Linde India Ltd

#MDStart#

MANAGEMENT DISCUSSION AND ANALYSIS

The Directors have pleasure in submitting their Report together with the Audited Financial Statements of your Company for the financial year ended 31 March 2025.

The Company's standalone financial performance for the financial year ended 31 March 2025 is summarized below:

#Pertains to dividend for the financial year ended 31 March 2024 @ 120% including special dividend (Previous year @ 120% including special dividend for the financial year ended 31 March 2023 comprising of fifteen months period) on 85,284,223 equity shares of Rs.10 each.

Your Company has recorded a total revenue from operations of Rs. 24,854 million during the financial year ended 31 March 2025 as compared to Rs. 27,687 million in previous financial year showing decline of 10.2% y-o-y.

Despite a challenging start, Gases Division recorded a humble growth of 2% y-o-y, growing from Rs. 20,006 million to Rs. 20,408 million, whereas the Project Engineering Division business recorded a decline in revenue by 42.1% y-o-y from Rs.7,681 million to Rs. 4,446 million. The growth in Gases revenue was driven by high gas demand across all key sectors and strong pricing discipline. Gases consumption in metal sector continued to be on the higher side in line with sectoral growth. The Project Engineering business finished many project deliveries successfully in current year and continue to bask in healthy third party order book position while supporting growth capex projects strongly.

During the year, your Company achieved earnings before interest, taxation, depreciation and amortization (EBITDA) of Rs. 8,329 million as compared to Rs. 7,793 million in the previous financial year, representing a growth of 6.9% y-o-y.

This increase in operating profit was driven mainly from increased liquid demand from Onsite segment in line with metal sector growth, impressive pricing discipline across merchant & packaged business and sustained growth in health care volumes. The productivity initiatives continue to improve operations and drive cost efficiencies supporting improved margins.

The total depreciation for the year ended 31 March 2025 increased from Rs. 2,009 million in previous financial year to Rs. 2,138 million in current year due to commercialization of new sites and capitalization of spends.

Profit before tax (PBT) shows an incremental profit of Rs. 354 million, representing an impressive growth of 6.2% y-o-y, translating from quality sales, strong pricing and cost productivity.

The total tax expenses for financial year ended 31 March 2025 comes to Rs. 1,587 million as against Rs. 1,448 million in the previous financial year.

Profit after tax (PAT) for the year stood at Rs. 4,478 million as against Rs. 4,263 million for the year ended 31 March 2024 reflecting 5% growth.

Your Board has recommended a dividend of 120% (Rs. 12/- per equity share) which comprises of a normal dividend of 45% (Rs. 4.50 per equity share) and a special dividend of 75% (i.e., Rs. 7.50 per equity share) on 85,284,223 equity shares of Rs.10/- each in the Company for the financial year ended 31 March 2025, as against a dividend of 120% (Rs. 12/- per equity share) for the financial year ended 31 March 2024, which comprised of a normal dividend of 40% (Rs. 4/- per equity share) and a special dividend of 80% (Rs. 8/- per equity share).

The Board's recommendation for dividend has been made after considering the sustainability of the operating performance and cash flow position of the Company and is in line with its Dividend Distribution Policy. The dividend is subject to the approval of the shareholders at the ensuing 89th Annual General Meeting scheduled to be held on Thursday, 14 August 2025 and will be paid to the Members whose names appear in the Register of Members on the date of the Book Closure fixed for this purpose. This dividend will result in cash outgo of Rs. 1,023.41 million equivalent to the financial year ended 31 March 2024. The dividends paid or distributed by the Company shall be taxable in the hands of the shareholders. Your Company shall, accordingly, make the payment of the Dividend after deduction of tax at source as per the provisions of the Income Tax Act, 1961.

The Board has not recommended any transfer to general reserves from the profits during the year under review.

The Dividend Distribution Policy is annexed to this report and is also available on the Company's website at https://assets. linde.com/-/media/global/apac/linde-india-limited/investor-relations/codes-and-policies/dividend-distribution-policyfinal-liltcm526660614.pdf [Annexure-1]

Although the Company does not have any subsidiary, as per the requirement of Section 129(3) of the Companies Act, 2013 and the applicable Indian Accounting Standard 110 issued by the Institute of Chartered Accountants of India, your Company has prepared consolidated financial statements for the financial year ended 31 March 2025 together with its joint venture company, Linde South Asia Services Private Limited. The said consolidated financial statements of the Company form part of the Annual Report. The Company is not required to consolidate the accounts of Bellary Oxygen Company Private Limited, another joint venture company as the equity method of accounting is not applicable since it is classified as "investments held for sale." The Company also has three Associates as on 31 March 2025, viz. Avaada MHYavat Private Limited, FPEL Surya Private Limited and Zenataris Renewable Energy Private Limited. The financials of the said Associates have not been consolidated with the financials of the Company for the reasons more specifically explained in Note1 of the Notes to the Consolidated Financials Statements forming part of this Annual Report. However, since the Company does not have a subsidiary, the compliance under Section 136 about separate financial statements do not apply to it.

As on 31 March 2025, the Company had two joint ventures and three associates respectively, whose details are provided below:

Bellary Oxygen Company Private Ltd. is a joint venture of the Company in the gases business with Inox Air Products Private Limited as the other JV partner and both JV partners own 50% of the issued and paid-up share capital of the joint venture company. The said joint venture company operated an 855 tpd Air Separation Unit at Bellary, Karnataka for supply of gases under a long-term gas supply agreement to JSW Steel Ltd.'s works at Bellary. As mentioned in the Annual Reports of the previous years in the update on Belloxy Divestment Business, upon the expiry of the gas supply contract with JSW Steel Ltd. on 14 November 2021, Bellary Oxygen Company Private Limited signed and executed the Asset Sale Agreement with JSW Steel Ltd. Your Company has subsequently filed the closure report with the Competition Commission of India (CCI) and it is proposed to liquidate the joint venture company. Pursuant to Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the joint venture company in the prescribed Form AOC-1 is annexed to this report. [Annexure-2]

Linde South Asia Services Private Limited is a joint venture company between Linde India Ltd. and Praxair India Private Limited, with both the JV partners owning 50% each of its total issued and paid-up equity share capital. Linde South Asia Services Private Limited has an Operation and Management (O & M) Services Agreement with both the JV partners, under which, the joint venture company renders O&M Services to both Linde India Ltd. and Praxair India Private Limited, which consists of carrying out all support services relating to functions such as Procurement, SHEQ, Human Resources, Finance, IT, Legal, Administration, Business Development, Onsite Account Management, Sales & Marketing, Product Management, etc. on an arms' length basis.

Pursuant to Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the joint venture companies in the prescribed Form AOC-1 is annexed to this report. [Annexure-2]

Avaada MHYavat Private Limited (formerly known as Avaada HNSirsa Private Limited) is engaged in the business of establishing, commissioning, setting up, operating and generation of electricity through renewable energy sources such as wind, solar, bio-mass, hydro, geothermal, co-generation and/or any other means in India or elsewhere, including transmission, distribution, supply and sale of such power either directly or through transmission lines and facilities of Central/ State Governments or Private Companies or Electricity Boards to industries and to Central/ State Government and other consumers of electricity including captive consumption. Your Company has invested a sum of Rs. 114 million towards subscription of 11,375,000 equity shares of Avaada MHYavat Private Limited representing 26% of the total paid-up capital of the said Associate during the 15 months period ended 31 March 2023. These investments were made with an objective to purchase renewable power under captive mechanism, resulting in a lower tariff and consequent cost savings.

FPEL Surya Private Limited is engaged in the business of establishing, commissioning, setting operation and generation of electricity through renewable energy source such as wind, solar, and/or any other means in India or elsewhere, including transmission, distribution, supply and sale of such power either directly or through transmission lines and facilities of Central/State Governments or Private Companies or Electricity Board to industries and to Central/State Government and other consumers of electricity including captive consumption. Your Company has invested a sum of Rs. 76.95 million towards subscription of 1,539,000 equity shares of FPEL Surya Private Limited. representing 26% of the total paid-up capital of the said Associate during the 15 months period ended 31 March 2023. These investments were also made with an objective to purchase renewable power under captive mechanism, resulting in a lower tariff and consequent cost savings.

Zenataris Renewable Energy Private Limited was incorporated on 8 October 2018 and is engaged in the business of establishing, commissioning, operation and generation of electricity through renewable energy source such as wind, solar and/or any other means in India or elsewhere, including transmission, distribution, supply and sale of such power either directly or through transmission lines and facilities of Central/State Governments or Private companies or Electricity Board to industries and to Central/ State Government and other consumers of electricity including captive consumption. The Company had during the year ended 31 March 2024, invested a sum of Rs. 410.90 million towards subscription of 7,196,147 equity shares of Zenataris Renewable Energy Private Limited representing 23.96% of the total paid-up capital of the said Associate. During the year ended 31 March 2025, your Company made a further investment of Rs. 350 million towards subscription of 5,728,314 equity shares of Zenataris Renewable Energy Private Limited representing 27% of the total paid-up capital of the said Associate. These investments were also made with an objective to purchase renewable power under captive mechanism, resulting in a lower tariff and consequent cost savings. As on 31 March 2025, the cumulative shareholding of the Company in Zenataris Renewable Energy Private Limited was 27%.

Pursuant to Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the associate companies in the prescribed Form AOC-1 is annexed to this report. [Annexure-2]

Your Company's business has two broad segments, viz. Gases & Related Products and Project Engineering in line with the operating model of the Linde Plc Group. The details about these business segments together with the industry developments are given below:

The gases business is capital intensive by nature as it requires large investments in setting up of air separation units as well as new packaged gases sites. The supply chain in the gases business also requires significant investments in the form of distribution assets and storage networks to service bulk volumes as well as in the form of cylinders to service relatively smaller volumes in packaged gases business. The industry comprises major users in steel, chemicals and refinery sectors and a large number of merchant liquid customers primarily in metal, glass, automobile, petrochemicals and pharmaceutical sectors, besides customers for medical gases. New applications continue to provide growth opportunities. This growth also gets supported by the outsourcing of gases requirement under a ‘Build Own Operate' (BOO) type of supply scheme opportunities.

The Gases & Related Products segment comprises of pipeline gas supplies (Onsite) to large industrial customers, mainly the primary steel, glass and chemical industries, supply of liquefied gases through cryogenic tankers (Bulk) to cater to mid-size demands across a wide range of industrial sectors and compressed gas supply in cylinders (Packaged Gas) for meeting smaller demand for gases mainly across fabrication, manufacturing and construction industry. The primary production of gases (oxygen, nitrogen and argon) is mostly achieved through cryogenic distillation of air in Air Separation Units (ASUs). Oxygen, Nitrogen and Argon can also be produced in the gaseous state and supplied through pipeline to the Onsite customers or produced in liquid form and stored in insulated cryogenic tanks for supply to Bulk customers or further processed in the Packaged Gas plants to bottle compressed gas in cylinders. The strategy of the bulk and packaged gas business continues to focus on building density and sustaining market leadership through application led gas sales and enhanced service levels. The Healthcare business, an important part of the Gases business, provides high quality gases for pharmaceutical use such as medical oxygen, synthetic air and nitrous oxide in addition to providing state of the art medical gas distribution systems to major hospitals.

The fiscal year 2024–25 unfolded against a backdrop of heightened global macroeconomic uncertainty, marked by a complex interplay of persistent inflation, diverging monetary policy stances, and rising geopolitical and trade tensions. The anticipated disinflationary path in advanced economies proved uneven, delaying rate cuts and keeping global yields elevated for much of the year. Global manufacturing had slowed, especially in Europe and some parts of Asia, because of supply chain disruptions and overall weak demand.

India has seen a significant transition in 2024-25. Accomplishments in majority of fields throughout the financial year cemented India's position as a global powerhouse. From social reforms to policy, from technological advancements to economic resilience, India handled the difficulties of a world that was changing quickly with remarkable perseverance and strategic vision. India's GDP grew by 6.4 % in 2024, making it the world's fastest-growing major economy. The country's FDI inflows crossed an all-time high of US$1 trillion, signalling increased global investor confidence. Exports reached a record US$778 billion, further bolstering the economy. The unemployment rate fell to 3.2%, the lowest in recent years, as India's economy showed signs of full recovery. Additionally, Bank NPAs fell to 2.7% in 2024, down from 11.1% in 2018, reflecting the efficacy of financial reforms.

Estimates indicate that India's real GDP increased by 6.4% in FY 2024, driven primarily by services and agriculture sector. The manufacturing industry faced challenges due to domestic seasonal conditions and weak global demand. Stability in private consumption reflected steady domestic demand. Healthy remittance growth, sustained improvement in the quality of public expenditure, healthy balance sheets of corporates, orderly financial markets and fiscal restraints all contributed to macroeconomic stability. When combined, these elements provided India with a solid foundation for sustained growth.

Despite global headwinds, India remained the fastest-growing major economy in 2024-25, with growth estimate for 2025-26 holding above 6% (RBI: 6.5%, World Bank: 6.3%, OECD: 6.4%) despite modest downgrades. On the back of continuous reforms, the investment-led growth process and sound macro-policy setting are expected to help sustain India's lead as the fastest growing major economy in the world. Headwinds to growth include elevated geopolitical and trade uncertainties and possible commodity price shocks.

The government has implemented targeted supply-side measures, such as restricting exports to increase domestic availability, lowering petrol and diesel excise duties, releasing food grains from buffer stocks to the market, lowering tariffs to lower the cost of some imported foods, and limiting the use of sugarcane molasses to produce ethanol, among other things. Merchandise exports fell 10.9% year-on-year in February, mostly because of base effects and sluggish global demand, though exports increased slightly by 0.1% to US$35.6 billion between April 2024 and February 2025. Ores, rice and electronics are the top performing export sectors. The demand for domestic investment was reflected in the continued strength of imports of industrial and machinery items.

Steel Sector: The usage of metals has been one of the main drivers of industrialization. A nation's economic development is often gauged by its steel consumption and output. Easy availability of low-cost manpower and presence of abundant iron ore reserves make India competitive in the global set up.

India produced 110.99 metric tons (MT) of crude steel and 106.86 MT of finished steel between April and December 2024. During the same period, 111.25 MT of finished steel were consumed domestically, 3.60 MT were exported, and 7.28 MT were imported. According to the data released by the Department for Promotion of Industry and Internal Trade (DPIIT), between April 2000-September 2024, Indian metallurgical industries attracted FDI inflows of INR 110,062 crores (US$ 18.06 billion). Production Linked Incentive (PLI) scheme was notified by the government in July 2021 to promote the manufacturing of specialty steel within the country and reduce imports by attracting investments. The anticipated additional investment under the PLI Scheme for Specialty Steel is INR 27,106 crores (US$ 3.14 billion), downstream capacity creation of around 24 million tonnes and a direct employment generation of 14,760. Covering 5 key product categories, the scheme eases norms to reduce imports, enhance domestic manufacturing, and improve energy efficiency.

By 2030–31, it is projected that the yearly production of steel will surpass 300 MT. At 85% capacity utilization, crude steel output is expected to reach 255 MT by 2030–31, resulting in the production of 230 MT of finished steel. By 2030–31, consumption is predicted to reach 206 MT with net exports of 24 MT. This means that it is projected that the per capita consumption of steel will increase to 160 kgs from 86.7 kgs in FY 2023. The government has also fixed the objective of increasing rural consumption of steel from the current 19.6 kg per capita to 38 kg per capita by 2030-31.

Automotive Sector: India has about 63.73 Lakh km of road network, which is the 2nd largest in the world. The automobile sector contributes roughly 6% of India's GDP. During FY 2023–24, India exported 4.5 million units in all categories, including 672,105 passenger vehicles and 3.45 million two-wheelers. The nation is also making strides in sustainable mobility, with 4.4 million EVs registered by August 2024, including 956,000 in the first eight months of 2024, and a 6.6% market penetration rate. In the 2024–25 Budget, the government allocated INR 2,671.33 crores under the Faster Adoption and Manufacturing of Hybrid & Electric Vehicles in India (FAME) scheme with the goal of exempting imports of essential minerals required to manufacture EV cell components from customs tariffs. A report by the India Energy Storage Alliance estimates that the EV market in India is likely to grow at a CAGR of 36% until 2026. The two-wheeler segment dominates the market in terms of volume, owing to a growing middle class and a huge percentage of India's population being young. Moreover, the growing interest of companies in exploring the rural markets further aided the growth of the sector. The rising logistics and passenger transportation industries are driving up demand for commercial vehicles. India enjoys a strong position in the global heavy vehicles market as it is the largest tractor producer, 2nd largest bus manufacturer and 3rd largest heavy truck manufacturer in the world.

In keeping with the budget's emphasis on environmentally friendly transportation, Ministry of Heavy Industries (MHI) informed that India intends to introduce a new program to encourage the purchase of electric vehicles and upgrade charging infrastructure.

The automobile components sector directly employed about 1.5 million people and contributed 2.3% of India's GDP. The industry is expected to account for 5–7% of India's GDP by 2026. According to the Automotive Mission Plan (2016–26), 3.2 million new jobs will be directly created by 2026.

Electronics Sector: By 2025, India will be the world's fifth-largest consumer of electronic goods and the world's second-largest producer of mobile phones. India is home to a significant amount of expertise for embedded software and electrical chip design and it is one of the biggest consumer electronics marketplaces in the Asia Pacific region. By 2025–26, India has pledged to produce electronics valued at US$300 billion and export US$120 billion.

Out of the top 17 economies in the world, India's economy is digitizing at the 2nd fastest rate. By 2026, the Indian government aspires electronics goods to rank among the country's top two or three exports. By 2025, the Indian electronics manufacturing sector is expected to generate US$520 billion. It is anticipated that the demand for electronic items will increase from US$33 billion in FY 2020 to US$400 billion by FY 2025. The market for electronics systems is anticipated to grow by 2.3 times its present size (FY 2019) to reach US$160 billion by FY 2025. The Prime Minister set the groundwork for three semiconductor projects in March 2024, investing a total of more than INR 1.25 lakh crore (US$ 15.02 billion), establishing India as a major hub for semiconductors worldwide.

Infrastructure Sector: Infrastructure development is essential if India is to achieve its goal of having a US$5 trillion economy by 2025. Together with other programs like "Make in India" and the Production-Linked Incentives (PLI) scheme, the government is continuing the National Infrastructure Pipeline (NIP) to boost the expansion of the infrastructure industry.

The government has established a provisional target of constructing 10,421 km of national highways in FY 2025, reflecting a 15% decrease from last year's achievement due to delays in state clearances caused by the extended election process. National highway construction in India increased at 9.3% CAGR between FY 2016-FY 2024. In FY 2024 approximately 12,349 km of National Highways have been constructed.

Under the Union Budget 2025-26, the government has allocated INR 287,333.3 crores (US$ 33.07 billion) to the Ministry of Road Transport and Highways, reflecting a modest increase of 2.41% compared to the FY 2025. In March 2024, the Prime Minister inaugurated and laid the foundation stone for 112 national highway projects across various states, with a total worth of approximately US$ 12.04 billion.

Indian Railways achieved track laying of 5,100 kms during FY 2024. Under the Union Budget 2025-26, the government allocated INR 3.02 lakh crore (US$ 34.7 billion) compared to INR 2.52 lakh crore (US$ 30.3 billion) in 2024-25 to the Ministry of Railways. Introducing 3,000 new trains over the next four to five years to increase the current passenger capacity of the railways from 800 crore to 1,000 crore, with a focus on meeting the needs of the expanding population.

In June 2024, the Government of India approved the establishment of a Major Port at Vadhavan, Maharashtra, with an estimated cost of Rs. 76,220 crore (US$ 9.14 billion), aiming to enhance EXIM trade capacity and accommodate mega vessels, while facilitating public-private partnerships for infrastructure development.

Real estate sector in India is expected to reach US$ 1 trillion in market size by 2030, up from US$ 200 billion in 2021 and contribute 13% to the country's GDP by 2025. In the Union Budget 2024-25, under PM Awas Yojana Urban 2.0, housing needs for 1 crore urban poor and middle-class families will be met with a INR 10 lakh crore (US$ 120.16 billion) investment, including INR 2.2 lakh crore (US$ 26.44 billion) in central assistance over the next 5 years. In the 2024-25 Interim Budget, Union Minister of Finance announced a boost for India's affordable housing sector by adding 2 crores of more houses to the flagship scheme PMAY-U. The current shortage of housing in urban areas was estimated to be ~10 million units.

An additional 25 million units of affordable housing are required by 2030 to meet the growth in the country's urban population.

Defence Sector: The Ministry of Defence (MoD) received a budget of INR 6.81 lakh crore (US$ 78.7 billion) in 2025–26. This is a 9.5% year-over-year increase from the 2024–25 budget. Among these, INR 1.80 lakh crore (US$ 20.8 billion) was set aside for capital expenditures, which included buying new warships, aircraft, weapons, and other military equipment. For the Border Roads Organization's (BRO) capital expenditures, a budget of INR 7,146 crore (US$ 825.7 million) was announced. With an aim of INR 50,000 crore (US$ 5.8 billion) by 2029, defence exports surpassed INR 21,000 crore (US$ 2.43 billion) in CY 2024.

The government has established two Defence Industrial Corridors (DICs) in the country, one in Uttar Pradesh called the Uttar Pradesh Defence

Industrial Corridor (UPDIC) and the other in Tamil Nadu called the Tamil Nadu Defence Industrial Corridor (TNDIC), with the goal of attracting INR 10,000 crore (US$ 1.31 billion) in investment in each.

The Indian defence sector offers substantial opportunities across key segments, driven by significant budget allocations and a focus on modernization and self-reliance:

Aerospace: The defence aerospace sector alone accounts for INR 432,700 crore (US$ 50 billion) in investment opportunities, covering aircraft, helicopters, UAVs, avionics and related systems.

Shipbuilding: Defence shipbuilding presents opportunities worth INR 328,852 crore (US$ 38 billion) for naval vessels, submarines, patrol boats and support ships.

Missiles and Artillery: Investments in missiles, artillery and gun systems are projected to reach INR 181,734 crore (US$ 21 billion).

Healthcare & Pharma Sector: The hospital market, valued at US$ 98.98 billion in 2023, is expected to reach US$ 193.59 billion by 2032, growing at a CAGR of 8.0%. Launched in response to the Covid-19 pandemic, the Pradhan Mantri-Ayushman Bharat Health Infrastructure Mission (PM-ABHIM) seeks to enhance healthcare infrastructure across rural and urban frameworks, with an outlay of INR 64,180 crores (~US$ 7.40 billion) till 2025-26.

Market size of Indian pharmaceuticals industry is expected to reach ~US$ 130 billion by 2030 and US$ 450 billion market by 2047. According to the government data, the Indian pharmaceutical industry is worth approximately US$ 50 billion with over US$ 25 billion of the value coming from exports. About 20% of the global exports in generic drugs are met by India.

In March 2024, Union Minister for Chemicals & Fertilizers and Health & Family Welfare inaugurated 27 greenfield bulk drug park projects and 13 greenfield manufacturing plants for medical devices. The government has allocated INR 99,858 crore (US$ 11.50 billion) to the healthcare sector in the Union Budget 2025-26 for the development, maintenance and enhancement of the country's healthcare system. This reflects a 9.78% increase from the previous allocation of INR 90,958 crores (US$ 10.47 billion) in FY 2025.

Renewable Energy: India's renewable energy sector opens new possibilities as the world shifts its focus to sustainability. India has made great progress in diversifying its energy mix over the last ten years, progressively lowering its reliance on traditional fossil fuels, and establishing an improved goal of 500 GW of non-fossil fuel-based energy by 2030 at the COP26.

As per the Central Electricity Authority (CEA) estimates, by 2029-30, the share of renewable energy generation would increase from 18% to 44%, while that of thermal is expected to reduce from 78% to 52%. The CEA also estimates India's power requirement to grow to reach 817 GW by 2030. As of July 2024, Renewable energy sources, including biomass, waste to power and waste to energy, have a combined installed capacity of 150.27 GW. Non-fossil sources account for 44.72% of the installed electricity capacity as of October 2024. Our country is targeting about 450 Gigawatt (GW) of installed renewable energy capacity by 2030 – about 280 GW (over 60%) is expected from solar. As of September 2024, India's cumulative installed solar capacity stood at 89.1 GW, with utility-scale projects comprising over 86% and rooftop solar accounting for nearly 14%. Solar power now constitutes approximately 20% of India's total installed power capacity and over 44% of its renewable energy capacity.

The Production Linked Incentive (PLI) Scheme for the National Programme on High Efficiency Solar PV Modules is being implemented by the Indian government as of January 2, 2024, with the goal of reaching gigawatt-scale production capability. With the support of subsidies and concessional loans, the Prime Minister introduced the PM Surya Ghar Muft Bijli Yojana in February 2024, providing one crore families with free rooftop solar electricity.

Your Company continues sourcing of renewable energy (RE) – both solar and wind – at 98 Million Units per annum (MU pa) through long term contracts under intra-state open access captive scheme. 2024-25 saw the Company starting to source 19 MU pa Solar RE under Inter-State Transmission System open access captive scheme (ISTS) at Dahej and Rourkela ASU sites. The Company has completed the setup for sourcing ISTS RE at 2 ASUs at SriCity and Selaqui. The Company has contracted 425 MU pa ISTS hybrid RE supply for the upcoming ASU operation at Tata Kalinganagar site. The Company is also exploring RE sourcing for its onsite plants in customer premises at Rourkela, Tata 2550.

Additionally, the Company continues to operate Rooftop Solar Power Plants of total capacity 914 KW-peak across 8 sites in country and is looking to setup a rooftop Solar Power Plant at the new PMW site at Jamshedpur.

Onsite: The Company continued to optimize plant operations with a view to improve specific power in various plants on an ongoing basis including multiple productivity initiatives along with sourcing of renewable energy through long term contracts.

Merchant Bulk: Merchant Bulk business witnessed strong positive growth in revenues at 2.1% increase against FY 2024. Your Company achieved the highest ever liquid loading in FY 2025. As committed, in order to cater to the rising demand in North India, a 250 tpd merchant ASU at Ludhiana, Punjab was successfully commissioned, marking our second merchant Air Separation Unit (ASU) in the region after Selaqui (Uttarakhand). Strong demand has also led to robust plant loading and operational performance. The Dahej 250 tpd ASU, commissioned in FY 2023-24, also recorded maximum loading during the year, reflecting strong market demand.

The Bulk business segment saw a strong growth in Liquid Nitrogen, driven by increased demand from the Electronics and Food & Beverage (F&B) sectors. Key opportunities in the Electronics segment emerged from rapid capacity expansion in the PV Solar industry and new investments in semiconductor packaging. The segment also focused on innovative applications such as LIN dosing for water treatment, bottom chilling etc.

Liquid Oxygen demand remained steady, supported by healthy offtake from steel plants in the East. Expansion initiatives by steel producers are expected to sustain demand in the near future. The Company has also continued the momentum of growing its Liquid Medical Oxygen business at government run hospitals at Bihar, Andhra Pradesh, UP & Maharashtra.

The Healthcare business for the Company had one of the best years post Covid in 2024-25 with key focus on installing and enhancing multiple Liquid Medical Oxygen installations.

Expanding the coverage and geographic footprint for LIV cylinders, we have introduced approximately 400 LIV cylinders across various hospitals.

In line with its commitment to supporting the healthcare sector, Linde India has continued to drive innovation beyond its medical oxygen offerings. The Company has actively advanced the adoption of ENTONOX?—a proprietary blend of Nitrous Oxide and Oxygen—positioned as an effective analgesic and anxiolytic solution to address the evolving needs of healthcare practitioners, advancing through key wins in North and East India. We have also conducted over 130 training programs of LIV & ENTONOX? acting as a refresher to ensure safe handling and usage.

Enhancing healthcare infrastructure in Tier II and Tier III cities remains a critical priority to safeguard the health and well-being of citizens. Despite being home to a significant portion of the population, these cities often face constraints in access to adequate healthcare services due to limited resources and infrastructure. Addressing these disparities is essential to fostering healthcare equity and accessibility. Through strategic investments in Pressure Swing Adsorption (PSA) installations in these regions, the Company demonstrates its commitment to expanding healthcare access and ensuring equitable delivery of quality care for underserved communities. Key wins in new geographies like Gorakhpur, Krishnanagar, Bagnan etc. underscore our focus on this Product Service Offering (PSO).

Healthcare business revenue was 9.9% higher than FY 2024 with aggressive growth. Some of the key initiatives taken by the Company in the FY 2024-25 in the Packaged business segment including Industrial Products, Healthcare & Special Products and Chemicals, are as under:

Company has extended its PSA base further compared to the previous year and received multiple orders to improve the medical gas pipeline system in various hospitals.

Broadened customer engagement through active participation in multiple healthcare symposiums and industry exhibitions.

Focus on Minibulk installations of high-margin products to improve customer partnerships prioritized to improve customer partnerships.

Capability improvement at sites helped to increase the product portfolio and customer mix.

Despite slight easing of Helium supply side constraints, pricing was mostly retained anticipating further volatility.

Despite escalating geopolitical conflicts including the sustained Russia-Ukraine conflict and the Red Sea crisis, unhampered product supply to customers was ensured at the cost of maintaining a larger supply chain.

The Company has increased it's focus on the Solar segment considering the newer investments in the pipeline through newer wins and new product addition tailored to customer requirements.

Company also participated in specific tradeshows to showcase it's strength in the fast-growing Semiconductors and Electronics space.

During the year, the Company signed agreements to de-captivate two air separation units (ASUs) and expand its existing supply of industrial gases to Tata Steel Limited in Odisha.

Your Company already supplies industrial gases from its existing on-site plant to Tata Steel's iron and steel making facility at the Kalinganagar Industrial Complex. The Company shall acquire two additional large ASUs each of 1800 TPD capacity, more than doubling its on-site capacity. One of the ASUs was commissioned during the year and the second is currently under construction/ commissioning. The Company has also signed a long-term agreement with Tata Steel for the supply of oxygen, nitrogen and argon to support the customer's major capacity expansion project. In addition to supplying Tata Steel, the new ASUs will also meet local merchant demand for industrial gases. Your Company has also signed agreements for the supply of renewable energy to the plant, reducing Scope 2 emissions at Kalinganagar and contributing to Linde's 2035 absolute GHG emissions reduction target.

To further increase its presence in the industrial cluster of Dahej in Gujarat, the Company has entered into a long term contract with Asian Paints (Polymers) Private Limited, a wholly-owned subsidiary of Asian Paints Limited, for supply of Industrial Gases through pipeline at its upcoming manufacturing facility at Dahej, Gujarat. The Company proposes to install its third Air Separation Unit (ASU) at Dahej of 245 TPD of liquid capacity together with 100 TPD of Gaseous Oxygen (GOX). The ASU will help the Company to continue to develop a pipeline cluster in Dahej region.

At Linde, customer experience (CX) is at the heart of everything we do. A superior CX fosters trust, drives repeat business and positions us as a partner of choice, directly contributing to sustainable growth and market leadership. As an ISO 10002:2018 & 10004:2018 certified organization, we adhere to globally recognized best practices in managing and enhancing customer satisfaction. By embedding these standards into our operations, we ensure accountability, transparency and continuous improvement across all customer touchpoints.

Measuring Impact through Stakeholder's Insights: To quantify our performance and identify areas for innovation, we conduct annual customer experience surveys a cornerstone of our feedback ecosystem. This year we expanded our outreach to three pivotal stakeholder groups – Decision Makers (DM), Purchasers (P), Primary Product User (Plant Managers/Engineers/Healthcare staffs) (E) to capture diverse perspectives that influence procurement, long-term partnership and operational collaboration. Their candid input enable us to:

Refine service delivery and product offerings,

Address pain points with targeted solutions, and

Align our capabilities with evolving global best practices.

Going forward, these will enable us to benchmark ourselves against building lasting relationship with each stakeholder. Our Net Promoter Score (NPS) stands at +28 (range: -100 to +100), where Decision Makers have given us a score of +32 (recommending us to others to do business with Linde). Our Customer Effort Score (CES) stands at 4.0 (range: 1 to 5), where Purchasers have given us a score of 4.1 (showcasing the ease of doing business with Linde) and lastly our Customer Satisfaction Index (CSI) is standing at 4.0 (range:1 to 5) overall across our various verticals, where our Onsite business have rated us 4.5+.

To cover entirety of Linde India customers, your Company also conducted the first CX survey of its Project Engineering Division, where, we now, have feedback from both Gases and Engineering Division, thus enabling, a total 360-degree view of our business through customer's feedback.

Distribution is a very essential function in Linde not only taking care of large volume delivery of our products for our bulk business as well as relatively smaller volumes in the form of cylinders for the packaged gases business to various industries from Healthcare to Industrial and FMCG to F&B, but also have worked on automation and digital spectrum.

In last few decades, it has been our continuous endeavor to supersede the performance of previous year; the Deliver function has been investing in digitalization and technology to enhance and transform key aspects of its operation – planning, driver training and communication, centralized control and monitoring, transportation and maintenance. The collective result of these digital initiatives is generating greater yield in efficiency, productivity, and above all, safety.

Linde Distribution has continued to prioritize initiatives to overcome operational challenges and achieving excellence in the distribution of products. As a result, Linde offers a better customer experience and sustainable supply efficiency. Customer Service Center is now functioning 24/7 to serve and attend the customers in need with Interactive Voice Response System (IVRS). Use of BOT has been further leveraged in automating many processes like creating sales Order and auto invoicing. A video wall for planning display and a highly trained digital solution to ease out the decision-making process of planning and scheduling of trucks/tankers for more cost-effective output. The Fleet Control Room is recent addition that continuous work on improving vehicle running and reduction in idling. Furthermore, well-equipped maintenance workshop at Jamshedpur helps in proper management of vehicles' health and road worthiness.

The Company continues its journey in machine-learning based solution named True Distance to bring in further efficiency and transparency in the distance measurement system. As reported in the previous year's report, while the Company has upgraded its centralized operations through Transport Operation Center (TOC) for more focused monitoring & control and decentralized execution. Distribution is now focusing on unifying and bringing multiple solutions in the form of a unique learning ecosystem that encompasses all the components contributing to the distribution employees' and drivers' overall experience. In the context of L&D, this includes virtual reality, simulators, animated process & training content, technology, data, tools, culture, strategy, governance, and all other factors those helping each distribution employees in acquiring knowledge. While the virtual-reality- based methodology, which provides an immersive experience and engagement for the drivers to learn about critical processes, has been used to train more than 1200+ drivers. In addition, a video-based digital learning program has been deployed to provide more relatable and visual means for the drivers to understand the nuances of the processes and policies. The Company continues to engage the simulator-based training mechanisms from its Jamshedpur facility, training 1000+ drivers during the year under review. These new-tech-based trainings are in addition to the regular mentoring and monitoring done by the Driver coaches (deployed against every set of 75 drivers) on safe behavior and best practices of driving and psychometry tests to check agility and fitness of the drivers before starting a trip. The Company has also extended the use of technology to stay connected with the drivers round the clock. Today, the entire Deliver function including 1600+ drivers are connected through a mobile app, which not only provides critical information and guidance to the community but helps them track their performance. Additionally, a 24X7 helpline has been set up to address problems faced by the drivers, to assure that Linde is listening to their problems and trying to offer support as and when needed. These initiatives in safety risk mitigation have made Linde a safer company to work with.

With these innovative, digital solutions as well as continuous effort in improving every tomorrow in terms of delivery efficiency, i.e., we travel almost 1.7 mil km per month on an average with splendid performance in improving tons per trip by 5% YoY whereas overall delivered tons improved by 7.5%. To improve the cost efficiency, the Company continued to maintain the efficiency in managing the return and loss quantity to 1% average and improved the capacity utilization of the tanker by 2%. There's a reducing carbon footprint with improved delivery and economical running.

The Company's overall Safety performance has improved since previous years & were successful to avoid any ‘InControl' incidents during the year ended 31 March 2025.

The Project Engineering Division (PED) continues to be central to our strategic focus on Air Separation Plants (ASUs), Vacuum Pressure Swing Adsorption (VPSA) units, and Nitrogen plants, encompassing the complete project lifecycle from design and engineering to manufacturing and commissioning. Our U stamp-certified facility in Kolkata remains a cornerstone for the production of critical equipment such as distillation columns, cryogenic storage tanks, and vaporizers, effectively serving both our internal project needs and external customer demands.

A significant step in our growth trajectory was the inauguration of our expanded workshop in Jamshedpur in March 2024. This larger facility is now operational and strategically focuses on the production of cryogenic vessels, augmenting our overall manufacturing capacity. The Jamshedpur plant (PMW Jamshedpur) commenced production this fiscal year, securing orders for a total of 39 vessels and successfully dispatching 7 vessels by 31 March 2025.

Our order intake for FY 2024-25 demonstrates robust commercial activity. We have secured INR 7,044.67 million in orders from both third-party clients and inter company transactions. This is further strengthened by substantial in-house project orders amounting to INR 3,370.88 million.

In terms of project execution, FY 2024-25 saw the successful commissioning of several key projects, including 2 ASUs, 2 Nitrogen plants, 2 Augmentation Projects, 3 Nitrogen Pressure Reducing Stations (PRS), and 4 pipeline projects. These achievements underscore our project delivery capabilities and commitment to meeting project timelines.

Building upon a strong foundation, PED's total order book as of 31 March 2025, stands at INR 20,207.21 million. This healthy backlog, encompassing both Onsite and in-house ASU projects for 2025 and beyond, positions us well for continued growth and success in the coming fiscal year.

The Indian economy is expected to growth at a CAGR of 6.5% as per RBI projections. According to the April 2025 edition of the IMF's World Economic Outlook, India's economy is expected to grow by 6.2% in 2025 and 6.3% in 2026, maintaining a solid lead over global and regional peers. It is anticipated that steady monsoon patterns and a good rabi sowing season will reduce food inflation and boost rural earnings. The subsequent increase in per capita income is expected to improve domestic consumption rates due to increasing disposable incomes on the back of dropping inflation rates. A study by CEEW Centre for Energy Finance recognised a US$ 206 billion opportunity for electric vehicles in India by 2030. This will necessitate a US$ 180 billion investment in vehicle manufacturing and charging infrastructure.

The automotive sector is a key consumer of automotive glass for windshields, windows and mirrors. The growing demand for advanced driver-assistance systems (ADAS) and smart glass technologies is boosting the demand of high-performance glass. About 15% of India's total steel production is used by the automobile industry, making it a significant consumer of steel in the nation. Steel producers are concentrating on creating new grades of high-strength steel that are both lightweight and durable in response to the growing demand for lightweight automobiles.

In order to improve cost competitiveness, the government plans to invest INR10 lakh crore (US$ 116.05 billion) by 2025 under the New Petroleum, Chemicals and Petrochemicals Investment Regions (PCPIRs) Policy. This will help petrochemicals grow their refining capacity from 257 MMTPA to 310 MMTPA by 2028.

In 2024, the nation's total greenhouse gas (GHG) emissions were 4.13 gigatons of CO2 equivalent, or roughly 7.8% of global emissions. In order to address this, regulatory frameworks are accelerating the adoption of decarbonization technologies, which are crucial to India's progress towards net-zero emissions by 2070 for vital sectors including cement, steel, power, oil & gas and automobiles.

India's demand for chemicals and petrochemicals is predicted to almost triple and reach US$1 trillion by 2040. Specialty chemicals make up 20% of the US$4 trillion worldwide chemicals business, and by 2025, the Indian market is projected to grow at a compound annual growth rate (CAGR) of 12% to reach US$ 64 billion. Strong governmental backing, significant investments from public and private players, and an increase in demand for electronic products are driving the ESDM industry in India, which is expected to grow at a 16.1% CAGR from 2019 to 2025 and reach US$ 220 billion.

According to the industry group PHD Chamber of Commerce and Industry (PHDCCI), the market for food processing in India is expected to more than double from INR 2,649,103 crore (US$ 307 billion) in 2023 to INR 6,040,300 crore (US$ 700 billion) in 2030 due to the country's increasing demand for processed foods.

India's display panel market is estimated to double from INR 60,809 crore (US$ 7 billion) in 2021 to INR 130,305 crore (US$ 15 billion) in 2025.

External and trade-related uncertainties pose significant risks to India's economic momentum, despite its relatively diversified export base and resilient domestic demand drivers. Unpredictable US tariffs on exports could disrupt business planning, stall investments and reduce trade flows, especially in sensitive industries in India. Escalating trade frictions, particularly heightened tariffs on China and universal tariffs by US, could lead to lower demand for regional exports indirectly affecting India's export dependent sectors. Export heavy sectors like electronics, automobiles, machinery, food and textiles are heavily exposed to declining US demand, heightening risks for India's manufacturing and trade related growth. Slowing global growth aggravated by trade tensions, could create adverse ripple effects for India, particularly in trade and investment flows.

Weakening vulnerable economies amid external financial strain and unsustainable debt could impact India indirectly, particularly in the context of regional trade links and investment dependencies. Supply chain risks and costs for imported products (helium and imported spec products) continue to exist on account of fragile geopolitical situation and sustained regional conflicts. Despite relatively stable oil prices, an increase in the global shipping costs on account of trade imbalances and re-shuffling remain a concern in the near term. A supply surplus in China would see reduced exports and a potentially heavier inflow of cheaper Chinese and South-East Asian goods which could hurt domestic manufacturing in the near term.

Heavy dependence on the Steel sector, with the BOO model losing appeal as most captive ASU requirements increasingly prefer plant ownership. Intense competition from multiple players, including international companies, in the small onsite and equipment sales market is squeezing profit margins. The captive and merchant ASU capacity expansion is driving increased competition, with new entrants, including non-gas players, entering the merchant market. Predatory pricing strategies following the addition of new competitive capacity is resulting into further pressuring margins.

Your Company's business faces various risks - strategic as well as operational in both its segments viz. Gases and Project Engineering, which arise from both internal and external sources. As explained in the report on Corporate Governance, the Company has an adequate risk management system, which takes care of identification, assessment and review of risks. Your Company has been holding risk workshops periodically to refresh its risks in line with the dynamic and ever- changing business environment and the last refresher risk workshop was conducted on 20 July 2023, which was attended by the senior management team with a view to refresh the various risks facing the business of the Company. The risks being addressed by the Company during the year under review included risk relating to the organisation structure, financial risk, risk of cyber-attacks on Linde plants and business systems, competition risk, procurement risk, customer behavioural risk, risk related to climate change, macroeconomic risk, ESG risk, risk of regulatory changes, etc.

Your Board of Directors provides an oversight of the risk management process in the Company and reviews the progress of the action plans for the identified key risks with a distinct focus on top 5 key risks on a quarterly basis. Mr Amit Dhanuka, Company Secretary of the Company is the Chief Risk Officer of the Company.

The Company has a Risk Policy with a view to provide a more structured framework for proactive management of all risks related to the business of the Company and to make it more certain that the growth and earnings targets as well as strategic objectives are met.

As on 31 March 2025, your Company had ‘zero' outstanding borrowing.

There were no material changes and commitments affecting the financial position of the Company, which occurred between the end of the financial year to which these financial statements relate and the date of this report.

As your Company had "zero" borrowings from the Banks, the requirement of obtaining a Credit Rating from a Credit Rating agency was not applicable. The last available rating of your Company's total bank facilities - both fund-based and non-fund based by CRISIL was withdrawn with effect from 1 August 2021.

As on 31 March 2025, your Company did not have any long-term borrowing. As a result of the same, your Company does not meet the criteria specified by SEBI for large corporates for fund raising through debt securities.

During the year under review, the Company has not accepted any deposits from public under Chapter V of the Companies Act, 2013.

There have been no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operations. However, the Company was in receipt of an Order bearing reference no. WTM/AB/CFID/CFID-SEC3/30578/2024-25 dated 24 July 2024 passed by Securities and Exchange Board of India (SEBI) under Sections 11(1), 11(4) and 11B of the Securities and Exchange Board of India Act, 1992, in relation to an ongoing Investigation carried out by SEBI. The Company had on 5 August 2024 filed an appeal before the Securities Appellate Tribunal (SAT) against the SEBI's aforesaid Order. The matter as on the date of this Report is sub-judice and the appeal is pending for final hearing before SAT.

During the year under review, neither any application nor any proceeding has been initiated against the Company under the Insolvency and Bankruptcy Code, 2016.

The particulars of loans, guarantees given and investments made during the year under review under Section 186 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are annexed to this Report. [Annexure-3]

Please refer Note no. 47 of the Standalone Financial Statements for the details on Key Financial Ratios.

During the year under review, your Company had transferred the 62nd unpaid/unclaimed dividend amount of INR 0.40 million pertaining to the financial year ended 31 December 2016 to the Investor Education and Protection Fund in compliance with the provisions of Sections 124 and 125 of the Companies Act, 2013. In compliance with these provisions read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, your Company also transferred 22,967 equity shares held by 163 shareholders to the Demat Account of the IEPF Authority on 25 June 2024, in respect of which dividend had remained unpaid/unclaimed for a consecutive period of 7 years. More information in this regard is provided in the Corporate Governance Report.

At Linde, our unwavering commitment is to avoid causing any harm to people or the environment and as such Safety remains one of our topmost priority. Compliance with SHEQ rules, standards procedures are pre-requisite for all employees & contractors. Management is committed to ensure that all personnel are trained and made competent before undertaking any safety critical activity for the Company.

Global Safety Commitment Day 2024 was celebrated at all Linde operating units & project sites from 29 April to 4 May 2024, under the theme - "Strengthening Our Foundation". The objective is to spend time with our colleagues & reiterate, that our goal continues to be ZERO Today – zero incidents, zero injuries. The way we reach our goal is by creating and maintaining a workplace where safety is our prime focus. This can happen only when all employees join hands together.

Global SHEQ campaign, themed "Who Can You Count on to Help Keep You Safe at Linde," was based on Linde's HSE Principle #3: "We are responsible for our own safety and that of others around us." This campaign emphasized on the importance of mutual responsibility in maintaining a safe work environment.

SHEQ Standards Review and Implementation: Over the past few years, SHEQ standards have been thoroughly reviewed. In 2024, new harmonized standards for Permit to Work (PTW), Confined Space, and Lockout/Tagout (LOTO) were launched and implemented. These standards have significantly improved processes and enhanced safety.

To further strengthen SHEQ performance, a comprehensive SHEQ Annual Operating Plan (AOP) was introduced. This plan covers improvements in process safety, distribution safety, operational safety, behavioural and personnel safety, quality and environmental safety, helping us prioritize our efforts effectively.

In addition to various management control actions, we focused on training plant personnel through campaigns such as "Hand Injury Prevention", "PCC handling campaign" & "HSE Leadership Behaviour Program" conducted for India Leadership team members supported by Global SHEQ.

Our transformative safety initiative empowers our team with advanced skills through "Train the Trainer" certifications, enhances practical experience with virtual reality training, and fosters a culture of engagement and recognition with driver kiosks and a Driver E-book.

These safety initiatives have yielded positive results, with a substantial decrease in commercial vehicle incidents. However, the Lost Workday Cases and Total Recordable Cases have shown a flat curve.

The Safety journey at Linde continues & safety remains as a Top Priority Item in the list.

At Linde India, our people remain the cornerstone of our success.

In 2024, we continued to foster a high-performance culture driven by inclusivity, continuous learning and employee well-being. Through strategic talent acquisition, robust training programs and leadership development initiatives, we strengthened our workforce capabilities to support evolving business needs. Our commitment to safety, diversity and engagement enabled us to build a resilient and agile organization, ready to navigate future challenges. We remain focused on creating a workplace that inspires innovation, collaboration and growth for every employee.

A key highlight of the year was the India Excellence Awards, where we proudly recognized and celebrated our top contributors across functions for their outstanding commitment, innovation and impact. This milestone event brought together employees from across the country in a spirit of unity and appreciation, strengthening our shared culture of excellence.

The year also marked a significant moment in our journey — 90 years of Linde in India. Our teams enthusiastically came together to commemorate this legacy through a series of celebratory events, town halls and employee engagement programs that honoured our heritage while looking forward to an exciting future. As we continue to grow and evolve, we remain focused on creating a safe, inspiring and empowering environment that enables every employee to thrive and contribute meaningfully to our shared goals.

Across all units and offices of Linde India, Industrial peace and harmonious work culture was maintained during the year. The units maintained productive output with Zero manhour loss due to labour issues. Long-Term Settlement was signed at a Tripartite level with Union Representatives for the unionized blue collared workers of Jamshedpur PGP unit. This settlement also ensured productivity increase and simplification of wage components.

All units actively celebrated major events of employee connect like Vishwakarma puja, picnics and get together etc. A strong employee engagement was maintained throughout the year. As on 31 March 2025, the total manpower strength was 256.

The Company remains committed to provide and promote a safe, healthy and congenial atmosphere irrespective of gender, caste, creed or social class of the employees. The Company's Policy on Prevention of ‘Sexual Harassment' is in line with the provisions of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder. Internal Complaints Committee (ICC) has been set up to redress complaints, if any, received regarding sexual harassment. All employees whether permanent, contractual, temporary, etc. have been covered under this Policy. The Policy is gender neutral.

During the year under review, no complaint alleging sexual harassment was received by the Company. As a preventive measure and to create awareness in this area, the Company has been conducting refresher programs for all permanent and contractual employees.

The disclosures pertaining to ratio of remuneration of each Director to the median remuneration of all the employees of the Company, percentage increase in remuneration of each Director and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, are annexed to this Report. [Annexure-4]

In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement containing the names and other prescribed particulars of top 10 employees in terms of remuneration drawn and that of every employee, who if employed throughout the year ended 31 March 2025 was in receipt of remuneration aggregating to not less than Rs. 10.20 million; and if employed for part of the said year, was in receipt of remuneration not less than Rs.0.85 million per month forms part of this Report. However, having regard to the provisions to the proviso of Section 136(1) of the Companies Act, 2013, the Annual Report is being sent to all the Members of the Company excluding this information. The aforesaid statement is available for inspection by Members at the Registered Office of the Company during business hours on working days up to the date of the ensuing Annual General Meeting. Any Members interested in obtaining a copy of the said information may write to the Company Secretary at the Registered Office of the Company and the same will be furnished on request and the said information is also available on the website of the Company. None of the employees is covered under Rule 5(3)(viii) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended.

As a member of The Linde plc Group, your Company has been a socially responsible corporate and our core values define the way we operate and create value within the larger society. CSR at Linde is deeply embedded in its operational philosophy, reflecting its commitment to creating shared value for its stakeholders and the wider community. By focusing on healthcare, education, environmental sustainability and community development, your Company demonstrates its role as a responsible corporate citizen.

Linde's core principles and values form the basis of its CSR policy. Your Company is therefore, committed to behave responsibly towards people, society and the environment for inclusive growth of the society where we operate to conserve natural resources and to develop sustainable products. In line with its CSR Policy, Linde India's CSR commitment centres around four thematic areas - Education, Health, Environment and Livelihood (Skill Development) and other areas including Disaster Management as specified in Schedule VII to the Companies Act, 2013.

Some of the CSR projects/initiatives taken up/sustained during the year under review included expenditure for education programs for underprivileged children in Kolkata and Odisha, providing education and other support for blind children in Rourkela. Further, as a part of its endeavour to support disaster relief, the Company made contributions to the Himachal Pradesh and Kerala Government for providing emergency assistance for granting relief to the individuals and families affected by natural calamities. Other initiatives included projects across plant and office locations proposed and executed by the employees of the Company aimed at community building/development. The Company also had two ongoing projects, one of them being Defensive driver training in collaboration with Institute for Road Traffic Education for drivers of heavy vehicles at several locations including Delhi NCR, Uttar Pradesh, Rajasthan, West Bengal, Odisha, Maharashtra and Jharkhand for making the highways safer and two-wheeler training workshops for delivery agents and first-time drivers and university students. The Company has also supported in building a commercial vehicle driver training institute for international mobility in Talcher, Odisha. Another ongoing project of the Company comprised of training and awareness programs through Centre for Catalysing change to promote the cause of natural childbirth and reduce the rate of C-Section deliveries in Odisha. The Company has also been involved in providing medical treatment to the underprivileged children with congenital heart defects in the state of Tamil Nadu, supporting in renovation/ beautification of Anganwadi centres, creating awareness on health and nutrition for women and girls and installation of sanitary napkin vending machine in Jharkhand. The Company's CSR initiatives towards environment included projects relating to ecosystem conservation (water & soil conservation, planting trees, etc.) and waste management in the states of Jharkhand and West Bengal.

The total spend on CSR during the year under review amounted to Rs. 102.74 million on various CSR projects/activities as mentioned above, which was duly approved by the CSR Committee and Board of Directors of the Company. The details required to be disclosed relating to the CSR projects/activities for the year ended 31 March 2025 are covered in the Annual Report on CSR activities, which is annexed to this Report. [Annexure-5]

Your Company encourages volunteering of services by its employees into its CSR initiatives, which are measured as employee days spent on CSR projects.

The Linde plc Group has published a detailed Sustainable Development Report 2024, which is prepared in accordance with GRI standards. Linde plc Group's mission of "making our world more productive" reflects its strong belief that Linde is a part of the solution to the climate change challenges faced by the world. As a member of the Linde plc Group, your Company has adopted the various policies of its parent, that relate to the 9 principles laid down by Securities and Exchange Board of India for Business Responsibility and Sustainability Reporting (BRSR) by the top 1000 listed entities in India based on market capitalisation. As stipulated in Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has included a BRSR as an integral part of the Annual Report for the year ended 31 March 2025 briefly describing initiatives taken by it from an environment, social and governance perspective during the year under review. The BRSR provides an avenue for disclosing an overview of the Company's material ESG risks and opportunities, goals and targets related to sustainability and performance against them.

The Company has appointed M/s. Price Waterhouse & Co Chartered Accountants LLP to provide BRSR Reasonable assurance on BRSR Core on a standalone basis. The said assurance on BRSR Core, forms part of this Annual Report as required under Regulation 34(2)(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

As a member of the Linde plc Group, your Company attaches great importance to sound responsible management and good corporate governance. Linde plc follows highest standards in corporate governance and has policies and international best practices to build a strong governance architecture. Your Company remains committed to business integrity, high ethical standards and professionalism in all its activities same as ever. As an essential part of this commitment, the Board of Directors of Linde India Ltd. supports high standards in corporate governance.

It is the endeavour of the Company to ensure that their actions are always based on principles of responsible corporate management. In the Linde plc Group, corporate governance is seen as an on-going process. Its commitment to compliance with statutory requirements, sustainable growth and responsible management ensures that it continues to create value for stakeholders while addressing the challenges of an increasingly regulated and competitive corporate environment. Your Company closely follows the developments in the governance norms and has taken lead in ensuring compliance with the same. As Linde India integrates ESG principles into its governance model, it positions itself to achieve long-term success in line with the interests of all stakeholders.

A separate report on Corporate Governance along with the certificate of the Secretarial Auditor, M/s. P Sarawagi & Associates, Company Secretaries, confirming compliance of the conditions of corporate governance, as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms an integral part of this Annual Report.

A calendar of Board and Committee meetings is agreed and circulated in advance to the Directors. The Board met five times during the year under review, details where of are given in the Corporate Governance Report, which forms part of this Report.

The Nomination and Remuneration Committee of the Company identifies and ascertains the integrity, qualification, expertise, positive attributes and experience of persons for appointment as Directors and thereafter recommends the candidature for election as a Director on the Board of the Company. The Committee follows defined criteria in the process of obtaining optimal Board diversity which, inter-alia, includes optimum combination of executive and non-executive directors, appointment based on specific needs and business of the Company, qualification, knowledge, experience and skill of the proposed appointee, etc. The Policy on appointment and removal of Directors, Board Diversity Criterion and Remuneration to Directors/Key Managerial Personnel/Senior Management forms part of the Nomination and Remuneration Policy of the Company, which is available on the Company's website at https://assets. linde.com/-/media/global/apac/linde-india-limited/investor-relations/codes-and-policies/nomination-and-remuneration-policy_tcm526-657189.pdf

In terms of Regulation 25(7) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company is required to conduct the Familiarisation Programme for Independent Directors (IDs) to familiarise them about their roles, rights, responsibilities in your Company, nature of the industry in which your Company operates, business model of your Company, etc., through various initiatives. The details of training and familiarization programmes for Directors have been provided under the Corporate Governance Report. Apart from the initial familiarisation program as above, presentations are made to the Board Members at almost all board meetings to enable them to familiarise and update themselves with the changes in the applicable legal framework, competition, industry specific developments, etc. The details of the familarisation programs held during and up to the year ended 31 March 2025 are available on the Company's website at https://assets.linde.com/-/media/ global/apac/linde-india-limited/investor-relations/misc/linde_ familirisation-programme_2024-25.pdf

During the year under review, pursuant to provisions of Section 134, Section 149 read with Code of Independent Directors (Schedule IV) and Section 178 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Nomination and Remuneration Committee of the Board reviewed the process and criteria used in the previous year for evaluating the performance of the Board, its Committees, Chairman of the Board and the individual directors. Like the previous years, an online platform was provided to the Directors for participating in the performance evaluation process, which contained a structured questionnaire for seeking feedback from the directors on certain pre-defined attributes applicable to them, including some specific ones for the Independent Directors. More details about the performance evaluation process followed by the Board are provided in the Corporate Governance Report.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are persons of high integrity and repute. They fulfill the conditions specified in the Act read along with the Rules made thereunder and are independent of the Management.

On an annual basis, the Company obtains from each Director, details of their Board and Committee positions he/she occupies in other Companies and changes, if any regarding their Directorships. The Company has obtained a certificate dated 23 May 2025 from M/s. P Sarawagi & Associates, Practicing Company Secretaries, confirming that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India or Ministry of Corporate Affairs or any such authority and the same forms part of this Annual Report.

Your Company continues to have adequate system of internal control commensurate with the size and the nature of its business, which ensures that transactions are recorded, authorised and reported correctly apart from safeguarding its assets against loss from wastage, unauthorised use and removal.

The internal control system is supplemented by documented policies, guidelines and procedures. The Company's Internal Audit department continuously monitors the effectiveness of the internal controls with a view to provide to the Audit Committee and the Board of Directors an independent, objective and reasonable assurance of the adequacy of the organization's internal controls and risk management procedures. The Internal Audit function submits detailed reports periodically to the management and the Audit Committee. The Audit Committee reviews these reports with the executive management with a view to provide oversight of the internal control systems.

Your Board has in compliance with the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, approved several policies on important matters such as related party transactions, risk management, nomination and remuneration of directors and senior managers, whistle blower mechanism, CSR, insider trading, practices and procedures for fair disclosure of unpublished price sensitive information, materiality of events/ information, preservation of documents, etc., which provide robust guidance to the management in dealing with such matters to support internal control. The Company reviews its policies, guidelines and procedures as a matter of internal control on an on-going basis in view of the ever-changing business environment.

Additionally, the Company's Internal Audit team, reviews the framework of its existing internal financial controls across the Company and testing of the operating effectiveness of various internal controls in the organisation. The Internal Audit team of the Company has submitted a detailed report to the Audit Committee on their findings based on the testing of the key controls for the year ended 31 March 2025. The Statutory Auditors of the Company have also independently reviewed internal financial controls over financial reporting. Both the Company's Internal Audit team as well as the Statutory Auditors have confirmed that these controls were operating effectively as on 31 March 2025. As stated in the Responsibility Statement, your Directors have confirmed that based on the reviews performed by the internal auditors, statutory auditors, cost auditors, secretarial auditors and the reviews undertaken by the management and the Audit Committee, the Board is of the opinion that the Company's internal financial controls have been adequate and effective during the year ended 31 March 2025.

During the year under review, Mr Jyotin Kantilal Mehta and Mr Arun Balakrishnan completed the permitted maximum two terms of five years each and retired as the Independent Directors of the Company with effect from the close of business hours on 30 September 2024. The Board expresses its heartfelt appreciation for the leadership, guidance and invaluable contributions made by the Directors during their respective tenures. Their unwavering commitment to exemplary governance and their pivotal role in steering the Company towards sustained growth and success have been commendable. The Directors' efforts in upholding the Company's values and ensuring compliance with corporate policies have been instrumental in achieving strategic objectives and have played a significant role in the Company's transformation journey.

The Board on the recommendation of Nomination and Remuneration Committee and in accordance with provisions of the Companies Act 2013 and SEBI Listing Regulations, had at its meeting held on 23 September 2024, appointed Mr Subba Rao Amarthaluru & Mr Gobichettipalayam Sreenivasan Krishnan as the Additional Directors (Non- Executive Independent Director) for a term of five consecutive years with effect from 23 September 2024, subject to the approval of the Members of the Company. Subsequently, their appointment as Independent Directors of the Company was approved by the Members of the Company through Postal Ballot on 29 October 2024.

Mr Abhijit Banerjee, whose three-year term as the Managing Director of the Company will come to end on 6 June 2025, who is eligible for re-appointment for a further term of three years. The Board on the recommendation of the Nomination and Remuneration Committee and in accordance with provisions of the Companies Act 2013 and SEBI Listing Regulations,had at its meeting held on 23 May 2025, re-appointed Mr Abhijit Banerjee as the Managing Director of the Company for a further term of three years with effect from 7 June 2025, subject to the approval of the Members of the Company at the ensuing Annual General Meeting, on the terms and conditions and remuneration as mutually agreed between the Company and Mr Banerjee.

Ms Mannu Sangganeria, a Non- Executive Director of the Company retires by rotation at the ensuring Annual General Meeting pursuant to the provisions of Section 152 of the Companies Act, 2013 and Article 104 of the Articles of Association of the Company and being eligible, offers herself for re-appointment.

Necessary resolutions for approval of re-appointment of Mr Abhijit Banerjee as the Managing Director and Ms Mannu Sangganeria, being the director retiring by rotation is included in the Notice of the ensuing Annual General Meeting.

The Board recommends the aforesaid resolutions for your approval.

Pursuant to Section 203 of the Companies Act, 2013, the present Key Managerial Personnel of the Company are Mr Abhijit Banerjee,

Managing Director, Mr Neeraj Kumar Jumrani, Chief Financial Officer and Mr Amit Dhanuka, Company Secretary. During the year under review, there has been no changes in the Key Managerial Personnel of the Company.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, audit and reviews performed by the internal auditors, statutory auditors, cost auditors, secretarial auditors and the reviews undertaken by the management and the Audit Committee, the Board is of the opinion that the Company's internal financial controls have been adequate and effective during the year ended 31 March 2025.

As required by Sections 134(3)(c) and 134(5) of the Companies Act, 2013, the Directors to the best of their knowledge and belief state and confirm:

a. that in preparation of the annual financial statements for the year ended 31 March 2025, applicable accounting standards have been followed along with proper explanations relating to material departures, if any;

b. that they had 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 aforesaid financial year and of the profit of the Company for that year;

c. that they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. that the aforesaid annual financial statements have been prepared on a going concern basis;

e. that 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; and

f. that they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

There have been no instances of fraud reported by the Statutory Auditors under Section 143(12) of the Companies Act, 2013 and the Rules framed thereunder.

The Company has proper systems in place to ensure compliance with the provisions of the applicable standards issued by The Institute of Company Secretaries of India and such systems are adequate and operating effectively.

All related party transactions entered during the year under review were in ordinary course of business and on arm's length basis and the same have been disclosed under Note 44 of the Notes to the Standalone Financial Statements. No material related party transactions, i.e., transactions exceeding 10% of the annual consolidated turnover as per the last audited financial statements were entered during the year under review by the Company. Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Companies Act, 2013 in Form AOC-2 is not applicable.

Details of conservation of energy, technology absorption and foreign exchange earnings and outgo in accordance with Section 134(3)(m) read with Companies (Accounts) Rules, 2014 are annexed to this Report. [Annexure-6]

Pursuant to Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, copy of Annual Return of the Company for the financial year ended 31 March 2024 in Form MGT-7 has been placed on the website of the Company at https://assets.linde.com/-/media/global/apac/linde-india-limited/investor-relations/88th-agm-documents/linde-india_mgt-7_fy-2023-24.pdf. The Annual Return of the Company for the year ended 31 March 2025 would be updated on the Company's website within the due timelines.

Despite global headwinds of geopolitical uncertainties and US-led trade actions, India's economy is expected to remain resilient driven by strong domestic consumption and grow at 6.5% in FY 2026 as per forecasts by CRISIL. Growth will be supported by factors such as cooling inflation, tax benefits, lower borrowing costs and fiscal normalization. Private consumption, which accounts for over 55% of GDP, is expected to increase due to tax reductions, bolstering domestic demand and creating favorable conditions for fresh capital expenditure, though exports face challenges from weaker global demand and trade frictions.

The manufacturing sector is projected to grow at 9% annually between FY 2025 and FY 2031, increasing its GDP share to 20% by FY 2031, facilitated by investments, efficiency gains and initiatives like the Production-Linked Incentive (PLI) scheme. Strong GDP growth, low current account deficit (CAD), robust forex reserves and manageable external borrowing provide India resilience against external shocks. Inflation is expected to moderate further in FY 2026, enabling rate cuts by the Reserve Bank of India (RBI), projected at 50-125 basis points.

Industrial capital expenditure is gaining momentum, with annual capex expected to rise to INR 7.1 trillion by FY 2030, driven by higher capacity utilization, strong corporate balance sheets and emerging sectors like electric vehicles, semiconductors and electronics. Government initiatives like Make in India and PLI are strengthening most sectors, but external pressures like rising trade tensions and restricted technology access could challenge India's integration into global value chains.

In an attempt to improve cost efficiencies and augment human capabilities, organizations are tuning into the potential of Artificial Intelligence (AI) with more than two-third of them actively implementing generative AI (GenAI) initiatives. Key business goals being targeted are in the areas of productivity, automation, efficiency, innovation and customer experience. These are incidentally also areas where Linde India's digitalization teams and initiatives actively continue to work upon.

In the long run, India continues to remain a shining spot in the global economy with sustained GDP growth and technology initiatives. Linde India continues to remain the partner of choice for companies driving the country's growth momentum forward.

Linde India Ltd. has been able to develop capabilities by leveraging the strengths of its divisions in both gases as well as engineering, putting best commercial practices in place to win large tonnage gas supply contracts and grow the merchant and packaged business. With a robust business model and aggressive growth plan, Linde India Limited is poised to maintain its leading position in the industrial gases business. While the medium to long term outlook remains positive, your directors remain cautiously optimistic about the outlook in the wake of the geopolitical tensions that are unfolding.

Messrs Price Waterhouse & Co. Chartered Accountants LLP (Firm Registration No. 304026E/E-300009) were appointed as the Statutory Auditors of the Company for a tenure of 5 years commencing from the conclusion of the 86th Annual General Meeting of the Company until the conclusion of the 91st Annual General Meeting of the Company to be held in the year 2027.

The Statutory Auditors have issued a modified opinion on the Financial Statements of the Company for the financial year ended 31 March 2025 and the said Auditors' Report(s) for the financial year ended 31 March 2025 forms part of this Annual Report.

Auditors' Observation: We draw attention to Note 50 to the standalone financial statements results, which explains the management's assessment of related party transactions with reference to the Securities and Exchange Board of India ("SEBI") (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("SEBI LODR"). Management has applied the materiality threshold of 10% or more of the annual consolidated turnover of the Company to the value of each contract with a related party consisting of individual or multiple transactions and not by aggregating the value of all contracts with each related party to evaluate whether it has breached the materiality threshold and therefore would require shareholders' approval as per SEBI LODR. SEBI, in its Order dated July 24, 2024 (the "SEBI Order") has concluded that the materiality threshold has to be applied on an aggregate basis considering all transactions during the financial year with a related party. The Company had filed an appeal on August 05, 2024 against the aforementioned SEBI Order before the Securities Appellate Tribunal which is pending disposal. In view of ongoing regulatory and legal proceedings, the probable consequences and related implications on the standalone financial statements are presently not determinable.

Management Response: Based on the legal opinion obtained by the Company, it has applied the materiality threshold of 10% or more of the annual consolidated turnover of the Company to the value of each contract with a related party consisting of individual or multiple transactions and not by aggregating the value of all contracts with each related party and ascertained that no shareholder approval is required for any related party transaction in terms of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, which is not "material" in nature. Accordingly, the Company is in compliance with all requirements under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in respect of all related party transactions entered into by it. Further, the Management is not in a position to estimate the impact on the above, given that the matter is sub-judice and the appeal is pending for final hearing before Securities Appellate Tribunal (SAT).

The Board of Directors of the Company had appointed M/s. P Sarawagi & Associates, a firm of Company Secretaries pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for undertaking the secretarial audit of the Company for the year ended 31 March 2025. In terms of the provisions of Section 204(1) of the Companies Act, 2013, a Secretarial Audit Report dated 23 May 2025 in Form MR-3 given by the Secretarial Auditor is annexed with this Report [Annexure-7]. The Report confirms that the Company had complied with the statutory provisions listed under Form MR-3 and the Company also has proper board processes and compliance mechanism. The Secretarial Auditors' Report have the following observations.

Pursuant to amended Regulation 24A of the SEBI Listing Regulations the Board has based on the recommendation of Audit Committee approved appointment of M/s. P Sarawagi & Associates, (Firm Registration No. - S1998WB022800), a peer reviewed firm of Company Secretaries in Practice as Secretarial Auditors of the Company for a period of five years, i.e., from 1 April 2025 to 31 March 2030, subject to approval of the Members of the Company at the ensuing AGM. An appropriate resolution seeking approval of the Members of the Company has been included in the Notice convening the AGM.

Auditors' Observation: The Securities and Exchange Board of India ("SEBI"), in its Final Order dated 24 July 2024, has, inter-alia, reiterated its views, as advanced in its Interim Ex-parte Order dated 29 April 2024, on the materiality threshold to be applied on an aggregate basis considering all transactions during a financial year with a related party and directed that the Company shall test the materiality of future Related Party Transactions (RPTs) as per the threshold provided under Regulation 23(1) of the SEBI LODR Regulations on the basis of the aggregate value of the transactions entered into with any related party in a financial year, irrespective of the number of transactions or contracts involved. Whereas, based on the legal opinion obtained and relied upon by the Company, it has continued to reckon materiality threshold of 10% of the annual consolidated turnover of the Company to the aggregate value of all transactions in a contract, with a related party during the year under review and not by aggregating value of all contracts with each related party. Accordingly, the Management of the Company is of the view that there are no material related party transactions entered into by the Company and therefore approval of the shareholders is not required. The Company has filed an appeal before the Securities Appellate Tribunal (SAT) on 5 August 2024 against the said Final Order, which is pending for final hearing. The Management of the Company regularly evaluates the business and regulatory risks, including the above matter, and it recognises the related uncertainties around their ultimate outcome, the impact of which, if any, is not presently ascertainable.

Management Response: Based on the legal opinion obtained by the Company, it has applied the materiality threshold of 10% or more of the annual consolidated turnover of the Company to the value of each contract with a related party consisting of individual or multiple transactions and not by aggregating the value of all contracts with each related party and ascertained that no shareholder approval is required for any related party transaction in terms of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, which is not "material" in nature. Accordingly, the Company is in compliance with all requirements under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in respect of all related party transactions entered into by it. Further, the Management is not in a position to estimate the impact on the above, given that the matter is sub-judice and the appeal is pending for final hearing before Securities Appellate Tribunal (SAT).

In terms of Section 148 of the Companies Act, 2013, the Company is required to have the audit of the cost accounting records conducted by a Cost Accountant. M/s Mani & Co., a firm of Cost Accountants conducted this audit for the financial year ended 31 March 2024 and submitted their report to the Central Government in Form CRA 4 on 5 September 2024.

The Board of Directors of the Company had on the recommendation of the Audit Committee appointed M/s. Mani & Co., Cost Accountants having registration no. 000004 as the Cost Auditor for the year ended 31 March 2026 to conduct cost audit under the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time. M/s Mani & Co. have, under Section 139(1) of the Act and the Rules framed thereunder furnished a certificate of their eligibility and consent for appointment. In accordance with the provisions of Section 148(3) of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors as recommended by the Audit Committee and approved by the Board has to be ratified by the Members of the Company and appropriate resolution in this regard also forms part of the Notice convening the ensuing Annual General Meeting.

Your Directors wish to convey their appreciation to the bankers, customers, dealers, suppliers and all other business associates and the shareholders of the Company for their continued support and cooperation, during the year under review. Your Directors, also place on record their deep appreciation of the dedication, hard work, commitment and contributions made by the employees of the Company at all levels, which have been instrumental in driving operational efficiency, innovation and sustained growth for the Company.

Your Directors also acknowledge the valuable support and cooperation received from the various Government departments and agencies in these challenging times and look forward to their continued support in the future. The Board of Directors also takes this opportunity to thank the Linde plc Group for their strategic inputs, guidance and support in various operational and functional areas. This has helped the Company to attain higher standards in every sphere of performance.

Certain statements in this report relating to Company's objectives, projections, outlook, expectations, estimates, etc. may be forward looking statements within the meaning of applicable laws and regulations. Although the Company believes that the expectations reflected in such forward looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. Accordingly, actual results or performance could differ materially from such expectations, projections, etc. whether express or implied as a result of among other factors, changes in economic conditions affecting demand and supply, success of business and operating initiatives and restructuring objectives, change in regulatory environment, other government actions including taxation, natural phenomena such as floods and earthquakes, customer strategies, etc. over which the Company does not have any direct control.