.00 P.M. (IST)

Dear Member(s),

Notice is hereby given to the Shareholders of Indian Sucrose Limited (the “Company”), pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013 (the ‘Act’) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time (‘Rules’) read with the Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2021 dated December 08, 2021, 03/2022 dated May 05, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024 and latest being General Circular No. 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs (‘MCA’) (hereinafter collectively referred to as ‘MCA Circulars’) and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (‘SEBI Listing Regulations’) read with SEBI Master Circular dated January 30, 2026 read with the SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/135 dated October 13, 2025 along with the Industry Standards on “Minimum information to be provided for review of the Audit Committee and members for approval of Related Party Transaction (RPT)”, hereinafter collectively referred to as (‘SEBI Circulars’), Secretarial Standards on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India and other applicable laws, rules, regulations, circulars and notifications issued thereunder (including any statutory modification(s) or re- enactment(s) thereof for the time being in force and as amended from time to time), that the Resolutions as set out in this Notice are proposed for consideration by the Shareholders of the Company for passing by means of Postal Ballot by way of voting through electronic means (‘remote e-voting’).

The Explanatory Statement pursuant to the provisions of section 102(1) and other applicable provisions of the Act read with Rules, setting out all material facts relating to the resolution mentioned in this postal Ballot Notice (“Notice”) and additional information as required under the Listing Regulations is also attached.

In compliance with the aforesaid MCA Circulars and SEBI Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Shareholders whose e-mail addresses are registered with the Company/Depositories/Registrar and Share Transfer Agent (‘RTA’) as on Friday, March 13, 2026 (‘Cut-off date’). Accordingly, the physical copy of the notice along with Postal Ballot form and pre-paid business reply envelope are not being sent to the members for this Postal Ballot. If your e-mail address is not registered with the Company/Depositories/ RTA, please follow the process provided in the notes to receive this Postal Ballot Notice, login ID and password for remote e-voting.

In compliance with Regulation 44 of the SEBI (LODR) Regulations, 2015 and pursuant to the provisions of section 108 and 110 of the Act, read with Rules, the MCA Circulars and SS-2, the company is providing remote e-voting facility to its members, to enable them to cast their votes electronically instead of submitting postal ballot form physically. The communication of the assent or dissent of the members would only take place through the remote e-voting system.

The Board of Directors of the Company has, in compliance with the applicable provisions of the Act & Rules, appointed Mr. Neeraj Arora (Membership No. F10781 and CP No. 16186), Proprietor of M/s. Neeraj Arora & Associates (Firm registration No. S2019DE706400), Practicing Company Secretaries as the Scrutinizer for conducting this Postal Ballot process through remote e- voting in a fair and transparent manner and they have communicated their willingness to be appointed. Further, the Company has engaged the services of National Securities Depository Limited (‘NSDL’) as an agency to provide remote e-voting facility to its members to enable them to cast their votes electronically. The instructions to remote e-voting are appended to this notice.

The Notice is also available on the website of the company https://www.muksug.in/ .

In accordance with the provisions of the MCA Circulars and SEBI Circulars, manner of voting on the proposed resolutions is restricted only to remote e-voting i.e., by casting votes electronically instead of submitting postal ballot forms. Accordingly, the

Company is pleased to offer remote e-voting facility to all its shareholders to cast their votes electronically. Shareholders are requested to read the instructions in the notes under the section ‘General information and instructions relating to e-voting’ in this notice (‘Postal Ballot Notice’) to cast their votes electronically from their respective locations. Shareholders are requested to cast their votes through the remote e-voting process not later than 5.00 P.M. (IST) on Friday, April 17, 2026 to be eligible for being considered, failing which, it shall be strictly considered that no vote has been cast by the concerned shareholder. The remote e- voting facility will be disabled by NSDL thereafter and voting shall not be allowed beyond the said date and time.

The Shareholders holding Equity Shares of the Company are requested to follow the procedure stated in the Notes for casting votes by remote e-voting. Upon completion of the votes cast through remote e-voting, the Scrutinizer shall submit his report to the Chairman of the Company or person authorised by the Chairman. The results of the Postal Ballot along with the Scrutinizer’s Report shall be announced by the Chairman or a person authorised by the Chairman within 2 (two) working days of the conclusion of the Postal Ballot process through remote e-voting at the Registered Office of the Company at G.T. Road, Mukerian, Distt Hoshiarpur -144211, Punjab. The results along with the Scrutinizer’s Report shall also be simultaneously intimated to the BSE Limited (‘BSE’) (hereinafter collectively referred to as ‘Stock Exchange’) where the Equity Shares of the Company are listed and will be displayed on the Company’s website https://www.muksug.in/, as well as on the website of NSDL at www.evoting.nsdl.com. The Resolutions so passed shall be deemed to be passed on the last date of the remote e-voting i.e., Friday, April 17, 2026 .

Items of business requiring approval of the Equity Shareholders through Postal Ballot by ‘remote e-voting’ are given below:

SPECIAL BUSINESS:

1. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH HIGHLINK INVESTMENT PRIVATE LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of Regulation 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 (“Act”) read with rules made thereunder, other applicable laws/ statutory provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval of the Audit Committee and the Board of Directors of the Company, the approval of the members of the Company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the Company and Highlink Investment Private Limited (“HIPL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and HIPL for an aggregate value up to INR 20,016 lakhs for purchase and sale of goods, rendering and receiving of services, leasing of property, trade advances, loans and advances, inter-corporate deposits and other transactions for the related to business of the Company, entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted “committee” empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, including submission of documents with any statutory authority, as may be necessary or expedient to give effect to this resolution and for other matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any other officer of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

RESOLVED FURTHER THAT all actions taken by the Board or any person so authorized by the Board, in connection with any matter referred to or contemplated in any of the forgoing resolutions, be and are hereby approved, ratified and confirmed in all respects.

2. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH TIAZO TRADE PRIVATE LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval of the Audit Committee and the Board of Directors of the Company, the approval of the members of the Company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the company and Tiazo Trade Private Limited (“TTPL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and TTPL for an aggregate value up to INR 5,016 lakhs for purchase and sale of goods, rendering and receiving of services, leasing of property, trade advances, loans and advances, inter – corporate deposits given and other transactions related to business of the Company, entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, or submission of documents with any statutory authority, as may be necessary or expedient to give effect to this resolution and for other matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any officer of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

3. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH YADU SUGAR LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of Regulation 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 (“Act”) read with rules made thereunder, other applicable laws/ statutory provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval ofthe Audit Committee and the Board of Directors of the Company, the approval of the members of the Company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the Company and Yadu Sugar Limited (“YSL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and YSL for an aggregate value up to INR 6,000 lakhs for purchase and sale of goods, rendering and receiving of services, trade advances, loans and advances, inter – corporate deposits given and other transactions related to business of the Company, entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, including submission of documents with any statutory authority, as may be necessary or expedient to give effect to this resolution and for matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any officer of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

4. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH COSMOS INDUSTRIES LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of Regulation 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 (“Act”) read with rules made thereunder, other applicable laws/ statutory provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval of the Audit Committee and the Board of Directors of the Company, the approval of the members of the Company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the company and Cosmos Industries Limited (“CIL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and CIL for an aggregate value up to INR 10,075 lakhs for rendering and receiving of services, leasing of property, loans and advances, inter – corporate deposits given and other transactions related to the business of the Company, entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, including submission of documents with any statutory authority, as may be necessary or expedient to give effect to this resolution and for matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any officer of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

5. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH YADU RESORTS (INDIA) LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of Regulation 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 (“Act”) read with rules made thereunder, other applicable laws/ statutory provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval of the Audit Committee and the Board of Directors of the Company, the approval of the members of the company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the company and Yadu Resorts (India) Limited (“YRIL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and YRIL for an aggregate value up to INR 30 lakhs for leasing of property entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, including submission of documents with any other authority, as may be necessary or expedient to give effect to this resolution and for matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any officer of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

6. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH INDIAN GREEN REVOLUTION PRIVATE LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of Regulation 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 (“Act”) read with rules made thereunder, other applicable laws/ statutory provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval from the Audit Committee and the Board of Directors of the Company, the approval of the members of the Company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the company and Indian Green Revolution Private Limited (“IGRPL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and IGRPL for an aggregate value up to INR 20,600 lakhs for purchase and sale of goods, rendering and receiving of services, leasing of property, trade advances, loans and advances, inter – corporate deposits given and other transactions related to the business of the Company, entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, including submission of documents with any statutory authority, as may be necessary or expedient to give effect to this resolution and for matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any officer of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

7. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH DHARAMPUTRA FOOD INDUSTRIES PRIVATE LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval of the Audit Committee and the Board of Directors of the Company, the approval of the members of the company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the company and Dharamputra Food Industries Private Limited (“DFIPL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and DFIPL for an aggregate value up to INR 11525 lakhs for purchase and sale of goods, rendering and receiving of services, leasing of property, trade advances, loans and advances, inter – corporate deposits given and other related business of the Company, entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, including submission of documents with any statutory authority, as may be necessary or expedient to give effect to this resolution and for matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any officer of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

8. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH HIGHWAY KING TRANSPORTATION PRIVATE LIMITED

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of Regulation 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 (“Act”) read with rules made thereunder, other applicable laws/ statutory provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the company’s policy on determining Materiality of and dealing with Related Party Transactions, pursuant to the approval of the Audit Committee and the Board of Directors of the Company, the approval of the members of the Company be and is hereby accorded to enter into and/or execute new contract(s)/arrangement(s)/transaction(s) and/or to continue with the existing contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or a series of transactions taken together), more specifically set out in the explanatory statement to this resolution on the respective material terms & conditions set out therein, between the company and Highway King Transportation Private Limited (“HKTPL”), a related party under Regulation 2(1)(zb) of the SEBI LODR Regulations, on such terms and conditions as may be agreed between the Company and HKTPL for an aggregate value up to INR 1100 lakhs for sale of goods (petrol), rendering and receiving of services, leasing of property, trade advances, loans and advances, inter – corporate deposits given and other transactions related to business of the Company, entered or to be entered during the FY 2026-27, subject to such contracts/arrangements/transactions being carried out at arm’s length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the board of directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals from relevant authorities, including Governmental/regulatory authorities, if applicable, including submission of documents with any statutory authority, as may be necessary or expedient to give effect to this resolution and for matters connected therewith or incidental thereto and to delegate all or any of its powers conferred under this resolution to any Director/CFO/or any officer/executive of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard at any stage without requiring further consent or approval of the members of the Company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

9. TO ADVANCE ANY LOAN/GIVE GUARANTEE/PROVIDE SECURITY U/S 185 OF THE COMPANIES ACT, 2013

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution :

“RESOLVED THAT pursuant to the provisions of Section 185 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with Companies (Meetings of Board and its powers) Rules, 2014 and Regulations 2(1)(zc), 23(4) and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and/or any other applicable laws (including any statutory modification(s), amendment(s) or reenactment(s) thereof for the time being in force) and the Company’s Policy on Related Party Transactions and pursuant to the approval of Audit Committee and the Board of Directors of the Company, approval of the members be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the “Board” which term shall include any Committee constituted by the Board or any person(s) authorized by the Board to exercise its powers, including the powers conferred by this Resolution), for giving/ providing loan(s) in one or more tranches including loan represented by way of book debt (the “Loan”) to the entities as mentioned in explanatory statement being the related parties under the Act and SEBI Listing Regulations and in which the Directors of the Company are interested as per explanation to sub-section 2 of Section 185 of the Act, of an aggregate amount not exceeding INR 34,100 Lakhs (Rupees Thirty Four Thousands and One Hundred Lakh Only) for the period April 01, 2026 to March 31, 2027 in its absolute discretion deem beneficial and in the best interest of the Company provided that the said loan transaction(s) shall be carried out at arm’s length basis.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, any Director and/or Chief Financial Officer and/ or and/or Vice President Accounts and Finance of the Company be and is hereby severally authorized to negotiate, finalize and agree upon terms and conditions of the aforesaid Loans and to take all necessary steps, to execute all such documents, instruments and writings and to do all necessary acts, deeds and things in order to comply with all the legal and procedural formalities and to do all such acts, deeds or things incidental or expedient thereto and as the Board may think fit and suitable.

RESOLVED FURTHER THAT any of the Directors and/or the Chief Finance Officer and/ or Company Secretary of the Company, be and are hereby severally authorized to do all such acts, deeds, matters and things, including filling the requisite forms with Ministry of Corporate Affairs or submission of documents with any other authority, as may be necessary or expedient to give effect to this Resolution and for matters connected therewith or incidental thereto and to settle all questions, difficulties or doubts that may arise in this regard at any stage without requiring further consent or approval of the members of the company, it being expressly intended that the members shall be deemed to have given their approval thereto by virtue of this resolution.”

10. TO APPROVE CONTINUATION OF MR. JAITENDER KUMAR (DIN:08164429) AS A DIRECTOR (NOT LIABLE TO RETIRE BY ROTATION) OF THE COMPANY, FOR A FURTHER PERIOD OF FIVE YEARS COMMENCING FROM APRIL 01, 2026

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to Regulation 17(1D) and other applicable regulations, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the SEBI LODR) and based on the recommendation of the Nomination and Remuneration Committee and the approval of the Board of Directors of the Company, consent of the Members of the Company be and is hereby accorded for continuation of Mr. Jaitender Kumar (DIN:08164429), as a Non-Executive Non-Independent Director of the Company (not liable to retire by rotation), for a further period of 5 (five) years commencing from April 01, 2026.

“RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers to any committee of directors with power to further delegate to or any other Officer(s)/ Authorized Representative(s) of the Company to do all acts, deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

By order of the Board For Indian Sucrose Limited

Kunal Yadav

Date: March 17, 2026 DIN:01338110 Place: New Delhi Managing Director

NOTES:

1) The Explanatory Statement pursuant to Section 102 of the Act read with Secretarial Standards on General Meetings (SS-2) for the proposed Special Resolutions setting out material facts in relation thereto is appended to the Notice.
2) In compliance with the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and provisions of Regulation 44 of the SEBI Listing Regulations, as amended, the Shareholders are provided with the facility to cast their vote electronically. The Company has engaged the services of NSDL for the purpose of providing e-voting facility to all its Shareholders.
3) Pursuant to the MCA Circulars and SEBI Circulars, physical copies of this Postal Ballot Notice, Postal Ballot forms and prepaid Business Reply Envelopes are not being sent to Members for this Postal Ballot. Members are requested to provide their assent or dissent through remote e-voting only.
4) Members may please note that the Postal Ballot Notice will also be available on the Company’s website www.muksug.in, website of the Stock Exchange i.e. BSE Limited (BSE) at www.bseindia.com respectively and on the website of NSDL at www.evoting.nsdl.com.
5) All the documents referred to in this Notice and the Statement pursuant to Section 102 of the Act, will be available for inspection on the Company’s website www.muksug.in under Investor Section from the date of circulation of this Notice upto the date of declaration of Postal Ballot results.
6) In compliance with the MCA Circulars and SEBI Circulars, the Notice is being sent in electronic mode to those Members whose names appear in the Register of Members / List of Beneficial Owners as received from NSDL and Central Depository Services (India) Limited (‘CDSL’) as on the Cut-off date, i.e. Friday, March 13, 2026 and whose E-mail IDs are registered with the Company/ Depositories/ Registrar and Share Transfer.

For Members who have not registered their E-mail IDs, please follow the instructions given below. Further, the Shareholders whose names appear in the Register of Members/ List of Beneficial Owners as on Cut-off date, i.e. Friday, March 13, 2026 are entitled to vote on the Resolutions set forth in this Postal Ballot Notice. Voting rights shall be reckoned on the paid up value of the equity shares registered in the name of the Shareholders of the Company as on the Cut-off Date. In case of joint holders, only such joint holder who is first in the order of names will be entitled to do e-voting on the resolutions included in the Postal Ballot Notice. A person who is not a member as on the Cut-off date should treat this Notice of Postal Ballot for information purpose only.

7) The Postal Ballot Notice along with the Explanatory Statement, instructions and manner of remote e-voting can be downloaded from the link ‘https://www.evoting.nsdl.com.
8) The remote e-voting period commences from 9 .00 AM. (IST) on Thursday, March 19, 2026, and ends at 5.00 P.M. (IST) on Friday, April 17, 2026 both days inclusive. During this period, Shareholders of the Company, holding equity shares either in physical form or in dematerialized form, as on the Cut-off date may cast their vote by remote e-voting. The remote e-voting module shall be disabled by NSDL after the prescribed date and time for voting. Once the vote on the resolutions is cast by the Shareholder, the Shareholder shall not be allowed to change it subsequently.
9) The Board of Directors of the Company has appointed Mr. Neeraj Arora (Membership No. FCS 10781 and COP No. 16186), Proprietor of M/s. Neeraj Arora & Associates, Practicing Company Secretaries as the Scrutinizer, for conducting this Postal Ballot process through remote e-voting in a fair and transparent manner and the required consent for such appointment has been received.
10) The Scrutinizer shall, after the conclusion of the remote e-voting on Friday, April 17, 2026, at 05:00 P.M. (IST) , unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the Company and shall make Scrutinizer’s report within the prescribed time. Such report shall contain details of the total votes cast in favour of or against, if any, and submit the report to the Chairman or in their absence Company Secretary, who shall countersign the same and declare the result of Postal Ballot forthwith. The Resolutions, if passed by requisite majority, shall be deemed to have been passed on Friday, April 17, 2026, being the last day of remote e-voting in terms of Secretarial Standard – 2 on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India. Also, the resolutions passed by shareholders with requisite majority shall be

deemed to have been passed at a general meeting of shareholders convened on that behalf.

11) Results of voting shall be declared within 2 (two) working days from the time of conclusion of the remote e-voting. The results of the Postal Ballot shall be communicated to the Stock Exchanges and will be displayed on the Company’s website www.muksug.in and on the website of NSDL www.evoting.nsdl.com and at the Registered Office of the Company.
12) In case of any queries or grievances relating to remote e-voting, you may contact Mr. Utkarsh Gupta, Deputy Manager, NSDL, through e-mail at [email protected] or call on 011-23353814(15)

- How do I vote electronically using NSDL e voting system?

The way to vote electronically on NSDL e-voting system consists of “Two Steps” which are mentioned below:

- Step 1: Access to NSDL e voting system

- A) Login method for e voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository - Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

Type of sharehol ders	Login Method	Login Method			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 ore-voting service provider i.e. NSDLand you will be redirected to e- voting website of NSDL for casting your vote during the remote e-voting period. 4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.
Individua l Sharehol ders holding securities in demat mode with NSDL.	1. 2. 3.	ExistingIDeASuser can visit the e- Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login” which is available under‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-voting services under Value added 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 ore-voting service provider i.e. NSDLand you will be re- directed to e-voting website of NSDL for casting your vote during the remote e- voting period. If you are 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/Id easDirectReg.jsp 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”
				Individua l Sharehol ders holding securities in demat mode with	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 Easi / Easiest are requested to visit CDSL websitewww.cdslindia.com and click on

CDSL login icon & New System Myeasi Tab and then user your existing my easi username & password.
1. 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. 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.
1. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type		Helpdesk details
Individual Shareholders 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 - 4886 7000
Individual Shareholders holding securities in demat mode with CDSL		Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at toll free no. 1800-21-09911

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-voting website?

Alternatively, the user can directly access e-voting page by providing Demat Account Number and PAN No. from a e- voting link available on 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 evoting is in progress and also able to directly access the system of all e-voting Service Providers. Individua You can also login using the login l credentials of your demat account Sharehol through your Depository Participant ders registered with NSDL/CDSL for e- (holding voting facility. upon logging in, you will securities be able to see e-voting option. Click on e- in demat voting option, you will be redirected to mode) NSDL/CDSL Depository site after login successful authentication, wherein you through can see e-voting feature. Click on their company name or e-voting service depositor provider i.e. NSDL and you will be y redirected to e-voting website of NSDL participan for casting your vote during the remote e- ts voting period.
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, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-voting and you can proceed to Step 2 i.e. Cast your vote electronically.

Your User ID details are given below :

	Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
	a) For Members who hold shares in demat	8 Character DP ID followed by 8 Digit Client ID

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account with For example if your DP ID
NSDL. is IN300 and Client ID
is 12 then your
user ID is
IN30012**.
b) For Members 16 Digit Beneficiary ID
who hold shares For example if your
in demat Beneficiary ID is
account with 12** then
CDSL. your user ID is
12**
c) For Members EVEN Number followed
holding shares in by Folio Number
Physical Form. registered with the
company
For example if folio
number is 001 and
EVEN is 101456 then user
ID is 101456001
5. Password details for shareholders other than
Individual shareholders are given below:
a) If you are already registered for e-voting,
then you can user your existing password
to login and cast your vote.
b) If you are using NSDL e-voting system for
the first time, you will need to retrieve the
‘initial password’ which was
communicated to you. Once you retrieve
your ‘initial password’, you need to enter
the ‘initial password’ and the system will
force you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in
your demat account or with the
company, your ‘initial password’
is communicated to you on your
email ID. Trace the email sent to
you from NSDL from your
mailbox. Open the email and
open the attachment i.e. a .pdf
file. Open the .pdf file. The
password to open the .pdf file is
your 8 digit client ID for NSDL
account, last 8 digits of client ID
for CDSL account or folio
number for shares held in
physical form. The .pdf file
contains your ‘User ID’ and your
‘initial password’.
(ii) If your email ID is not registered,
please follow steps mentioned
below in process for those
shareholders whose email ids
are not registered
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If you are unable to retrieve or have not received the “Initial password” or have forgotten your password: a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-voting system of NSDL.
After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
Now, you will have to click on “Login” button. 9. After you click on the “Login” button, Home page of e-voting will open.

- Step 2: Cast your vote electronically on NSDL e voting system.

- How to cast your vote electronically on NSDL e voting system?

After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.
Select “EVEN” of company for which you wish to cast your vote during the remote e-voting period.
Now you are ready for e-voting as the Voting page opens.
Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
Upon confirmation, the message “Vote cast successfully” will be displayed. 6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page. 7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to sanjaygrover7(@gmail.com with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-voting" tab in their login.
It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to

the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and evoting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 022-48867000 or contact Ms. Pallavi Mhatre, Senior Manager, National Securities Depository Ltd., 3rd Floor, Naman Chamber, Plot C-32, G-Block, Bandra Kurla Complex, Bandra East, Mumbai, Maharashtra - 400051 at the designated email address: [email protected] or at telephone no. 022-48867000.

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :

In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to [email protected].
In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), 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 [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A ) i.e. Login method for e-voting for Individual shareholders holding securities in demat mode .
Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e- voting by providing above mentioned documents.
In terms of SEBI circular dated December 9, 2020 on e-voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-voting facility.

Information at a glance:

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Particulars Notes
Cut-off Date to determine eligible numbers to Friday, 13 [th] March, 2026
vote on the resolution
Voting start date and time Thursday, 19 [th ] March, 2026 09:00 AM
(IST)
Voting end date and time Friday, 17 [th ] April, 2026 05:00 PM (IST)
Date on which the resolution is deemed to be Friday, 17 [th ] April, 2026
Passed
Name, address and contact details of Registrar MCS Share Transfer Agent Limited
and Share Transfer Agent.
179-180, 3rd Floor , DSIDC Shed
Okhla Industrial Area, Phase - I, New
Delhi-110020
Phone No: 01141406149,
E-mail: [email protected]
Name, address and contact details of e-voting National Securities Depository Limited
service provider
4th Floor, A Wing, Trade World,
Kamala Mills
Compound, Senapati Bapat Marg,
Lower Parel,
Mumbai, Maharashtra 400013
Email ID: [email protected]
NSDL e-voting website address www.evoting.nsdl.com
Name of the scrutinizer Neeraj Arora & Associates
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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND/ OR REGULATION 36(3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

The following Statement sets out all material facts relating to the Special Business mentioned in the Notice:

Item No. 1 to 8:

In terms of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI LODR Regulations ”), as amended from time to time, a transaction with a related party shall be considered material if the transaction(s) to be entered into individually or taken together with previous transactions during a financial year, exceed the thresholds specified under Schedule XII of the SEBI LODR Regulations, as determined based on the listed entity’s last audited consolidated turnover, and shall require prior approval of the Members by way of an Ordinary Resolution. The said limits are applicable, even if the transactions are in the ordinary course of business of the concerned company and at an arm’s length basis.

Further, Regulation 2(1)(zc) of the SEBI LODR Regulations defines a Related Party Transaction (“ RPT ”) to include a transaction involving transfer of resources, services or obligations between (i) a listed entity or any of its subsidiaries on one hand and a related party of the listed entity or any of its subsidiaries on the other hand, as well as (ii) a listed entity or any of its subsidiaries on one hand and any other person or entity on the other hand, the purpose and effect of which is to benefit a related party of the listed entity or any of its subsidiaries, regardless of whether a price is charged or not and a “transaction” with a related party shall be construed to include a single transaction or a group of transactions in a contract. Further, SEBI vide its Circular Nos. SEBI/HO/CFD/CFDPoD-2/P/CIR/2025/93 dated June 26, 2025 and SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/135 dated October 13, 2025 has introduced the Industry Standards on “Minimum information to be provided for review of the audit committee and shareholders for approval of a related party transaction” (‘Standards’) to facilitate uniform approach and assist listed companies in complying with the provisions of Regulation 23 of the SEBI LODR Regulations read with the SEBI Master Circular no. HO/49/14/14(7)2025-CFDPOD2/I/3762/2026 dated January 30, 2026 (“ SEBI Circular ”). The Standards inter alia requires listed entity to provide minimum information, in specified format, relating to the proposed RPTs, to the Audit Committee and to the shareholders, while seeking approval.

The Company proposes to enter into and/ or continue certain related party transaction(s) during the Financial Year 2026–27 with its related parties, as more particularly detailed in the tables forming part of this Explanatory Statement.

Considering the nature, volume and frequency of the proposed transactions, the aggregate value of such transaction(s), whether undertaken individually or collectively or in tranches, is expected to exceed the materiality thresholds prescribed under Regulation 23 of the SEBI LODR Regulations and the Company’s Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions.

It is in the above context that, Resolution No(s). 1 to 8 are placed for the approval of the members of Indian Sucrose Limited (“Company”/ “ISL”) along with necessary details on the proposed RPTs provided in this Statement.

The Company shall ensure compliance with all applicable provisions of the Companies Act, 2013, SEBI LODR Regulations, the Industry Standards and the Company’s internal policies, from time to time. In accordance with Regulation 23 of the SEBI LODR Regulations, all related parties (whether such related party is a party to the transaction or not) shall abstain from voting on these resolutions.

For the purpose of calculating the total amount of proposed RPTs (as provided in resolution(s) 1 to 8) as a percentage of annual consolidated turnover of ISL and/or annual standalone turnover of the subsidiary company and/or annual standalone turnover of the related party (as applicable) as of the immediately preceding financial year, we have considered FY 2024-25 as the ‘preceding financial year’ pending approval of the financial statements/ results of Indian Sucrose Limited for FY 2025-26, by the Board of Directors of the Company followed by the adoption of the said Financial Statements by the Shareholders of the Company at the ensuing Annual General Meeting to be held in the year 2026.

Members may note that in terms of the provisions of the SEBI LODR Regulations, the related parties as defined thereunder (whether such related party(ies) are a party to the aforesaid transactions or not), shall not vote in respect of Resolutions under Item No. 1 to 8.

Except as mentioned above, none of the Directors and Key Managerial Personnel of the Company and/or their respective relatives are, in any way, concerned or interested either directly or indirectly, financially or otherwise in the Resolution set out at Item No. 1 to 8 of the accompanying Notice.

The Board of Directors recommends the Ordinary Resolutions set out at Item No. 1 to 8 of the accompanying Postal Ballot Notice for approval by the Members.

Item No. 9

Pursuant to Section 185 of the Companies Act, 2013 (“the Act”), a Company may advance any loan including any loan represented by book debt, or give any guarantee or provide any security in connection with any loan taken by any entity covered under the category of ‘a person in whom any of the director of the Company is interested’ as specified in the explanation to Section 185(2)(b) of the Companies Act, 2013, after passing a Special Resolution in the general meeting.

It is proposed to make loan(s) including loan represented by way of Book Debt to, and/or give guarantee(s) and/or provide security in connection with any loan taken/to be taken by the entity or any other person in whom any of the Director of the Company is/deemed to be interested as specified in the explanation to Section 185(2)(b) of the Act (collectively referred to as the “Entities”), from time to time, for its principal business activities and other matters connected therewith or incidental thereto, within the limits as mentioned in the Item no. 9 of the notice.

The members may note that Board of Directors would carefully evaluate the proposals and provide such loan, guarantee or security through deployment of funds out of internal resources/accruals and/or any other appropriate sources, from time to time, and the proposed loan shall be at such rate of interest as agreed by the parties in the best interest of the Company.

The Board of Directors recommends the Ordinary Resolutions set out at Item No. 9 of the accompanying Postal Ballot Notice for approval by the Members.

Item No. 10

Pursuant to Regulation 17(1D) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended by the SEBI (LODR) (Second Amendment) Regulations, 2023, with effect from April 01, 2024, the continuation of a director serving on the Board of Directors of a listed entity shall be subject to the approval of shareholders in a general meeting at least once in every five years from the date of their appointment or re-appointment, as the case may be.

Further, where a director has been serving on the Board as on March 31, 2024 without approval of shareholders for the last five years or more, such continuation shall be subject to approval of shareholders in the first general meeting held after March 31, 2024.

The above requirement is not applicable to a Whole-time Director, Managing Director, Manager, Independent Director or a Director retiring by rotation in terms of sub-section (6) of Section 152 of the Companies Act, 2013.

Mr. Jaitender Kumar was appointed as a Director, liable to retire by rotation, at the Board Meeting of the Company held on June 27, 2018 and his appointment was regularized by the members at the 27th Annual General Meeting of the Company held on September 29, 2018.

Subsequently, pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors at their meeting held on 17[th] March, 2026, the Board has recommended the continuation of Mr. Jaitender Kumar as a Director, not liable to retire by rotation , for a further period of five years commencing from the date of approval of the members through Postal Ballot, in order to comply with the requirements of the SEBI (LODR) Regulations.

Mr. Jaitender Kumar does not hold directorship in any other company in India. He does not hold any shares in the Company and is not related to any Director or Key Managerial Personnel of the Company or their relatives.

A brief profile of Mr. Jaitender Kumar is provided in the Annexure to this Notice for the information of the shareholders.

Except Mr. Jaitender Kumar, none of the Directors or Key Managerial Personnel of the Company or their relatives are concerned or interested, financially or otherwise, in the resolution set out at Item No. 10 of the Notice, except to the extent of their respective shareholding, if any, in the Company.

The Board of Directors recommends the Special Resolution set out in Item No. 10 of this Notice for approval of the members.

Information about the Directors to be appointed and reappointed at the General Meeting as stipulated under Regulation 36 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 and Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India, as applicable:

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Name of the Director Mr. Jaitender Kumar
DIN 08164429
Date of Birth 07/07/1966
Age (in Years) 59
Nationality Indian
Date of Appointment 27/06/2018
Graduate degree in B.S.C. Agriculture from Haryana Agriculture
University, Hisar, Haryana, 125001.
He holds a postgraduate degree in B.Sc. Agriculture from Haryana
Brief Profile and Qualification Agricultural University, Hisar, and brings over 20 years of
expertise in agriculture and land-related matters. His leadership
and insights have played a pivotal role in driving the company’s
growth.
Board Position held Non-Executive Director
Terms and conditions of appointment or re- Non-Executive Non Independent Director (Not liable to retire by
appointment rotation)
Remuneration last drawn (including sitting fees, if any) 2,25,000
Sitting fee as decided by the Board time to time within the ceiling
Remuneration Proposed to be paid
prescribed by the Act
Number of the Meeting of the Board attended during
9
the year
Expertise in functional area Corporate Planning and Management Strategy
List of Directorship in other Companies as on the date
of this notice
i) Listed entity
NIL
ii) Others
Membership/Chairmanship of Committees of
NIL
Companies as on the date of this notice
Listed entities from which the person has resigned in
None
the past three years
Relationship with other directors inter-se and Key
None
Managerial Personnel
No. of Shares held in the Company or on behalf of any
NIL
other person on beneficial basis
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Disclosure of Indian Sucrose Limited

(“The Company or “Listed entity”)

In accordance with Industry Standards on “Minimum Information to be provided to the Audit Committee and Shareholders for Approval of Related Party Transactions (RPTs)” dated June 26, 2025

(“RPT Industry Standards”)

Minimum Information of the Proposed Related Party Transactions

Item No. 1

A(1) Basic	details of the relatedparty
Sr. No.	Particulars of the Information	Informationprovided by the management
1	Name of the Related Party	Highlink Investment Private Limited(“HIPL”)
2	Country of incorporation of the related party	India
3	Nature of business of the related party	The company is engaged in trading of Sugars and other allied foods products

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A (2) Relationship and ownership of the related party
Sr. No. Particulars of the Information Information provided by the management
1 Relationship between the listed entity /subsidiary (in case of Highlink investment Pvt. Ltd. is a company in
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A(2) Relationship and ownership of the related party	A(2) Relationship and ownership of the related party	A(2) Relationship and ownership of the related party
Sr. No. Particulars of the Information Information provided by the management
1	Relationship between the listed entity /subsidiary (in case of	Highlink investment Pvt. Ltd. is a company in
	transaction involving the subsidiary) and the related party – including nature of its concern (Financial or otherwise) and the following:  Shareholding of the listed entity /subsidiary (in case of transaction involving the subsidiary), whether direct or indirect in the related party  Where related party is a partnership firm or sole proprietorship concern or body corporate without share capital then capital contribution, if any made by the listed entity /subsidiary (in case of transaction involving the subsidiary)  Shareholding of related party whether direct or indirect in the listed entity /subsidiary (in case of transaction involving the subsidiary) Explanation: Indirect shareholding shall mean shareholding held through any person over which listed entity/subsidiary /related party has control while calculating indirect shareholding, Shareholding held by relatives shall also be considered.	which the person of promoters has a significant influence. N.A. N.A. 3.67% (Direct)

	A(3) Details of previous transactions with the related party	A(3) Details of previous transactions with the related party
	Sr. No.	Particulars of the Information	Informationprovided bythe management

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1 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2024-25
during last financial year. No. Rs.In lakhs)
1 Sales 180.50
2 Purchase 483.65
Explanation: Details need to be disclosed separately 3 Interest income 324.81
for the listed entity and its subsidiary 4 Loans Granted 5479.94
5 Loans/advances 6834.75
received back
2 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of FY 2025-26
in the current financial year up-to the quarter No. transactions Rs. In lakhs) 1 [st]
immediately preceding the quarter in which the Quarter to 3 [rd] last
approval is sought. quarter ended on 31 [st]
December, 2025.
1 Sales 2083.84
2 Purchase NIL
3 Interest income 455.79
4 Loans Granted 7610.00
5 Loans/advances 1195.00
received back
3 Any default, if any, made by a related party There is no such default
concerning any obligation undertaken by it under a
transaction or arrangement entered into with the
listed entity or its subsidiary during the last
financial year
A (4): Amount of the proposed transaction(s)
Sr. No. Particulars of the Information Information provided by the management
1 Amount of the proposed transactions being placed for the approval INR 20016 lakhs (Rupees Twenty thousand
in the meeting of the Audit Committee /Shareholders sixteen lakhs only)
2 Whether the proposed transactions taken together with the YES
transactions undertaken with the related party during the current
financial year would render the proposed transaction a material
RPT?
3 Value of the proposed transactions as percentage of the listed 35.69%
entity’s annual consolidated turnover for the immediately
preceding financial year.
4 Value of the proposed transactions as percentage of subsidiary ‘s Not applicable
annual standalone turnover for the immediately preceding financial
year (in case of transaction involving the subsidiary and where the
listed entity is not a party to the transaction)
5 Value of the proposed transactions as a percentage of the related 544.33%
party’s annual consolidated turnover (if consolidated turnover is
not available, calculation to be made on standalone turnover of
related party) for the immediately preceding financial year, if
available.
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6	Financial Performance of the related party for the immediately preceding financial year. *Explanation:*The above information is to be given on standalone basis. If standalone is not available, provide on consolidated basis.			FY 2024-25 (in Lakhs) 3610.84 504.49 867.75
			Particulars	FY 2024-25 (in Lakhs)
			Turnover	3610.84
			Profit After Tax	504.49
			Net worth	867.75

A (5): Basic details of the proposed transaction

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Sr. Particulars of Information Provided by the Management
No. Information
1 Specific type of proposed Purchase Sale of sugar Inter Corporate Leasing of property
transaction (e.g sale of Loan
goods/services, purchase
of goods/services, giving
loan, borrowing etc.
2 Details of each type of 0 10000 Lakhs 10000 Lakhs 16 Lakhs
proposed Transaction.
3 Tenure of the proposed 0 1 year 1 year 1 year
transaction (tenure in
number of years or
months to be specified)
4 Whether omnibus Yes
approval being sought
5 Value of the proposed Not Applicable Not Applicable Not Applicable
transactions during a
financial year. if
proposed transaction will
be executed over more
than one financial year.
Provide estimated
breakup financial year-
wise
6 Justification as to why Highlink Investment Pvt. Ltd. The proposed These are annual
the RPT proposed to be is into the business of trading RPT are essential contracts and
entered into are in the of sugar for many years and for the meeting expenses for these
interest of listed entity have excellent track report the company’s transaction are
with good clientage in market, ongoing secured on a
consequent upon the company operational monthly basis.
is purchasing the sugar in bulk requirements.
from Indian sucrose ltd. These
(Listed entity), resulting transactions are
which the company has the necessary to
good cash flow and fast ensure operation
inventory liquidation. Indian continuity,
sucrose ltd is in to the efficient
business of manufacturing of deployment of
sugar and highlink Investment overall business
pvt. ltd, is in to the business of synergy.
trading of sugar.
Since both the company are in
the same business and as well
as same group, the transaction
will benefit/help in maximize
the profit and increase in the
profit margin and to expend
the group as whole.
The Proposed transaction is being undertaken in the ordinary course of business and on an
arm’ length basis. This transaction is considered commercially prudent and in the best interest
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of the company and its shareholders.
7 Details of the Except Mr. Kunal Yadav and their relatives none of the Promoter(s) /director(s)/Key
promoter(s)/ director(s) Managerial Personnel of the listed entity have interest in the transaction(s), whether directly
/ key managerial or indirectly, financially or otherwise, except to extent of their directorship or shareholding
personnel of the listed in the related party.
entity who have
interest in the
transaction, whether
directly or indirectly.
Explanation: Indirect
interest shall mean
interest held through any
person over which an
individual has control.
a. Name of the director / Mr. Kunal Yadav (Chairman and Managing Director)
KMP
b. Shareholding of the The Shareholding in the related party is as follows:
director / KMP, whether  58.14 % is held by Group Companies, in certain of which the Director(s) have
direct or indirect, in the
shareholding interest.
related party
8 A copy of the valuation Not applicable: as arm’s length price will be charged
or other external party
report, if any, shall be
placed before the Audit
Committee.
9 Other information The proposed Material RPT’s will be envisaged as an enabling approval from the
relevant for decision shareholders of the company, whenever required.
making.
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PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

B (1): Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

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S. No. Particulars of the information Information provided by the
management
Transaction: Purchase of goods/supply
Sales/supply of Goods/ Services
Bidding or other process, if any, applied for choosing a party for sale, purchase or
1. N.A.
supply of goods or services.
2. Basis of determination of price. Goods are sold at market rate
or cost +Profit where market rate is
not applicable.
3. In case of Trade advance ( of up to 365 days or such period for which such advances
are extended as per normal trade practice ), if any, proposed to be extended to the
related party in relation to
the transaction, specify the following:
a. Amount of Trade advance N.A.
b. Tenure N.A.
c. Whether same is self-liquidating? N.A.
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B (2): Disclosure only in case of transactions relating to loans and advances (other than trade advances) or intercorporate deposits given by the listed entity or its subsidiary.

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S. No. Particulars of the information Information provided by the management
1. Source of funds in connection with the proposed Proceeds from the company’s business
transaction. operation/activities/internal accruals/loan and borrowings
of the company and any other permissible sources of funds
Note: This item of disclosure is not applicable
in accordance with the provisions of the companies act
to listed banks/ NBFCs/insurance companies/housing
2013 and rules made there under.
finance companies.
2. Where any financial indebtedness is incurred to give NA
loan, inter- corporate deposit or advance, specify the
following:
Note: This item of disclosure is not applicable
to listed banks/ NBFCs/insurance companies/
housing finance companies..
a. Nature of indebtedness NA
b. Total cost of borrowing NA
c. Tenure NA
d. Other details NA
3. Rate of interest at which the listed entity or Interest rate will be in line with prevailing rates.
its subsidiary is borrowing from its bankers/
other lenders.
Note:
(1) This item of disclosure is not applicable to listed
banks/ NBFCs/insurance companies/ housing
finance companies.
(2) Disclosure shall be made of borrowings
undertaken by the listed entity with a comparable
maturity profile to the loan/ICD being granted by
the listed entity.
4. Proposed interest rate to be charged by listed entity or The proposed interest rate shall be at an arm length Basis
its subsidiary from the related party. and in line with prevailing market rates.
5. Maturity / due date On Demand
6. Repayment schedule & terms As May be mutually decided which may be align with
prevailing market rates.
7. Whether secured or unsecured? Unsecured
8. If secured, the nature of security & security coverage NA
ratio
9. The purpose for which the funds will be utilized by Funds shall be utilized towards meeting the operational
the ultimate beneficiary of such funds pursuant to the cash flows/ business objectives/requirements/
transaction. exigencies/general corporate purpose
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C (1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances), Intercorporate deposits given by the listed entity or its subsidiary.

S. No.	Particulars of the information	Information provided by the management
1.	Latest credit rating of the related party Note: Standalone rating to be provided while option to provide structured obligation rating (SO rating) and credit enhancement rating (CE rating), if any	Not Available

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2. Default on borrowings, if any , over the last three financial years, There have been no defaults by the related
by the related party from the listed entity or any other person and party on any borrowings from the company or
value of subsisting default. from any other person during the last 3
financial years.
Note: This information may be provided to the extent it is
available in the public domain or as may be provided by the
related party upon request.
In addition, state the following:
a) Whether the account of the related party has been classified
The related party has not been classified as a
as a non-performing asset (NPA) by any of its bankers and
Non Performing Asset (NPA) by any of its
whether such status is currently subsisting;
bankers, has not been declared a “willful
b) Whether the related party has been declared a “wilful defaulter”, is not undergoing or facing any
defaulter” by any of its bankers and whether such status is application for insolvency resolution or
currently subsisting; liquidation under the insolvency and
c) Whether the related party is undergoing or facing any bankruptcy code, 2016, and does not suffer
application for commencement of an insolvency resolution from any disqualifications specified under
process or liquidation; Section 29A of the Insolvency and Bankruptcy
Code, 2016.
d) Whether the related party, not being an MSME, suffers from
any of the disqualifications specified under Section 29A of
the Insolvency and Bankruptcy Code, 2016.
Note: Past defaults that are no longer subsisting and have been
cured or regularized need not be disclosed.
FY 20xx-20xx
FY 20xx-20xx
FY 20xx-20xx
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Note: Past defaults that are no longer subsisting and have been
cured or regularized need not be disclosed.
FY 20xx-20xx
FY 20xx-20xx
FY 20xx-20xx
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Item No. 2

A (1) Basic details of the related party

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Sr. No. Particulars of the Information Information provided by the management
1 Name of the Related Party Tiazo Trade Private Limited (“ TTPL ”)
2 Country of incorporation of the related party India
3 Nature of business of the related party The company is engaged in trading of Sugars and other allied
foods products
A (2) Relationship and ownership of the related party
Sr. No. Particulars of the Information Information provided by the management
1 Relationship between the listed entity /subsidiary (in case of Tiazo Trade Private Limited is a Company in
transaction involving the subsidiary) and the related party – which the Managing Director and his relative is a
including nature of its concern (Financial or otherwise) and the Member.
following:
 Shareholding of the listed entity /subsidiary (in case of N.A.
transaction involving the subsidiary), whether direct or
indirect in the related party
 Where related party is a partnership firm or sole
N.A.
proprietorship concern or body corporate without share
capital then capital contribution, if any made by the listed
entity /subsidiary (in case of transaction involving the
subsidiary)
 Shareholding of related party whether direct or indirect in
the listed entity /subsidiary (in case of transaction 1.06% (Direct)
involving the subsidiary)
Explanation: Indirect shareholding shall mean shareholding
held through any person over which listed entity/subsidiary
/related party has control while calculating indirect
shareholding, Shareholding held by relatives shall also be
considered.
A (3) Details of previous transactions with the related party
Sr. No. Particulars of the Information Information provided by the management
1 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2024-25
during last financial year. No. Rs. in lakhs)
1 Sales Nil
2 Purchase 322.16
Explanation: Details need to be disclosed separately 3 Interest income 83.24
for the listed entity and its subsidiary 4 Loans Granted 781.00
5 Loans/advances
855.92
received back
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2 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of FY 2025-26
in the current financial year up-to the quarter No. transactions Rs. In lakhs) 1 [st]
immediately preceding the quarter in which the Quarter to 3 [rd] last
approval is sought. quarter ended on 31 [st]
December, 2025.
1 Sales NIL
2 Purchase NIL
3 Interest income 3.29
4 Loans Granted 50
5 Loans/advances NIL
received back
3 Any default, if any, made by a related party There is no such default
concerning any obligation undertaken by it under a
transaction or arrangement entered into with the
listed entity or its subsidiary during the last
financial year
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A (4): Amount of the proposed transaction(s)

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Sr. No. Particulars of the Information Information provided by the management
1 Amount of the proposed transactions being placed for the approval INR Rs.5016 lakh (Rupees Five thousand
in the meeting of the Audit Committee /Shareholders sixteen Lakhs only)
2 Whether the proposed transactions taken together with the YES
transactions undertaken with the related party during the current
financial year would render the proposed transaction a material
RPT?
3 Value of the proposed transactions as percentage of the listed 8.94%
entity’s annual consolidated turnover for the immediately
preceding financial year.
4 Value of the proposed transactions as percentage of subsidiary ‘s Not applicable
annual standalone turnover for the immediately preceding financial
year (in case of transaction involving the subsidiary and where the
listed entity is not a party to the transaction)
5 Value of the proposed transactions as a percentage of the related 1556.99%
party’s annual consolidated turnover (if consolidated turnover is
not available, calculation to be made on standalone turnover of
related party) for the immediately preceding financial year, if
available.
6 Financial Performance of the related party for the immediately
preceding financial year.
Particulars FY 2024-25
Explanation: The above information is to be given on standalone (in Lakhs)
basis. If standalone is not available, provide on consolidated basis. Turnover 322.16
Profit After Tax -66.15
Net worth 125.05
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A (5): Basic details of the proposed transaction

Sr. No.	Particulars of Information		Information Provided by the Management	Information Provided by the Management
1	Specific type of proposed transaction (e.g sale of goods/services, purchase ofgoods/services, giving	Purchase	Sale of sugar	Inter Corporate Loan	Leasing of property

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loan, borrowing etc.
2 Details of each type of 0 4000 Lakhs 1000 Lakhs 16 Lakhs
proposed Transaction.
3 Tenure of the proposed 0 1 year 1 year 1 year
transaction (tenure in
number of years or
months to be specified)
4 Whether omnibus Yes
approval being sought
5 Value of the proposed Not Applicable Not Applicable Not Applicable Not Applicable
transactions during a
financial year. if
proposed transaction will
be executed over more
than one financial year.
Provide estimated
breakup financial year-
wise
6 Justification as to why Not Applicable Tiazo Trade Pvt. Ltd. has The proposed RPT These are annual
the RPT proposed to be been engaged in the business are essential for the contracts and
entered into are in the of trading in sugar for several meeting the expenses for these
interest of listed entity years and has established a company’s transaction are
strong track record along with ongoing secured on a
a well – diversified and operational monthly basis
reputable client based in the requirements.
market. The Company These transactions
procures sugar in bulk from are necessary to
Indian Sucrose Ltd. (Listed ensure operation
entity), which enables continuity,
efficient inventory efficient
management, resulting in deployment of
healthy cash flows and faster overall business
inventory turnover. synergy.
Indian Sucrose Limited is
engaged in the manufacturing
of sugar, while Tiazo Trade
Private Limited operates in
the trading segment of the
same industry.
Given that both entities
operate within the same line
of business and belong to the
same group, the transactions
between them are expected to
generate operations synergies,
optimize resource utilization,
enhance profitability, and
improve overall profit
margins.
These arrangements will also
contribute to the consolidated
growth and expansion of the
group as a whole.
The Proposed transaction is being undertaken in the ordinary course of business and on an
arm’ length basis. This transaction is considered commercially prudent and in the best interest
of the company and its shareholders.
7 Details of the Except Mr. Kunal Yadav and their relatives none of the Promoter(s) /director(s)/Key
promoter(s)/ director(s) Managerial Personnel of the listed entity have interest in the transaction(s), whether directly
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/ key managerial or indirectly, financially or otherwise, except to extent of their directorship or shareholding
personnel of the listed in the related party.
entity who have
interest in the
transaction, whether
directly or indirectly.
Explanation: Indirect
interest shall mean
interest held through any
person over which an
individual has control.
a. Name of the director / Mr. Kunal Yadav (Chairman and Managing Director)
KMP
b. Shareholding of the The Shareholding in the related party is as follows:
director / KMP, whether • 7.02 % is held directly by the Director(s);
direct or indirect, in the • 3.51 % is held by relatives of the Director(s); and
related party • 86.40 % is held by Group Companies, in certain of which the Director(s) have
shareholding interest.
8 A copy of the valuation Not applicable: as arm’s length price will be charged
or other external party
report, if any, shall be
placed before the Audit
Committee.
9 Other information The proposed Material RPT’s will be envisaged as an enabling approval from the
relevant for decision shareholders of the company, whenever required.
making.
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PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

B (1): Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

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S. No. Particulars of the information Information provided by the
management
Transaction: Purchase of goods/supply
Sales/supply of Goods/ Services
1. Bidding or other process, if any, applied for choosing a party for sale, purchase or N.A.
supply of goods or services.
2. Basis of determination of price. Goods are sold at market rate
or cost +Profit where market rate is
not applicable.
3. In case of Trade advance ( of up to 365 days or such period for which such advances
are extended as per normal trade practice ), if any, proposed to be extended to the
related party in relation to
the transaction, specify the following:
a. Amount of Trade advance N.A.
b. Tenure N.A.
c. Whether same is self-liquidating? N.A.
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B (2): Disclosure only in case of transactions relating to loans and advances (other than trade advances) or intercorporate deposits given by the listed entity or its subsidiary.

S. No.	Particulars of the information	Information provided by the management
1.	Source of funds in connection with the proposed transaction.	Proceeds from the company’s business operation/activities/internal accruals/loan and borrowings of the company and any other permissible sources of funds in

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accordance with the provisions of the companies act 2013 and
Note: This item of disclosure is not applicable to
listed banks/ NBFCs/insurance companies/housing rules made there under.
finance companies.
2. Where any financial indebtedness is incurred to give NA
loan, inter- corporate deposit or advance, specify the
following:
Note: This item of disclosure is not applicable to
listed banks/ NBFCs/insurance companies/ housing
finance companies..
a. Nature of indebtedness NA
b. Total cost of borrowing NA
c. Tenure NA
d. Other details NA
3. Rate of interest at which the listed entity or its Interest rate will be in line with prevailing rates.
subsidiary is borrowing from its bankers/ other
lenders.
Note:
(3) This item of disclosure is not applicable to listed
banks/ NBFCs/insurance companies/ housing
finance companies.
(4) Disclosure shall be made of borrowings undertaken
by the listed entity with a comparable maturity
profile to the loan/ICD being granted by the listed
entity.
4. Proposed interest rate to be charged by listed entity or its The proposed interest rate shall be at an arm length Basis
subsidiary from the related party. and in line with prevailing market rates.
5. Maturity / due date On Demand
6. Repayment schedule & terms As May be mutually decided which may be align with
prevailing market rates.
7. Whether secured or unsecured? Unsecured
8. If secured, the nature of security & security coverage ratio NA
9. The purpose for which the funds will be utilized by Funds shall be utilized towards meeting the operational
the ultimate beneficiary of such funds pursuant to the cash flows/ business objectives/requirements/
transaction. exigencies/general corporate purpose
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C (1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary.

S. No.	Particulars of the information	Information provided by the
		management

1.	Latest credit rating of the related party Note: Standalone rating to be provided while option to provide structured obligation rating (SO rating) and credit enhancement rating (CE rating), if any	Not Available

2. Default on borrowings, if any , over the last three financial years, by the There have been no defaults by the related related party from the listed entity or any other person and value of party on any borrowings from the company subsisting default. or from any other person during the last 3 financial years.

Note: This information may be provided to the extent it is available in the public domain or as may be provided by the related party upon request. In addition, state the following: e) Whether the account of the related party has been classified as a The related party has not been classified as

non-performing asset (NPA) by any of its bankers and whether a Non Performing Asset (NPA) by any of

such status is currently subsisting; its bankers, has not been declared a “willful

f) Whether the related party has been declared a “wilful defaulter” by defaulter”, is not undergoing or facing any any of its bankers and whether such status is currently subsisting; application for insolvency resolution or

g) Whether the related party is undergoing or facing any application for liquidation under the insolvency and commencement of an insolvency resolution process or liquidation; bankruptcy code, 2016, and does not suffer from any disqualifications specified under

h) Whether the related party, not being an MSME, suffers from any of Section 29A of the Insolvency and

the disqualifications specified under Section 29A of the Insolvency Bankruptcy Code, 2016.

and Bankruptcy Code, 2016.

Note: Past defaults that are no longer subsisting and have been cured or regularized need not be disclosed. FY 20xx-20xx FY 20xx-20xx FY 20xx-20xx

Item No. 3

A (1) Basic details of the related party	A (1) Basic details of the related party
Sr. No.	Particulars of the Information	Information provided by the management
1	Name of the Related Party	Yadu Sugar Limited(“YSL”)
2	Country of incorporation of the related party	India
3	Nature of business of the related party	The Company is engaged in manufacturing of sugar

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A (2) Relationship and ownership of the related party
Sr. Particulars of the Information Information provided by the management
No.
1 Relationship between the listed entity /subsidiary (in case of Yadu Sugar Limited is a Company in which the
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A(2) Relationship and ownership of the related party	A(2) Relationship and ownership of the related party	A(2) Relationship and ownership of the related party
Sr. No. Particulars of the Information Information provided by the management
1	Relationship between the listed entity /subsidiary (in case of	Yadu Sugar Limited is a Company in which the
	transaction involving the subsidiary) and the related party – including nature of its concern (Financial or otherwise) and the following:  Shareholding of the listed entity /subsidiary (in case of transaction involving the subsidiary), whether direct or indirect in the related party  Where related party is a partnership firm or sole proprietorship concern or body corporate without share capital then capital contribution, if any made by the listed entity /subsidiary (in case of transaction involving the subsidiary)  Shareholding of related party whether direct or indirect in the listed entity /subsidiary (in case of transaction involving the subsidiary) Explanation: Indirect shareholding shall mean shareholding held through any person over which listed entity/subsidiary /related party has control while calculating indirect shareholding, Shareholding held by relatives shall also be considered.	Managing Director and his relative is a Director and holds along with his relatives, more than 2% of its paid-up share capital. N.A. N.A. 34.67% (Direct)

A(3) Details of previous transactions with the related party	A(3) Details of previous transactions with the related party
Sr. No.	Particulars of the Information	Informationprovided bythe management
1	Total amount of all the transactions undertaken by the listed entity or subsidiary with the related party during last financial year. Explanation: Details need to be disclosed separately for the listed entity and its subsidiary			FY 2024-25 (Rs.In lakhs) 3.93 - 432.76 4697.00 8943.53
		Sr. No.	Nature of transactions	FY 2024-25 (Rs.In lakhs)
		1	Sales	3.93
		2	Purchase	-
		3	Interest income	432.76
		4	Loans Granted	4697.00
		5	Loans/advances received back	8943.53

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2 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of FY 2025-26
in the current financial year up-to the quarter No. transactions Rs. In lakhs) 1 [st]
immediately preceding the quarter in which the Quarter to 3 [rd] last
approval is sought. quarter ended on 31 [st]
December, 2025.
1 Sales NIL
2 Purchase 11.02
3 Interest income 121.62
4 Loans Granted 2654.14
5 Loans/advances 800.00
received back
3 Any default, if any, made by a related party There is no such default
concerning any obligation undertaken by it under a
transaction or arrangement entered into with the
listed entity or its subsidiary during the last
financial year
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A (4): Amount of the proposed transaction(s)

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Sr. No. Particulars of the Information Information provided by the management
1 Amount of the proposed transactions being placed for the approval INR 6000 lakhs (Rupees Six thousand
in the meeting of the Audit Committee /Shareholders lakhs only)
2 Whether the proposed transactions taken together with the YES
transactions undertaken with the related party during the current
financial year would render the proposed transaction a material
RPT?
3 Value of the proposed transactions as percentage of the listed 10.70%
entity’s annual consolidated turnover for the immediately
preceding financial year.
4 Value of the proposed transactions as percentage of subsidiary ‘s Not applicable
annual standalone turnover for the immediately preceding financial
year (in case of transaction involving the subsidiary and where the
listed entity is not a party to the transaction)
5 Value of the proposed transactions as a percentage of the related 39.91%
party’s annual consolidated turnover (if consolidated turnover is
not available, calculation to be made on standalone turnover of
related party) for the immediately preceding financial year, if
available.
6 Financial Performance of the related party for the immediately
preceding financial year.
Particulars FY 2024-25
Explanation: The above information is to be given on standalone (in Lakhs)
basis. If standalone is not available, provide on consolidated basis. Turnover 15032.02
Profit After Tax (1981.83)
Net worth 9856.97
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A (5): Basic details of the proposed transaction

Sr. No.	Particulars of Information		Information Provided by the Management	Information Provided by the Management
1	Specific type of proposed transaction (e.g sale of goods/services, purchase ofgoods/services, giving	Purchase	Sale of sugar	Inter Corporate Loan	Leasing of property

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loan, borrowing etc.
2 Details of each type of 0 10000 Lakhs 5000 Lakhs 0
proposed Transaction.
3 Tenure of the proposed 0 1 year 1 year 0
transaction (tenure in
number of years or
months to be specified)
4 Whether omnibus Yes
approval being sought
5 Value of the proposed Not Applicable Not Applicable Not Applicable Not Applicable
transactions during a
financial year. if
proposed transaction will
be executed over more
than one financial year.
Provide estimated
breakup financial year-
wise
6 Justification as to why Not The proposed related party The proposed Not Applicable
the RPT proposed to be Applicable transactions are expected to RPT are essential
entered into are in the facilitate operational for the meeting
interest of listed entity synergies and economics of the company’s
scale, leading to improved ongoing
efficiency and cost operational
optimization. Accordingly, requirements.
these transactions are These
considered to be in the best transactions are
interest of the company and its necessary to
members. ensure operation
continuity,
efficient
deployment of
overall business
synergy.
The Proposed transaction is being undertaken in the ordinary course of business and on an
arm’ length basis. This transaction is considered commercially prudent and in the best interest
of the company and its shareholders.
7 Details of the Except Mr. Kunal Yadav and their relatives none of the Promoter(s) /director(s)/Key
promoter(s)/ director(s) Managerial Personnel of the listed entity have interest in the transaction(s), whether directly
/ key managerial or indirectly, financially or otherwise, except to extent of their directorship or shareholding
personnel of the listed in the related party.
entity who have
interest in the
transaction, whether
directly or indirectly.
Explanation: Indirect
interest shall mean
interest held through any
person over which an
individual has control.
a. Name of the director / Mr. Kunal Yadav (Chairman and Managing Director)
KMP
b. Shareholding of the The Shareholding in the related party is as follows:
director / KMP, whether
 0.04% is held directly by the Director(s);
direct or indirect, in the
related party  4.27% is held by relatives of the Director(s); and
 86.18 % is held by Group Companies, in certain of which the Director(s) have
shareholding interest.
8 A copy of the valuation Not applicable: as arm’s length price will be charged
or other external party
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report, if any, shall be placed before the Audit Committee. 9 Other information The proposed Material RPT’s will be envisaged as an enabling approval from the relevant for decision shareholders of the company, whenever required. making.

PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

B (1): Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

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S. No. Particulars of the information Information provided by the
management
Transaction: Purchase of goods/supply
Sales/supply of Goods/ Services
1. Bidding or other process, if any, applied for choosing a party for sale, purchase or N.A.
supply of goods or services.
2. Basis of determination of price. Goods are sold at market rate
or cost +Profit where market rate is
not applicable.
3. In case of Trade advance ( of up to 365 days or such period for which such advances
are extended as per normal trade practice ), if any, proposed to be extended to the
related party in relation to
the transaction, specify the following:
a. Amount of Trade advance N.A.
b. Tenure N.A.
c. Whether same is self-liquidating? N.A.
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B (2): Disclosure only in case of transactions relating to loans and advances (other than trade advances) or intercorporate deposits given by the listed entity or its subsidiary.

S. No.	Particulars of the information Information provided by the management	Particulars of the information Information provided by the management
1.	Source of funds in connection with the proposed transaction. Note: This item of disclosure is not applicable to listed banks/ NBFCs/insurance companies/housing finance companies. Proceeds from the company’s business operation/activities/internal accruals/loan and borrowings of the company and any other permissible sources of funds in accordance with the provisions of the companies act 2013 and rules made there under.
2.	Where any financial indebtedness is incurred to give loan, inter- corporate deposit or advance, specify the following: Note: This item of disclosure is not applicable to listed banks/ NBFCs/insurance companies/ housing finance companies..	NA
	a. Nature of indebtedness	NA
	b. Total cost of borrowing	NA
	c. Tenure	NA
	d. Other details	NA
3.	Rate of interest at which the listed entity or its subsidiary is borrowing from its bankers/ other lenders. Note:	Interest rate will be in line with prevailing rates.

	(5) This item of disclosure is not applicable to listed banks/ NBFCs/insurance companies/ housing finance companies. (6) Disclosure shall be made of borrowings undertaken by the listed entity with a comparable maturity profile to the loan/ICD being granted by the listed entity.
4.	Proposed interest rate to be charged by listed entity or its subsidiaryfrom the relatedparty.	The proposed interest rate shall be at an Arm length Basis and in line with prevailing market rates.
5.	Maturity / due date	On Demand
6.	Repayment schedule & terms	As May be Mutually Decided which may be in line with prevailingmarket rates.
7.	Whether secured or unsecured?	Unsecured
8.	If secured, the nature of security & security coverage ratio	NA
9.	The purpose for which the funds will be utilized by the ultimate beneficiary of such funds pursuant to the transaction.	Funds shall be utilized towards meeting the operational cash flows/ business objectives/requirements/ exigencies/general corporatepurpose

C (1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary.

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S. No. Particulars of the information Information provided by the management	S. No. Particulars of the information Information provided by the management	S. No. Particulars of the information Information provided by the management
1. Latest credit rating of the related party Note: Standalone rating to be provided while option to provide structured obligation rating (SO rating) and credit enhancement rating (CE rating), if any Not Available

2.	Default on borrowings,*if any, over the last three financial years, by the related party from the listed entity or any other person and value of subsisting default. Note: This information may be provided to the extent it is* available in the public domain or as may be provided by the related party upon request. In addition, state the following: a) Whether the account of the related party has been classified as a non-performing asset (NPA) by any of its bankers and whether such status is currently subsisting; b) Whether the related party has been declared a “wilful defaulter” by any of its bankers and whether such status is currently subsisting; c) Whether the related party is undergoing or facing any application for commencement of an insolvency resolution process or liquidation; d) Whether the related party, not being an MSME, suffers from any of the disqualifications specified under Section 29A of the Insolvency and Bankruptcy Code, 2016. Note: Past defaults that are no longer subsisting and have been cured or regularized need not be disclosed.	There have been no defaults by the related party on any borrowings from the company or from any other person during the last 3 financial years. The related party has not been classified as a Non Performing Asset (NPA) by any of its bankers, has not been declared a “willful defaulter”, is not undergoing or facing any application for insolvency resolution or liquidation under the insolvency and bankruptcy code, 2016, and does not suffer from any disqualifications specified under Section 29A of the Insolvency and Bankruptcy Code, 2016.

FY 20xx-20xx FY 20xx-20xx FY 20xx-20xx

Item No.4

A (1) Basic Details of the Related Party

Sr. No.	Particulars of the Information	Information provided by the Management
1	Name of the Related Party	Cosmos Industries Limited(“CIL”)
2	Countryof incorporation of relatedparty	India
3	Nature of business of relatedparty	The companyis engaged in manufacturingof Sugar.

A (2) Relationship and ownership of the related party

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Sr. No. Particulars of the Information Information Provided by the Management
1 Relationship between the listed entity /subsidiary (in case of Cosmos Industries Limited in which the
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A(2) Relationship and ownership of the related party	A(2) Relationship and ownership of the related party	A(2) Relationship and ownership of the related party
Sr. No. Particulars of the Information Information Provided bythe Management
1	Relationship between the listed entity /subsidiary (in case of	Cosmos Industries Limited in which the
	transaction involving the subsidiary) and the related party – including nature of its concern (Financial or otherwise) and the following  Shareholding of the listed entity /subsidiary (in case of transaction involving the subsidiary), whether direct or indirect in the related party  Where related party is a partnership firm or sole proprietorship concern or body corporate without share capital then capital contribution ,if any made by the listed entity /subsidiary (in case of transaction involving the subsidiary)  Shareholding of related party whether direct or indirect in the listed entity /subsidiary (in case of transaction involving the subsidiary) Explanation: Indirect shareholding shall mean shareholding held through any person over which listed entity/subsidiary /related party has control while calculating indirect shareholding, Shareholding held by relatives shall also be considered.	Managing Director and his relative is a Director and holds alongwith his relatives, more than 2% of its paid up share capital. N.A. N.A. N.A.

A (3) Details of previous transactions with the related party

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Sr. No. Particulars of the Information Information provided by the Management
1 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2024-25
during last financial year. No. Rs. In lakhs)
1 Sales 9.00
2 Purchase 71.14
3 Interest income 424.89
4 Loans Granted 4147.5
Explanation: Details need to be disclosed separately 5 Loans/advances 6075.72
for the listed entity and its subsidiary received back
6 Rent on movable 42.24
Property
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2 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2025-26
in the current financial year up-to the quarter No. Rs. In lakhs) 1 [st]
immediately preceding the quarter in which the Quarter to 3 [rd]
approval is sought. last quarter
ended on 31 [st]
December, 2025.
1 Sales Nil
2 Purchase Nil
3 Interest income 344.91
4 Loans Granted 5956.99
5 Loans/advances
received back
6 Rent on Immovable 7.04
property
3 Any default, if any, made by a related party There is no such default
concerning any obligation undertaken by it under a
transaction or arrangement entered into with the
listed entity or its subsidiary during the last
financial year
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A(4): Amount of the proposed transaction(s)

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Sr. No. Particulars of the Information Information provided by the Management
1 Amount of the proposed transactions being placed for the approval 10075 lakhs (Rupees Ten thousand seventy
in the meeting of the Audit Committee /Shareholders five Lakhs only)
2 Whether the proposed transactions taken together with the Yes
transactions undertaken with the related party during the current
financial year would render the proposed transaction a material
RPT?
3 Value of the proposed transactions as percentage of the listed 17.97%
entity’s annual consolidated turnover for the immediately
preceding financial year.
4 Value of the proposed transactions as percentage of subsidiary ‘s Not applicable
annual standalone turnover for the immediately preceding financial
year (in case of transaction involving the subsidiary and where the
listed entity is not a party to the transaction)
5 Value of the proposed transactions as a percentage of the related 2442.30%
party’s annual consolidated turnover (if consolidated turnover is
not available, calculation to be made on standalone turnover of
related party) for the immediately preceding financial year, if
available.
6 Financial Performance of the related party for the immediately
preceding financial year.
Particulars FY 2024-25
Explanation: The above information is to be given on standalone (in Lakhs)
basis. If standalone is not available, provide on consolidated basis. Turnover 412.52
Profit After Tax (1497.63)
Net worth (1061.80)
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A (5): Basic details of the proposed transaction

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|||||
|---|---|---|---|
|Sr.|Particulars|of|Information Provided by the Management|
|No.|Information|

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1 Specific type of proposed Purchase Sale of sugar Inter Corporate Leasing of property
transaction (e.g sale of Loan
goods/services, purchase
of goods/services, giving
loan, borrowing etc.
2 Details of each type of 0 0 10000 lakhs 75 lakhs
proposed Transaction.
3 Tenure of the proposed 0 1 year 1 year
transaction (tenure in 0
number of years or
months to be specified)
4 Whether omnibus Yes
approval being sought
5 Value of the proposed Not Applicable Not Applicable Not Applicable Not Applicable
transactions during a
financial year. if
proposed transaction will
be executed over more
than one financial year.
Provide estimated
breakup financial year-
wise
6 Justification as to why Not Not Applicable The proposed These are annual
the RPT proposed to be Applicable RPT are essential contracts and
entered into are in the for the meeting expenses for these
interest of listed entity the company’s transaction are
ongoing secured on a
operational monthly basis
requirements.
These
transactions are
necessary to
ensure operation
continuity,
efficient
deployment of
overall business
synergy.
The Proposed transaction is being undertaken in the ordinary course of business and on an
arm’ length basis. This transaction is considered commercially prudent and in the best interest
of the company and its shareholders.
7 Details of the Except Mr. Kunal Yadav and their relatives none of the Promoter(s) /director(s)/Key
promoter(s)/ director(s) Managerial Personnel of the listed entity have interest in the transaction(s), whether directly
/ key managerial or indirectly, financially or otherwise, except to extent of their directorship or shareholding
personnel of the listed in the related party.
entity who have
interest in the
transaction, whether
directly or indirectly.
Explanation: Indirect
interest shall mean
interest held through any
person over which an
individual has control.
a. Name of the director / Mr. Kunal Yadav (Chairman and Managing Director)
KMP
b. Shareholding of the The Shareholding in the related party is as follows:
director / KMP, whether  29.10 % is held directly by the Director(s);
direct or indirect, in the
related party  7.97 % is held by relatives of the Director(s); and
 55.98 % is held by Group Companies, in certain of which the Director(s) have
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		shareholdinginterest.
8	A copy of the valuation or other external party report, if any, shall be placed before the Audit Committee.	Not applicable: as Arm’s length price will be charged
9	Other information relevant for decision making.	The proposed Material RPT’s will be envisaged as an enabling approval from the shareholders of the company, whenever required.

PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

B(2). Disclosure only in case of transactions relating to loans and advances (other than trade advances) or inter-corporate deposits given by the listed entity or its subsidiary

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S. No. Particulars of the information Information provided by the management
1. Source of funds in connection with the proposed Proceeds from the company’s business operation/ activities/
transaction. internal accruals/loan and borrowings of the company and
any other permissible sources of funds in accordance with
Note: This item of disclosure is not applicable to
the provisions of the companies act 2013 and rules made
listed banks/ NBFCs/insurance companies/housing
there under.
finance companies.
2. Where any financial indebtedness is incurred to give N.A.
loan, inter- corporate deposit or advance, specify the
following:
Note: This item of disclosure is not applicable to
listed banks/ NBFCs/insurance companies/ housing
finance companies..
a. Nature of indebtedness N.A.
b. Total cost of borrowing N.A.
c. Tenure N.A.
d. Other details N.A.
3. Rate of interest at which the listed entity or its Interest rate will be in line with prevailing rates.
subsidiary is borrowing from its bankers/ other
lenders.
Note:
(7) This item of disclosure is not applicable to listed
banks/ NBFCs/insurance companies/ housing
finance companies.
(8) Disclosure shall be made of borrowings undertaken
by the listed entity with a comparable maturity
profile to the loan/ICD being granted by the listed
entity.
4. Proposed interest rate to be charged by listed entity or its The proposed interest rate shall be at an arm length Basis
subsidiary from the related party. and in line with prevailing market rates.
5. Maturity / due date On Demand
6. Repayment schedule & terms As May be Mutually Decided which may be line with
prevailing market rates
7. Whether secured or unsecured? Unsecured
8. If secured, the nature of security & security coverage ratio N.A.
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9. The purpose for which the funds will be utilized by the Funds shall be utilized towards meeting the operational ultimate beneficiary of such funds pursuant to the cash flows/ business objectives/requirements/ exigencies/ transaction. general corporate purpose

C(1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary

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S. No. Particulars of the information Information provided by
the management
1. Latest credit rating of the related party Not Available
Note: Standalone rating to be provided while option to provide structured obligation
rating (SO rating) and credit enhancement rating (CE rating), if any
2. Default on borrowings, if any , over the last three financial years, by the related party There have been no defaults
from the listed entity or any other person and value of subsisting default. by the related party on any
borrowings from the
company or from any other
Note: This information may be provided to the extent it is available in the public person during the last 3
domain or as may be provided by the related party upon request. financial years.
In addition, state the following:
a) Whether the account of the related party has been classified as a non-performing
The related party has not
asset (NPA) by any of its bankers and whether such status is currently subsisting;
been classified as a Non
b) Whether the related party has been declared a “wilful defaulter” by any of its
Performing asset (NPA) by
bankers and whether such status is currently subsisting;
any of its banker, has not
c) Whether the related party is undergoing or facing any application for been declared a “willful
commencement of an insolvency resolution process or liquidation; defaulter”, is not undergoing
or facing any application for
d) Whether the related party, not being an MSME, suffers from any of the
insolvency resolution or
disqualifications specified under Section 29A of the Insolvency and Bankruptcy
liquidation under the
Code, 2016.
insolvency and bankruptcy
code,2016, and does not
Note: Past defaults that are no longer subsisting and have been cured or regularized suffer from any
need not be disclosed. disqualification specified
under Section 29A of the
Insolvency and Bankruptcy
Code, 2016.
FY 20xx-20xx
FY 20xx-20xx
FY 20xx-20xx
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Item No. 5

A (1): Basic Details of the Related Party

A(1): Basic	Details of the Related Party
Sr. No.	Particulars of Information	Information Provided by the Management
1	Name of the Related Party	Yadu Resorts(India)Limited (“YRIL”)
2	Countryof incorporation of relatedparty	India
3	Nature of business of related party	The Company is engaged in the business of running resorts, hotels, motels, holding camps, guest houses, restaurants, tourist complexes, amusement parks for public and other related activities

A (2): Relationship and ownership of the related party

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Sr. No. Particulars of the Information Information Provided by the management
1 Relationship between the listed entity /subsidiary (in case of Yadu Resorts (India) Limited is a Company the
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A(2): Relationship and ownership of the related party	A(2): Relationship and ownership of the related party	A(2): Relationship and ownership of the related party
Sr. No. Particulars of the Information Information Provided bythe management
1	Relationship between the listed entity /subsidiary (in case of	Yadu Resorts (India) Limited is a Company the
	transaction involving the subsidiary) and the related party – including nature of its concern (Financial or otherwise) and the following  Shareholding of the listed entity /subsidiary (in case of transaction involving the subsidiary), whether direct or indirect in the related party  Where related party is a partnership firm or sole proprietorship concern or body corporate without share capital then capital contribution, if any made by the listed entity /subsidiary (in case of transaction involving the subsidiary)  Shareholding of related party whether direct or indirect in the listed entity /subsidiary (in case of transaction involving the subsidiary) Explanation: Indirect shareholding shall mean shareholding held through any person over which listed entity/subsidiary /related party has control while calculating indirect shareholding, Shareholding held by relatives shall also be considered.	Managing Director and his relative is a Director and holds along with his relatives, more than 2% of its paid up share capital. N.A N.A. N.A.

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A (3) : Details of previous transactions with the related party
Sr. No. Particulars of the Information Information Provided by the Management
1 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2024-25
during last financial year. No. Rs. In lakhs)
Explanation: Details need to be disclosed separately 1 Rent on movable 17.32
for the listed entity and its subsidiary. Property
2 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2025-26
in the current financial year up-to the quarter No. Rs. In lakhs) 1 [st]
immediately preceding the quarter in which the Quarter to 3 [rd]
approval is sought. last quarter
ended on 31 [st]
December, 2025.
1 Rent on movable 11.25
Property
Total 11.25
3 Any default if any made by the related party There is no such default
concerning any obligation undertaken by it under a
transaction or arrangement entered into with the
listed entity or its subsidiary during the last
financial year
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A (4) : Amount of the proposed transaction(s)
Sr. No. Particulars of the Information Information provided by the management
1 Amount of the proposed transactions being placed for the approval 30 lakhs (Rupees Thirty lakhs only)
in the meeting of the Audit Committee /Shareholders
2 Whether the proposed transactions taken together with the YES
transactions undertaken with the related party during the current
financial year would render the proposed transaction a material
RPT?
3 Value of the proposed transactions as percentage of the listed 0.053%
entity’s annual consolidated turnover for the immediately
preceding financial year.
4 Value of the proposed transactions as percentage of subsidiary ‘s Not applicable
annual standalone turnover for the immediately preceding financial
year (in case of transaction involving the subsidiary and where the
listed entity is not a party to the transaction)
5 Value of the proposed transactions as a percentage of the related 112.44%
party’s annual consolidated turnover (if consolidated turnover is
not available, calculation to be made on standalone turnover of
related party) for the immediately preceding financial year, if
available.
6 Financial Performance of the related party for the immediately
preceding financial year.
Particulars FY 2024-25 (in
Explanation: The above information is to be given on standalone Lakhs)
basis. If standalone is not available, provide on consolidated basis. Turnover 26.68
Profit After Tax 0.69
Net worth 1154.00
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A (5): Basic details of the proposed transaction
Sr. Particulars of the Information Information Provided by the Management
No.
1 Specific type of proposed transaction (e.g purchase Sale of sugar Inter Leasing of
sale of goods/services, purchase of Corporate property
goods/services, giving loan, borrowing Loan
etc.
2 Details of each type of proposed Not Applicable 30 Lakhs
Transaction.
3 Tenure of the proposed transaction (tenure Not Applicable One year
in number of years or months to be
specified)
4 Whether omnibus approval being sought Yes
5 Value of the proposed transactions during Not Applicable
a financial year. if proposed transaction
will be executed over more than one
financial year. Provide estimated breakup
financial year-wise
6 Justification as to why the RPT proposed Not Applicable These are annual
to be entered into are in the interest of contracts and
listed entity expenses for
these transaction
are secured on a
monthly basis.
The Proposed transaction is being undertaken in the ordinary course of
business and on an arm’ length basis. This transaction is considered
commercially prudent and in the best interest of the company and its
shareholders.
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7 Details of the promoter(s)/ director(s) / Except Mr. Kunal Yadav and their relatives none of the Promoter(s)
key managerial personnel of the listed /director(s)/Key Managerial Personnel of the listed entity have interest in the
entity who have interest in the transaction(s), whether directly or indirectly, financially or otherwise, except
transaction, whether directly or to extent of their directorship or shareholding in the related party.
indirectly.
Explanation: Indirect interest shall mean
interest held through any person over
which an individual has control.
a. Name of the director / KMP Mr. Kunal Yadav (Chairman and Managing Director)
b. Shareholding of the director / KMP, The Shareholding in the related party is as follows:
whether direct or indirect, in the related  8.19% is held directly by the Director(s);
party
 4.03% is held by relatives of the Director(s); and
 87.78 % is held by Group Companies, in certain of which the
Director(s) have shareholding interest.
8 A copy of the valuation or other external Not applicable: as Arm’s length price will be charged
party report, if any, shall be placed before
the Audit Committee.
9 Other information relevant for decision The proposed Material RPT’s will be envisaged as an enabling approval from
making. the shareholders of the company, whenever required.
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Item No. 6

A (1) Basic details of the related party

Sr. No.	Particulars of the Information	Informationprovided by the management	Informationprovided by the management
1	Name of the Related Party	Indian Green Revolution Private Limited(“IGR”)
2	Country of incorporation of the related party	India
3	Nature of business of the related party	The company is engaged in trading of Sugars and other allied foods products
A (2) Relationship and ownership of the related party
Sr. No.	Particulars of the Information		Information provided by the management

A (2) Relationship and ownership of the related party

1	Relationship between the listed entity /subsidiary (in case of transaction involving the subsidiary) and the related party – including nature of its concern (Financial or otherwise) and the following:  Shareholding of the listed entity /subsidiary (in case of transaction involving the subsidiary), whether direct or indirect in the related party  Where related party is a partnership firm or sole proprietorship concern or body corporate without share capital then capital contribution, if any made by the listed entity /subsidiary (in case of transaction involving the subsidiary)  Shareholding of related party whether direct or indirect in the listed entity /subsidiary (in case of transaction involving the subsidiary) Explanation: Indirect shareholding shall mean shareholding held through any person over which listed entity/subsidiary /related party has control while calculating indirect shareholding, Shareholding held by relatives shall also be considered.	Indian Green Revolution Private Limited is a Company in which immediate relative of the Managing Director is Director. N.A. N.A. 3.67% (Direct)

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A (3) Details of previous transactions with the related party
Sr. No. Particulars of the Information Information provided by the management
1 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2024-25
during last financial year. No. Rs.In lakhs)
1 Sales 15451.45
2 Purchase NIL
Explanation: Details need to be disclosed separately 3 Interest income 6.75
for the listed entity and its subsidiary 4 Loans Granted 10.20
5 Loans/advances
179.40
received back
2 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of FY 2025-26
in the current financial year up-to the quarter No. transactions Rs. In lakhs) 1 [st]
immediately preceding the quarter in which the Quarter to 3 [rd] last
approval is sought. quarter ended on 31 [st]
December, 2025.
1 Sales/ 6568.39
2 Purchase 12.25
3 Interest income NIL
4 Rental Income 7.65
5 Loans Granted NIL
6 Loans/advances NIL
received back
3 Any default, if any, made by a related party There is no such default
concerning any obligation undertaken by it under a
transaction or arrangement entered into with the
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listed entity or its subsidiary during the last
financial year
A (4): Amount of the proposed transaction(s)
Sr. No. Particulars of the Information Information provided by the management
1 Amount of the proposed transactions being placed for the approval Rs.20600 lakhs (Rupees twenty thousand six
in the meeting of the Audit Committee /Shareholders hundred only)
2 Whether the proposed transactions taken together with the YES
transactions undertaken with the related party during the current
financial year would render the proposed transaction a material
RPT?
3 Value of the proposed transactions as percentage of the listed 36.75%
entity’s annual consolidated turnover for the immediately
preceding financial year.
4 Value of the proposed transactions as percentage of subsidiary ‘s Not applicable
annual standalone turnover for the immediately preceding financial
year (in case of transaction involving the subsidiary and where the
listed entity is not a party to the transaction)
5 Value of the proposed transactions as a percentage of the related 141.12%
party’s annual consolidated turnover (if consolidated turnover is
not available, calculation to be made on standalone turnover of
related party) for the immediately preceding financial year, if
available.
6 Financial Performance of the related party for the immediately
preceding financial year.
Particulars FY 2024-25
Explanation: The above information is to be given on standalone (in Lakhs)
basis. If standalone is not available, provide on consolidated basis. Turnover 14597.40
Profit After Tax 259.53
Net worth 852.67
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A (5): Basic details of the proposed transaction

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entered into are in the respective related party to for the meeting expenses for these
interest of listed entity increase the sales in the the company’s transaction are
domestic market by using the ongoing secured on a
good marketing strategies of operational monthly basis.
the Indian Green Revolution requirements.
Private Limited. Such These
strategies will bring the more transactions are
synergies in the group and necessary to
also build the revenue scales ensure operation
and balance in the business of continuity,
the Indian Sucrose Limited. efficient
Indian Green Revolution deployment of
Private Limited is been acting overall business
a robust bridge between synergy.
demand and supply of our
products according to the
needs of the customers in the
domestic markets. Ultimately
both companies are
flourishing their business and
profits by assisting each other
which reduces the cut throat
competitions in present
scenarios. Indian Green
Revolution Private Limited
has an excellent history in the
supply of sugar distribution
channels with result oriented
team works. It has also good
holds in the sugar supply
channels in domestic markets.
Given that both entities
operate within the same line
of business and belong to the
same group, the transactions
between them are expected to
generate operational
synergies, optimize resource
utilization, enhance
profitability, and improve
overall profit margins. These
arrangements will also
contribute to the consolidated
growth and expansion of the
group as a whole.
The Proposed transaction is being undertaken in the ordinary course of business and on an
arm’ length basis. This transaction is considered commercially prudent and in the best interest
of the company and its shareholders.
7 Details of the Except Mr. Kunal Yadav and their relatives none of the Promoter(s) /director(s)/Key
promoter(s)/ director(s) Managerial Personnel of the listed entity have interest in the transaction(s), whether directly
/ key managerial or indirectly, financially or otherwise, except to extent of their directorship or shareholding
personnel of the listed in the related party.
entity who have
interest in the
transaction, whether
directly or indirectly.
Explanation: Indirect
interest shall mean
interest held through any
person over which an
individual has control.
a. Name of the director / Mr. Kunal Yadav (Chairman and Managing Director)
KMP
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	b. Shareholding of the director / KMP, whether direct or indirect, in the relatedparty	The Shareholding in the related party is as follows: • 100 % is held by Group Companies, in certain of which the Director(s) have shareholding interest.
8	A copy of the valuation or other external party report, if any, shall be placed before the Audit Committee.	Not applicable: as arm’s length price will be charged
9	Other information relevant for decision making.	The proposed Material RPT’s will be envisaged as an enabling approval from the shareholders of the company, whenever required.

PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

B (1): Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

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S. No. Particulars of the information Information provided by the
management
Transaction: Purchase of goods/supply
Sales/supply of Goods/ Services
1. Bidding or other process, if any, applied for choosing a party for sale, purchase or N.A.
supply of goods or services.
2. Basis of determination of price. Goods are sold at market rate
or cost +Profit where market rate is
not applicable.
3. In case of Trade advance ( of up to 365 days or such period for which such advances
are extended as per normal trade practice ), if any, proposed to be extended to the
related party in relation to
the transaction, specify the following:
a. Amount of Trade advance N.A.
b. Tenure N.A.
c. Whether same is self-liquidating? N.A.
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B (2): Disclosure only in case of transactions relating to loans and advances (other than trade advances) or intercorporate deposits given by the listed entity or its subsidiary.

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d. Other details NA
3. Rate of interest at which the listed entity or its Interest rate will be in line with prevailing rates.
subsidiary is borrowing from its bankers/ other
lenders.
Note:
(9) This item of disclosure is not applicable to listed
banks/ NBFCs/insurance companies/ housing
finance companies.
(10) Disclosure shall be made of borrowings undertaken
by the listed entity with a comparable maturity
profile to the loan/ICD being granted by the listed
entity.
4. Proposed interest rate to be charged by listed entity or its The proposed interest rate shall be at an arm length Basis
subsidiary from the related party. and in line with prevailing market rates.
5. Maturity / due date On Demand
6. Repayment schedule & terms As May be Mutually Decided which may be align with
prevailing market rates.
7. Whether secured or unsecured? Unsecured
8. If secured, the nature of security & security coverage ratio NA
9. The purpose for which the funds will be utilized by Funds shall be utilized towards meeting the operational
the ultimate beneficiary of such funds pursuant to the cash flows/ business objectives/requirements/
transaction. exigencies/general corporate purpose
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C (1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary.

S. No.	Particulars of the information	Information provided by the
		management

1.	Latest credit rating of the related party Note: Standalone rating to be provided while option to provide structured obligation rating (SO rating) and credit enhancement rating (CE rating), if any	Not Available

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2. Default on borrowings, if any , over the last three financial years, by the There have been no defaults by the
related party from the listed entity or any other person and value of related party on any borrowings from the
subsisting default. company or from any other person during
the last 3 financial years.
Note: This information may be provided to the extent it is available in
the public domain or as may be provided by the related party upon
request.
In addition, state the following:
i) Whether the account of the related party has been classified as a
The related party has not been classified
non-performing asset (NPA) by any of its bankers and whether
as a Non Performing Asset (NPA) by any
such status is currently subsisting;
of its bankers, has not been declared a
j) Whether the related party has been declared a “wilful defaulter” by “willful defaulter”, is not undergoing or
any of its bankers and whether such status is currently subsisting; facing any application for insolvency
k) Whether the related party is undergoing or facing any application for resolution or liquidation under the
commencement of an insolvency resolution process or liquidation; insolvency and bankruptcy code, 2016,
and does not suffer from any
l) Whether the related party, not being an MSME, suffers from any of
disqualifications specified under Section
the disqualifications specified under Section 29A of the Insolvency
29A of the Insolvency and Bankruptcy
and Bankruptcy Code, 2016.
Code, 2016.
Note: Past defaults that are no longer subsisting and have been cured
or regularized need not be disclosed.
FY 20xx-20xx
FY 20xx-20xx
FY 20xx-20xx
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Item No. 7

A (1): Basic Details of the Related Party	A (1): Basic Details of the Related Party
Sr. No.	Particulars of Information	Information Provided by the Management
1	Name of the Related Party	Dharamputra Foods Industries Private Limited)”DFIPL”)
2	Countryof incorporation of relatedparty	India
3	Nature of business of related party	The company is engaged in trading of Sugars and other allied foods products

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A (2): Relationship and ownership of the related party
Sr. No. Particulars of the Information Information provided by the management
1 Relationship between the listed entity /subsidiary (in case of Dharamputra Food Industries Private Limited is a
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A(2): Relationship and ownership of the related party	A(2): Relationship and ownership of the related party	A(2): Relationship and ownership of the related party
Sr. No. Particulars of the Information Informationprovided bythe management
1	Relationship between the listed entity /subsidiary (in case of	Dharamputra Food Industries Private Limited is a
	transaction involving the subsidiary) and the related party – including nature of its concern (Financial or otherwise) and the following  Shareholding of the listed entity /subsidiary (in case of transaction involving the subsidiary), whether direct or indirect in the related party  Where related party is a partnership firm or sole proprietorship concern or body corporate without share capital then capital contribution, if any made by the listed entity /subsidiary (in case of transaction involving the subsidiary)	Company in which the Managing Director and his relative is a Member. N.A. N.A.

Shareholding of related party whether direct or indirect in the listed entity /subsidiary (in case of transaction N.A.
involving the subsidiary)
Explanation: Indirect shareholding shall mean shareholding held through any person over which listed entity/subsidiary /related party has control while calculating indirect shareholding, Shareholding held by relatives shall also be considered.

A (3): Details of previous transactions with the Related Party

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Sr. No. Particulars of the Information Information provided by the management
1 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2024-25
during last financial year. No. Rs. In lakhs)
Explanation: Details need to be disclosed separately 1 Sales 2927.89
for the listed entity and its subsidiary 2 Purchase Nil
3 Trade advances 7293.84
received.
4 Trade advance repaid 7293.84
5 Rental income 9.60
2 Total amount of all the transactions undertaken by
the listed entity or subsidiary with the related party Sr. Nature of transactions FY 2025-26
in the current financial year up-to the quarter No. Rs. In lakhs) 1 [st]
immediately preceding the quarter in which the Quarter to 3 [rd]
approval is sought. last quarter
ended on 31 [st]
December, 2025.
1 Sales 469.57
2 Purchase Nil
3 Interest income 12.23
4 Trade advances 1602.50
received.
5 Trade advance repaid 916.82
6 Loans Given 1315.00
7 Loans received back 1315.00
8 Rental income 7.20
3 Any default if any made by the related party There is no such default
concerning any obligation undertaken by it under a
transaction or arrangement entered into with the
listed entity or its subsidiary during the last
financial year
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A (4): Amount of the proposed transaction(s)

Sr. No.	Particulars of the Information	Informationprovided bythe management
1	Amount of the proposed transactions being placed for the approval in the meeting of the Audit Committee /Shareholders	Rs.16525 lakhs (Rupees Sixteen thousand five hundred twenty five lakhs only)
2	Whether the proposed transactions taken together with the transactions undertaken with the related party during the current financial year would render the proposed transaction a material RPT?	YES
3	Value of the proposed transactions as percentage of the listed entity’s annual consolidated turnover for the immediately precedingfinancialyear.	29.48%
4	Value of the proposed transactions as percentage of subsidiary ‘s annual standalone turnover for the immediately preceding financial year (in case of transaction involving the subsidiary and where the listed entityis not apartyto the transaction)	Not applicable

5	Value of the proposed transactions as a percentage of the related party’s annual consolidated turnover (if consolidated turnover is not available, calculation to be made on standalone turnover of related party) for the immediately preceding financial year, if available.	294.31%
6	Financial Performance of the related party for the immediately preceding financial year. *Explanation:*The above information is to be given on standalone basis. If standalone is not available, provide on consolidated basis.		FY 2024-25(Rs. In lakhs) 6514.71 0.13 3634.08
		Particulars	FY 2024-25(Rs. In lakhs)
		Turnover	6514.71
		Profit After Tax	0.13
		Net worth	3634.08

A (5): Basic details of the proposed transaction

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Sr. Particulars of Information Provided by the Management
No. Information
1 Specific type of proposed Trade Advance Sale of sugar Inter Corporate Leasing of property
transaction (e.g sale of Loan
goods/services, purchase
of goods/services, giving
loan, borrowing etc.
2 Details of each type of 5000 Lakhs 7500 Lakhs 4000 Lakhs 25 Lakhs
proposed Transaction.
3 Tenure of the proposed One Year One year One year One year
transaction (tenure in
number of years or
months to be specified)
4 Whether omnibus Yes
approval being sought
5 Value of the proposed Not Applicable Not Applicable Not Applicable Not Applicable
transactions during a
financial year. if
proposed transaction will
be executed over more
than one financial year.
Provide estimated
breakup financial year-
wise
6 Justification as to why The current market conditions in Asia are The proposed These are annual
the RPT proposed to be highly competitive and challenging, making it RPT are essential contracts and
entered into are in the difficult to secure bulk orders at reasonable for the meeting expenses for these
interest of listed entity prices due to intense competition. the company’s transaction are
ongoing secured on a
In this context, the company has been able to operational monthly basis.
secure bulk supply orders of sugar through requirements.
Dharamputra Food Industries Private Limited. These
Dharamputra Food Industries Private Limited transactions are
possesses a strong distribution network and a necessary to
result – oriented team, enabling effective ensure operation
penetration and expansion in the Asian market, continuity,
as well as establishing and strengthening the efficient
company’s sugar brand. deployment of
overall business
Dharamputra Food Industries Pvt. Ltd. Provides synergy.
auxiliary support services that contribute to the
promotion and growth of the “yadu” sugar brand
in the market. This, in turn, support higher
revenue generation, improved cash inflows, and
enhanced brand visibility.
The Proposed transaction is being undertaken in the ordinary course of business and on an
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arm’ length basis. This transaction is considered commercially prudent and in the best interest
of the company and its shareholders.
7 Details of the Except Mr. Kunal Yadav and their relatives none of the Promoter(s) /director(s)/Key
promoter(s)/ director(s) Managerial Personnel of the listed entity have interest in the transaction(s), whether directly
/ key managerial or indirectly, financially or otherwise, except to extent of their directorship or shareholding
personnel of the listed in the related party.
entity who have
interest in the
transaction, whether
directly or indirectly.
Explanation: Indirect
interest shall mean
interest held through any
person over which an
individual has control.
a. Name of the director / Mr. Kunal Yadav (Chairman and Managing Director)
KMP
b. Shareholding of the The Shareholding in the related party is as follows:
director / KMP, whether • 0.39% is held directly by the Director(s);
direct or indirect, in the • 0.82% is held by relatives of the Director(s); and
related party • 67.15 % is held by Group Companies, in certain of which the Director(s) have
shareholding interest.
8 A copy of the valuation Not applicable: as Arm’s length price will be charged
or other external party
report, if any, shall be
placed before the Audit
Committee.
9 Other information The proposed Material RPT’s will be envisaged as an enabling approval from the
relevant for decision shareholders of the company, whenever required.
making.
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PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

B (1): Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

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S. No. Particulars of the information Information provided by the management
Transaction: Purchase of goods/supply Sales/supply of Goods/ Services/Trade Advances
1. Bidding or other process, if any, Not Applicable
applied for choosing a party for
sale, purchase or supply of goods
or services.
2. Basis of determination of price. Goods are sold at Market Rate or cost +Profit where Market rate is not applicable
3. In case of Trade advance ( of up to 5000 lakh’s
365 days or such period for which
such advances are extended as
per normal trade practice ) , if
any, proposed to be extended to
the related party in relation to
the transaction, specify the
following:
a. Amount of Trade advance 5000 lakhs
b. Tenure 1 year
c. Whether same is self- Yes
liquidating?
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B (2). Disclosure only in case of transactions relating to loans and advances (other than trade advances) or intercorporate deposits given by the listed entity or its subsidiary

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S. No. Particulars of the information Information provided by the management
1. Source of funds in connection with the proposed Proceeds from the company’s business
transaction. operation/activities/internal accruals/loan and borrowings
of the company and any other permissible sources of
Note: This item of disclosure is not applicable
funds in accordance with the provisions of the companies
to listed banks/ NBFCs/insurance companies/housing act 2013 and rules made there under.
finance companies.
2. Where any financial indebtedness is incurred to give NA
loan, inter- corporate deposit or advance, specify the
following:
Note: This item of disclosure is not applicable
to listed banks/ NBFCs/insurance companies/
housing finance companies..
a. Nature of indebtedness NA
b. Total cost of borrowing NA
c. Tenure NA
d. Other details NA
3. Rate of interest at which the listed entity or Interest rate will be in line with prevailing rates.
its subsidiary is borrowing from its bankers/
other lenders.
Note:
(11) This item of disclosure is not applicable to listed
banks/ NBFCs/insurance companies/ housing
finance companies.
(12) Disclosure shall be made of borrowings
undertaken by the listed entity with a comparable
maturity profile to the loan/ICD being granted by
the listed entity.
4. Proposed interest rate to be charged by listed entity or The proposed interest rate shall be at an Arm Length
its subsidiary from the related party. Basis and in line with prevailing market rates.
5. Maturity / due date On Demand
6. Repayment schedule & terms As May be Mutually Decided which may be line with
prevailing market rates
7. Whether secured or unsecured? Unsecured
8. If secured, the nature of security & security coverage NA
ratio
9. The purpose for which the funds will be utilized by Funds shall be utilized towards meeting the operational
the ultimate beneficiary of such funds pursuant to the cash flows/ business
transaction. objectives/requirements/exigencies/general corporate
purpose
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C(1) : Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary

S. No. Particulars of the information

Information provided by the management

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1. Latest credit rating of the related party Not Available
Note: Standalone rating to be provided while option to provide structured
obligation rating (SO rating) and credit enhancement rating (CE rating), if
any
2. Default on borrowings, if any , over the last three financial years, by the There have been no defaults by the
related party from the listed entity or any other person and value of related party on any borrowings
subsisting default. from the company or from any
other person during the last 3
financial years.
Note: This information may be provided to the extent it is available in the
public domain or as may be provided by the related party upon request.
In addition, state the following: The related party has not been
classified as a Non Performing
m) Whether the account of the related party has been classified as a non-
asset(NPA) by any of its banker,
performing asset (NPA) by any of its bankers and whether such status
has not been declared a “willful
is currently subsisting;
defaulter”, is not undergoing or
n) Whether the related party has been declared a “wilful defaulter” by any facing any application for
of its bankers and whether such status is currently subsisting; insolvency resolution or
o) Whether the related party is undergoing or facing any application for liquidation under the insolvency
commencement of an insolvency resolution process or liquidation; and bankruptcy code,2016, and
p) Whether the related party, not being an MSME, suffers from any of the does not suffer from any
disqualification specified under
disqualifications specified under Section 29A of the Insolvency and
Section 29A of the Insolvency
Bankruptcy Code, 2016.
and Bankruptcy Code, 2016.
Note: Past defaults that are no longer subsisting and have been cured or
regularized need not be disclosed.
FY 20xx-20xx
FY 20xx-20xx
FY 20xx-20xx
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Item No. 8

A (1) Basic details of the related party

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Sr. No. Particulars of the Information Information provided by the management
1 Name of the Related Party Highway King Transportation Private Limited
(“HKTPL”)
2 Country of incorporation of the related party India
3 Nature of business of the related party The company is engaged in the business of
transportation.
A (2) Relationship and ownership of the related party
Sr. Particulars of the Information Information provided by the management
No.
1 Relationship between the listed entity /subsidiary (in case of Highway King Transportation Private Limited is a
transaction involving the subsidiary) and the related party – Company in which the Managing Director and his
including nature of its concern (Financial or otherwise) and the relative is a Director and holds along with his
following: relatives, more than 2% of its paid-up share capital.
 Shareholding of the listed entity /subsidiary (in case of N.A.
transaction involving the subsidiary), whether direct or indirect
in the related party
 Where related party is a partnership firm or sole proprietorship N.A.
concern or body corporate without share capital then capital
contribution, if any made by the listed entity /subsidiary (in
case of transaction involving the subsidiary)
 Shareholding of related party whether direct or indirect in the
listed entity /subsidiary (in case of transaction involving the N.A.
subsidiary)
Explanation: Indirect shareholding shall mean shareholding held
through any person over which listed entity/subsidiary /related
party has control while calculating indirect shareholding,
Shareholding held by relatives shall also be considered.
A (3) Details of previous transactions with the related party
Sr. Particulars of the Information Information provided by the management
No.
1 Total amount of all the transactions undertaken
by the listed entity or subsidiary with the related Sr. Nature of transactions FY 2024-25
party during last financial year. No. (Rs.In lakhs)
1 Trade advances received. 80.00
2 Trade advances repaid 80.00
Explanation: Details need to be disclosed 3 Rental income 1.60
separately for the listed entity and its subsidiary
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2 Total amount of all the transactions undertaken
by the listed entity or subsidiary with the related Sr. Nature of transactions FY 2025-26
party in the current financial year up-to the No. (Rs. In lakhs) 1 [st]
quarter immediately preceding the quarter in Quarter to 3 [rd] last
which the approval is sought. quarter ended on 31 [st]
December, 2025.
1 Truck 117.60
rental/administration
expenses
3 Any default, if any, made by a related party There is no such default
concerning any obligation undertaken by it under
a transaction or arrangement entered into with the
listed entity or its subsidiary during the last
financial year
A (4): Amount of the proposed transaction(s)
Sr. Particulars of the Information Information provided by the management
No.
1 Amount of the proposed transactions being placed for the INR 1100 lakhs (Rupees Eleven hundred Lakhs only)
approval in the meeting of the Audit Committee /Shareholders
2 Whether the proposed transactions taken together with the YES
transactions undertaken with the related party during the current
financial year would render the proposed transaction a material
RPT?
3 Value of the proposed transactions as percentage of the listed 1.96%
entity’s annual consolidated turnover for the immediately
preceding financial year.
4 Value of the proposed transactions as percentage of subsidiary‘s Not applicable
annual standalone turnover for the immediately preceding
financial year (in case of transaction involving the subsidiary
and where the listed entity is not a party to the transaction)
5 Value of the proposed transactions as a percentage of the 946.15%
related party’s annual consolidated turnover (if consolidated
turnover is not available, calculation to be made on standalone
turnover of related party) for the immediately preceding
financial year, if available.
6 Financial Performance of the related party for the immediately
preceding financial year.
Particulars FY 2024-25
Explanation: The above information is to be given on (in Lakhs)
standalone basis. If standalone is not available, provide on Turnover 116.26
consolidated basis. Profit After Tax 9.58
Net worth 10.79
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A (5): Basic details of the proposed transaction

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Sr. Particulars of Information Information Provided by the Management
No.
1 Specific type of proposed Purchase Sale of petrol Inter Corporate Leasing of
transaction (e.g sale of Loan property
goods/services, purchase
of goods/services, giving
loan, borrowing etc.
2 Details of each type of 0 500 Lakhs 100 Lakhs 500 Lakhs
proposed Transaction.
3 Tenure of the proposed 0 1 year 1 year 1 year
transaction (tenure in
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number of years or months
to be specified)
4 Whether omnibus Yes
approval being sought
5 Value of the proposed Not Applicable Not Applicable Not Applicable
transactions during a
financial year. if proposed
transaction will be
executed over more than
one financial year.
Provide estimated breakup
financial year-wise
6 Justification as to why the Highway King Transportation The proposed RPT These are annual
RPT proposed to be Private Limited is engaged in are essential for contracts and
entered into are in the the business of transportation the meeting the expenses for
interest of listed entity and logistics and operates a company’s these transaction
fleet of trucks for carrying out ongoing are secured on a
its business operations. Indian operational monthly basis.
Sucrose Limited operates a requirements.
petrol pump and is engaged in These transactions
the business of supplying are necessary to
petroleum products. ensure operation
continuity,
The proposed transaction efficient
relates to the procurement of deployment of
petrol/diesel by Highway King overall business
Transportation Private Limited synergy.
from Indian Sucrose Limited
for use in its fleet of trucks in
the ordinary course of business.
Entering into this arrangement
is expected to provide
operational and commercial
advantages to the Company.
Since both entities belong to
the same group, the transaction
will facilitate seamless and
reliable fuel supply for the
transportation operations of
Highway King Transportation
Private Limited, thereby
ensuring operational efficiency
and business continuity.
Further, the arrangement is
expected to result in better
coordination, cost
optimization, and improved
operational planning. The
transaction will also enable the
group to leverage internal
business synergies, which may
contribute to maximizing
overall profitability, improving
profit margins, and supporting
the growth and expansion of
the group as a whole.
The Proposed transaction is being undertaken in the ordinary course of business and on an
arm’ length basis. This transaction is considered commercially prudent and in the best
interest of the company and its shareholders.
7 Details of the Except Mr. Kunal Yadav and their relatives none of the Promoter(s) /director(s)/Key
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promoter(s)/ director(s) Managerial Personnel of the listed entity have interest in the transaction(s), whether directly
/ key managerial or indirectly, financially or otherwise, except to extent of their directorship or shareholding
personnel of the listed in the related party.
entity who have interest
in the transaction,
whether directly or
indirectly.
Explanation: Indirect
interest shall mean interest
held through any person
over which an individual
has control.
a. Name of the director / Mr. Kunal Yadav (Chairman and Managing Director)
KMP
b. Shareholding of the The Shareholding in the related party is as follows:
director / KMP, whether • 51 % is held directly by the Director(s);
direct or indirect, in the • 49 % is held by relatives of the Director(s).
related party
8 A copy of the valuation Not applicable: as arm’s length price will be charged
or other external party
report, if any, shall be
placed before the Audit
Committee.
9 Other information The proposed Material RPT’s will be envisaged as an enabling approval from the
relevant for decision shareholders of the company, whenever required.
making.
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PART B Information to be provided only if a specific type of RPT as mentioned below is proposed to be undertaken and is in addition to Part A

B (1): Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

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S. No. Particulars of the information Information provided by the
management
Transaction: Purchase of goods/supply
Sales/supply of Goods/ Services
1. Bidding or other process, if any, applied for choosing a party for sale, purchase or N.A.
supply of goods or services.
2. Basis of determination of price. Goods are sold at market rate
or cost +Profit where market rate is
not applicable.
3. In case of Trade advance ( of up to 365 days or such period for which such advances
are extended as per normal trade practice ), if any, proposed to be extended to the
related party in relation to
the transaction, specify the following:
a. Amount of Trade advance N.A.
b. Tenure N.A.
c. Whether same is self-liquidating? N.A.
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B (2): Disclosure only in case of transactions relating to loans and advances (other than trade advances) or intercorporate deposits given by the listed entity or its subsidiary.

Information provided by the management

S. No. Particulars of the information

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1. Source of funds in connection with the proposed Proceeds from the company’s business
transaction. operation/activities/internal accruals/loan and borrowings of
the company and any other permissible sources of funds in
Note: This item of disclosure is not applicable
accordance with the provisions of the companies act 2013 and
to listed banks/ NBFCs/insurance companies/housing rules made there under.
finance companies.
2. Where any financial indebtedness is incurred to give NA
loan, inter- corporate deposit or advance, specify the
following:
Note: This item of disclosure is not applicable
to listed banks/ NBFCs/insurance companies/
housing finance companies..
a. Nature of indebtedness NA
b. Total cost of borrowing NA
c. Tenure NA
d. Other details NA
3. Rate of interest at which the listed entity or Interest rate will be in line with prevailing rates.
its subsidiary is borrowing from its bankers/
other lenders.
Note:
(13) This item of disclosure is not applicable to listed
banks/ NBFCs/insurance companies/ housing
finance companies.
(14) Disclosure shall be made of borrowings
undertaken by the listed entity with a comparable
maturity profile to the loan/ICD being granted by
the listed entity.
4. Proposed interest rate to be charged by listed entity or The proposed interest rate shall be at an arm length Basis
its subsidiary from the related party. and in line with prevailing market rates.
5. Maturity / due date On Demand
6. Repayment schedule & terms As May be Mutually Decided which may be align with
prevailing market rates.
7. Whether secured or unsecured? Unsecured
8. If secured, the nature of security & security coverage NA
ratio
9. The purpose for which the funds will be utilized by Funds shall be utilized towards meeting the operational
the ultimate beneficiary of such funds pursuant to the cash flows/ business objectives/requirements/
transaction. exigencies/general corporate purpose
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C (1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary.

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S. No. Particulars of the information Information provided by the management
1. Latest credit rating of the related party Not Available
Note: Standalone rating to be provided while option to provide
structured obligation rating (SO rating) and credit
enhancement rating (CE rating), if any
2. Default on borrowings, if any , over the last three financial years, There have been no defaults by the related
by the related party from the listed entity or any other person and party on any borrowings from the company or
value of subsisting default. from any other person during the last 3
financial years.
Note: This information may be provided to the extent it is
available in the public domain or as may be provided by the
related party upon request.
In addition, state the following:
q) Whether the account of the related party has been classified The related party has not been classified as a
as a non-performing asset (NPA) by any of its bankers and Non Performing Asset (NPA) by any of its
whether such status is currently subsisting; bankers, has not been declared a “willful
r) Whether the related party has been declared a “wilful defaulter”, is not undergoing or facing any
defaulter” by any of its bankers and whether such status is application for insolvency resolution or
currently subsisting; liquidation under the insolvency and bankruptcy
code, 2016, and does not suffer from any
s) Whether the related party is undergoing or facing any
disqualifications specified under Section 29A of
application for commencement of an insolvency resolution
the Insolvency and Bankruptcy Code, 2016
process or liquidation;
t) Whether the related party, not being an MSME, suffers from
any of the disqualifications specified under Section 29A of
the Insolvency and Bankruptcy Code, 2016.
Note: Past defaults that are no longer subsisting and have been
cured or regularized need not be disclosed
FY 20xx-20xx
FY 20xx-20xx
FY 20xx-20xx
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AI assistant

Indian Sucrose Ltd. — Proxy Solicitation & Information Statement 2026

61662_rns_2026-03-18_daaab85e-ec52-404d-913b-3ae5d08e2f66.pdf

INDIAN SUCROSE LIMITED

POSTAL BALLOT NOTICE

Dear Member(s),

SPECIAL BUSINESS:

1. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH HIGHLINK INVESTMENT PRIVATE LIMITED

2. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH TIAZO TRADE PRIVATE LIMITED

3. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH YADU SUGAR LIMITED

4. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH COSMOS INDUSTRIES LIMITED

5. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH YADU RESORTS (INDIA) LIMITED

6. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH INDIAN GREEN REVOLUTION PRIVATE LIMITED

7. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH DHARAMPUTRA FOOD INDUSTRIES PRIVATE LIMITED

8. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH HIGHWAY KING TRANSPORTATION PRIVATE LIMITED

9. TO ADVANCE ANY LOAN/GIVE GUARANTEE/PROVIDE SECURITY U/S 185 OF THE COMPANIES ACT, 2013

10. TO APPROVE CONTINUATION OF MR. JAITENDER KUMAR (DIN:08164429) AS A DIRECTOR (NOT LIABLE TO RETIRE BY ROTATION) OF THE COMPANY, FOR A FURTHER PERIOD OF FIVE YEARS COMMENCING FROM APRIL 01, 2026

NOTES:

- How do I vote electronically using NSDL e voting system?

- Step 1: Access to NSDL e voting system

- A) Login method for e voting for Individual shareholders holding securities in demat mode

Login method for Individual shareholders holding securities in demat mode is given below:

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

General Guidelines for shareholders

Information at a glance:

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND/ OR REGULATION 36(3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Item No. 1 to 8:

Item No. 9

Item No. 10

Item No. 1

A (5): Basic details of the proposed transaction

A (4): Amount of the proposed transaction(s)

A (5): Basic details of the proposed transaction

A (4): Amount of the proposed transaction(s)

PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

Item No.4

A (1) Basic Details of the Related Party

A (2) Relationship and ownership of the related party

A (3) Details of previous transactions with the related party

A(4): Amount of the proposed transaction(s)

A (5): Basic details of the proposed transaction

PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

C(1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary

A (1): Basic Details of the Related Party

A (2): Relationship and ownership of the related party

A (5): Basic details of the proposed transaction

PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

Item No. 7

PART B Information to be provided only if a specific type of RPT a mentioned below is proposed to be undertaken and is in addition to Part A

A (1) Basic details of the related party

A (5): Basic details of the proposed transaction

PART B Information to be provided only if a specific type of RPT as mentioned below is proposed to be undertaken and is in addition to Part A

C (1) Disclosure only in case of transactions relating to any loans and advances (Other than trade advances). Intercorporate deposits given by the listed entity or its subsidiary.

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Indian Sucrose Ltd. Proxy Solicitation & Information Statement 2026