Alkali Metals Ltd

To,

The Members,

Alkali Metals Limited

Your Directors present hereunder 57 Annual Report on the business and operations of the Company and the accounts for the Financial Year ended 31 March, 2025.

1. Results of our operations

The results of our Operations for the Financial Year ended 31 March, 2025 is summarized as below:

During the year 2024-25, the Company recorded a turnover of 8,233 Lakhs and Net Loss of 580.26 Lakhs compared to the turnover of 8,285.59 Lakhs and Net Profit of 51.51 Lakhs (after comprehensive items) of previous year 2023-24.

Though the Company was able to operate almost at the same level of operations as compared to previous year, the realizations and margins were lower. Further fixed expenditure which continued to be high, exceptional items recognized during the year, a loss was incurred during the year. During the last quarter of the Financial Year, though the performance improved, it could not compensate the losses incurred in the first three quarters.

2. Dividend

For the Financial Year 2024-25, the Board of Directors recommend a dividend of 5 % amounting 0.50 per equity share of 10 each paid-up subject to approval of the shareholders at the ensuing Annual General Meeting. The said dividend will be paid out of the accumulated reserves in accordance with the provisions of the Companies Act, 2013, to shareholders whose name appears in the register of members as on the record date within 30 days of declaration.

3. Reserves

During the year under review, Company did not transfer any amount to General Reserves.

4. Future outlook

The domestic market, continues to be highly competitive and given the size and capacities of the Company, the price sensitivity to the Company's products in the market segments in which it operates, also continues to be high.

The unexpected geopolitical scenarios and global economic conditions could have an impact on the business.

The Company is trying to form its strategies based on the market scenarios while continuously working on identifying new products and processes. The Company continues to explore new markets by participating in International and National exhibitions. The in-house R & D team continues the process of developing new products. Your Directors anticipate better business once the geo political and economic conditions improve.

The Company is trying to optimize its fixed cost and rationalize its capacity utilization to realize better

yields, control costs and improve the performance and profitability.

5. Research & Development

The Company has spent 129.31 Lakhs towards Research and Development during the Financial Year under review. The R&D team is putting its efforts to develop the new products and processes to ensure optimum material consumption and effective yield.

6. Change in the nature of business, if any

The Company had not changed its nature of business during the year under review.

7. Material changes and commitments after the closure of Financial Year

There are no material changes or commitments affecting the financial position of the Company between the end of the Financial Year and the date of the report.

8. Significant and Material Orders

There are no significant and material orders passed by the regulators or court or tribunals impacting the going concern status and Company operations in future.

9. Internal Financial Controls

The Board believes that your Company has adequate internal controls and such procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including safeguarding of all its assets and prevention/detection of frauds and errors, accuracy and completeness of accounting records. The Board continuously reviews these controls and revises their design and implementation as and when considered necessary for maintaining and improving their effectiveness. Auditors have verified the internal financial controls and tested the adequacy and the procedures adopted by the Company and confirm that the controls are adequate to the size of the transactions.

The Management of the Company continuously monitors its business and the environment in which the Company operates for identifying, assessing, controlling and mitigating the risks associated with different areas of its business operations. The Company is not required under the regulations to set up a Risk Management Committee. However, the Board as part of its functions carries out this monitoring continuously.

Your Company does not have Subsidiaries, Joint Ventures or Associate Companies during the Financial Year under review.

Your Company has never accepted any deposits covered under Chapter V of the Companies Act, 2013.

Statutory Auditors

The members at the 56 Annual General Meeting (AGM) of the Company held on 21 August 2024 had appointed M/s. CKS & Associates, Chartered Accountants as Statutory Auditors for a term of 5 years from the conclusion of the 56 AGM.

Their report for the Financial Year 2024-25 does not contain any adverse remark/comment.

M/s. C K S Associates, Chartered Accountants (ICAI FRN: 007390S) have resigned w.e.f. 18 July 2025 resulting in casual vacancy in the office of the Statutory Auditors. The reasons for their resignation as provided in their resignation letter is "Internal Restructuring"- which requires organizational change including retirement of some partners. The Audit Committee after considering the resignation letter of M/s. C K S Associates, Chartered Accountants did not consider necessary to make any comments or observations on the resignation submitted by them. They have also confirmed that their resignation is not due to any disagreement or concern with the Management or the Audit Committee or the Company's Financial Reporting Practices.

Based upon the recommendation of the Audit Committee and in terms of provisions of Section 139 of the

Companies Act, 2013, the Board at their meeting held on 18 July 2025 had appointed M/s. J V S L & Associates, Chartered Accountants (ICAI FRN: 015002S) as Statutory Auditors to fill up the casual vacancy.

In terms of Section 139 (8) of the Companies Act, 2013, such appointment has to be ratified by the members within 90 days of the appointment by the Board. Further, in terms of Section 139 (1) of the Companies Act, 2013, the Statutory Auditors can be appointed for a term of 5 consecutive Financial Years beginning from the conclusion of the ensuing AGM. The Board is of the opinion that M/s. J V S L & Associates, Chartered Accountants (ICAI FRN: 015002S) have the required expertise to be the Statutory Auditors of the Company. Thereby the Board recommends to the members to ratify the appointment of Statutory Auditors and also approve their appointment for term of 5 consecutive Financial Years at the ensuing AGM. Accordingly the resolutions for the same have been provided in the Notice of the ensuing AGM.

Internal Auditors

The Board of Directors of the Company had appointed M/s. Ramakrishna & Associates, Chartered

Accountants as Internal Auditors to conduct the Internal Audit of the company for the Financial Year ended 31 March, 2025.

M/s. Ramakrishna & Associates, Chartered Accountants have been re-appointed as Internal Auditors for

FY 2025-26.

Secretarial Auditors

As per the amended provisions of SEBI (LODR) Regulations, the Company has to appoint Secretarial

Auditor(s) for a period of 5 years and in this regard, the Board recommends to the members to consider the appointment of CS B. Venkatesh Babu, Practising Company Secretary as the Secretarial Auditor of the Company, accordingly the resolution for his appointment is included in the Notice of the 57 AGM.

For FY 2024-25, Secretarial Audit Report and Secretarial Compliance Report submitted by CS. B. Venkatesh Babu, does not contain any qualification, reservation or adverse remark except the factual information on composition of the Committees which was self explanatory.

Your Company had not issued and raised any share capital including sweat equity, employee stock options during the Financial Year under review. Your Company has also not provided any money for purchase of its own shares by employees or for the benefit of employees.

Pursuant to the provisions of Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013, a copy

of the Annual Return of the Company is available at the Company's website www.alkalimetals.com.

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo have

been provided in Annexure - 1 and shall form part of this report.

The provisions of Section 135 of the Companies Act, 2013 are not applicable to the Company, since the net profit of the Company are below the threshold prescribed therein. The Company had voluntarily constituted Corporate Social Responsibility Committee earlier. However, due to non-applicability of the provisions, it was dissolved.

- Sri Murali Krishna Chevuturi and Dr. T.V. Rao were appointed as Independent Directors for a period of 5 years by the shareholders at the 56 AGM held on 21 August 2024.

- Dr. J.S. Yadav and Sri G. Jayaraman had completed their second consecutive term of 5 years as Independent Directors and had vacated their office on 20 August 2024. They were appointed as

Non-Executive and Non-Independent Directors at the 56 AGM held on 21 August 2024. They

are eligible to retire by rotation.

- Ms. Y. Lalithya Poorna, who retired by rotation at the 56 AGM held on 21 August 2024, was re-appointed. ii) Retire by Rotation:

Dr. A.R. Prasad, Non-Executive Non-Independent Director and Mr. Y.V. Prashanth, Executive

Director are liable to retire by rotation at the ensuing 57 AGM and being eligible offer themselves for re-appointment. iii) Declaration by an Independent Director:

Company had received the declarations by all the Independent Directors that they meet the criteria of independence as per the provisions of Section 149 of the Companies Act, 2013 and they are registered with Indian Institute of Corporate Affairs (IICA) as per the amended provisions of the Companies Act, 2013. iv) Formal Annual Evaluation:

Pursuant to the provisions of the Companies Act, 2013, the Board has devised a policy on evaluation of performance of Board of Directors, Committees and Individual Directors. Accordingly, the Chairman of the Nomination and Remuneration Committee obtained from all the Board members duly filled in evaluation templates for evaluation of the Board as a whole, evaluation of the committees and peer evaluation. The summary of the evaluation reports was presented to the respective Committees and

the Board for their consideration.

Details of number of Board meetings and profile of directors are covered under the Corporate

Governance section.

Mrs. Gayathri Kesavarapu was appointed as Chief Financial Officer of the Company on 7 August 2024.

As per the provisions of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your

Directors state, that to the best of their belief and understanding-

a) in the preparation of the annual accounts, the applicable accounting standards have been followed

along with proper explanation relating to material departures;

b) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the Financial Year and of the loss of the company for that period;

c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) the annual accounts have been duly prepared under the going concern assumption; and

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

f) proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Your Company has Audit Committee, Nomination and Remuneration Committee, and Stakeholders

Relationship Committee, the details are provided in the Corporate Governance section.

The Company believes in the standard of conduct which all employees are expected to observe in their business endeavors. The Code (Vigil Mechanism) reflects the Company's commitment to principles of integrity, transparency and fairness. The copy of the Code of Vigil Mechanism is available on the Company website www.alkalimetals.com under Investors tab.

The Company has adopted a Whistle Blower Policy, as part of vigil mechanism to provide appropriate avenues to the Directors and employees to bring to the attention of the management any issue which is perceived to be in violation of or in conflict with the fundamental business principles of the Company. The employees are encouraged to voice their concerns by way of whistle blowing and all the employees have been given access to the Audit Committee.

Mr. Y.V. Prashanth, Executive Director is designated as ombudsperson to deal with all the complaints

registered under the policy.

There has always been an endeavor on the part of the Company to create and provide an environment that is free from discrimination and harassment including sexual harassment. The Company had adopted policy on Prevention of Sexual Harassment of Women at Workplace in accordance with The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year, Mrs. Gayathri Kesavarapu was elected as the Chairperson of the Internal Complaints Committee. The Internal Complaints Committee has not received any complaints pertaining to incident of harassment.

The Company had not given any loans, guarantees or made investments as per the provisions of Section 186 of the Companies Act, 2013 during the Financial Year under review. Also, there are no outstanding amounts of loans given, guarantees provided and/or investments made at the beginning or the end of the year.

During the Financial Year under review, Company had entered into certain Related Party Transactions which are all on arm's length basis; details of all such transactions as required under section 188 of Companies Act are annexed in Form AOC-2 forming part of the Board's Report as Annexure-2.

The Company has formulated a policy on materiality of Related Party Transactions and dealing with Related Party Transactions which can be accessed at the Company website www.alkalimetals.com under Investors tab.

The Details required to be provided pursuant to Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed and forming part of the Board's Report as Annexure -3.

The following are the employees in receipt of remuneration as specified under Rule 5(2) of Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time:

The details pertaining to top 10 employees falling in this category will be provided to the shareholders who

make specific request to the Company.

Secretarial Audit Report including Secretarial Compliance Report as per SEBI (LODR) Regulations for the Financial Year 2024-25 obtained from CS B. Venkatesh Babu, Company Secretary in Practice is annexed and forming part of the Board's Report as Annexure -4.

In terms of Regulation 34 of the SEBI (LODR) Regulations, 2015, a Report on Corporate Governance along with Compliance Certificate issued by Statutory Auditors of the Company and also the Management Discussion and Analysis report is annexed and forms integral part of the Board's Report.

All the properties and insurable interests of the Company including Building, Plant and Machinery and Stocks have been adequately insured. The Company has-Directors & Officers Indemnity Policy- for Directors and Key Managerial Personnel, Group Accidental policy- for staff and workmen and Group Medical Policy - for those who are not covered under ESI.

The securities of the Company are continued to be listed on BSE and NSE. The listing fees for these stock

exchanges are paid till the Financial Year 2025-26.

The provisions of Section 148 of the Companies Act 2013 for maintaining the Cost Records are not applicable to the Company.

The Company has duly complied with the applicable Secretarial Standards issued by The Institute of

Company Secretaries of India, for the Board Meeting, General Meetings and Dividend.

Your Directors express their gratitude to all Members, Staff and Workers, Bankers, Regulatory Authorities, Government, Customers, Suppliers, Business Associates from India and abroad for their continued support at all times and look forward to have the same in our future endeavours. Directors are pleased to record their appreciation of the sincere and dedicated services of the employees and workmen at all levels. Your Directors look forward to the long term future with confidence.