Shareholders meeting

Kothari Sugars and Chemicals Limited Regd. Off: “Kothari Buildings”, No. 115 M G Salai, Nungambakkam, Chennai - 600 034. Phone: 044 - 35225526 / 5529. www.hckotharigroup.com/kscl Listing Department July 17, 2026 National Stock Exchange of India Ltd. Exchange Plaza Bandra - Kurla Complex Bandra [E], Mumbai - 400 051 Dear Sirs, Symbol: KOTARISUG Sub: Notice of 65th Annual General Meeting for the financial year 2025 - 2026 Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a copy of the Annual Report along with the Notice convening the 65th Annual General Meeting of the Company is enclosed. The 65th Annual General Meeting of the Company will be held on Thursday, 13th August 2026 at 11.00 A.M. through Video Conference (VC) / Other Audio-Visual Means (OAVM) Kindly acknowledge and take the above in your records. Thanking You, Yours faithfully for Kothari Sugars & Chemicals Limited R. Prakash Company Secretary & Compliance Officer Encl: as above Sugar Units: CIN : L15421TN1960PLC004310 Unit - I: Kattur Post· 621 706, Lalgudi Taluk, Trichy Dist., Tamil Nadu. Phone: 0431·2541224 / 2541350, Fax: 0431-2541451 TIN No. : 33790460019 dt 1·1·2007 Unit - II: Sathamangalam Village, Vetriyur Post: 621 707. Ariyalur Dist., Tamil Nadu. Phone: 04329-320800 CST No. 24518 dt. 26·06·1961 GSTIN : 33AABCK2495F1ZP Kothari Sugars and Chemicals Limited 65 Annual Report 2025 - 26 Kothari sugars and chemicals limited CORPORATE INFORMATION Board of Directors Registered Office Nina B. Kothari - Chairperson (Non - Executive) “Kothari Buildings” Arjun B. Kothari - Managing Director No.115, Mahatma Gandhi Salai, M. Silvester Goldwin - Whole Time Director Nungambakkam, Chennai - 600 034. M. R. Mohan - Independent Director Phone No. 044 - 3522 5526 / 3522 5529 S. Sundarraman - Independent Director e-mail : secdept@hckgroup.com Abdul Kareem Sait - Independent Director website : www.hckotharigroup.com/kscl Company Secretary & Compliance Officer Legal Advisors R. Prakash KS Law Chambers Advocates Chief Financial Officer “Century Centre”, Ground Floor, New No. 75 R. Krishnan Old No. 39, T.T.K. Road, Chennai - 600 018. Statutory Auditors P. Chandrasekar LLP Registrar & Share Transfer Agents Chartered Accountants M/s. Cameo Corporate Services Limited No.18A, 1st Floor, Plot No. 5, Balaiah Avenue, Subramanian Building, Luz, Mylapore, Chennai - 600 004. No. 1, Club House Road, Chennai - 600 002. Phone No. 044 - 40020700 / 710 Internal Auditors Online Investor Portal : https://wisdom.cameoindia.com (a) R. Subramanian & Co. LLP Website : www.cameoindia.com Chartered Accountants No. 6, Krishnaswamy Avenue, Manufacturing Units Luz, Mylapore, Chennai - 600 004. Kattur (b) V. P. Mukundan & Associates Chartered Accountants Kattur Railway Station Road, Lalgudi Taluk, No. 29/2, IV Trust Cross Street, Trichy District, Tamil Nadu - 621 706. Raj Kamal Apartments, I Floor, Mandavelipakkam, Chennai - 600 028. Sathamangalam Sathamangalam Village, Vetriyur Post, Cost Auditor Keezhapalur, Ariyalur Taluk, K. Suryanarayanan Ariyalur District, Tamil Nadu - 621 707. Flat A, Brindhavan Apartments, No.1, Poes Road, 4th Street, Teynampet, Chennai - 600 018. Listing The National Stock Exchange of India Limited (NSE) Secretarial Auditor Alagar and Associates LLP Stock Code KOTARISUG Temple Tower, H-5, 7th Floor, ISIN INE419A01022 672, Anna Salai, Nandanam, Chennai - 600 035. CIN L15421TN1960PLC004310 65th AnnuAl RepoRt 2025 - 26 CONTENTS Page No. Notice to the Members 3 Board’s Report 11 Management Discussion and Analysis 25 Corporate Governance Report 31 Auditors’ Report 43 Balance Sheet 52 Statement of Profit and Loss 53 Cash Flow Statement 55 Notes forming part of the Financial Statements 56 FINANCIAL HIGHLIGHTS (` in Lakhs) Particulars 2025-26 2024-25 2023-24 2022-23 2021-22 PROFITABILITY ITEMS Gross Revenue 25,764 32,642 51,812 61,850 43,028 Gross Profit (PBDIT) 1,642 3,499 5,971 6,916 5,646 Depreciation 1,457 1,466 1,427 1,404 1,410 Profit / (Loss) Before Interest & Tax 185 2,034 4,544 5,512 4,236 Finance Cost 449 357 353 389 410 Exceptional Items (Debit) / Credit 2,134 634 - 362 110 Profit / (Loss) Before Tax (263) 1,677 4,191 5,485 3,936 Income Tax 23 652 722 958 729 Deferred Tax (947) (18) 520 334 (196) Profit / (Loss) After Tax 661 1,043 2,949 4,192 3,403 BALANCE SHEET ITEMS Net Fixed Assets (incl. CWIP) 16,383 15,416 16,339 16,018 15,233 Investments 12,128 13,341 10,004 7,201 7,147 Other Current / Non current assets 16,063 16,198 21,916 19,964 17,050 Total Capital Employed 32,461 31,614 38,255 35,983 32,283 Shareholders Funds 29,562 28,930 27,848 25,756 22,001 OTHERS Book Value per share (`) 36 35 34 31 27 EPS (`) 0.80 1.26 3.56 5.06 4.11 Dividend % - - 5 10 - Kothari sugars and chemicals limited Notice to the members Notice is hereby given that the 65th Annual General Meeting and in compliance with the provisions of the Companies of Kothari Sugars and Chemicals Limited will be held on Act, 2013 and SEBI (LODR), Regulations, 2015, the Thursday, 13th August 2026 at 11:00 A.M. through Video AGM of the Company is being held through VC / Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”), OAVM. Hence, Members can attend and participate to transact the following business: in the AGM through VC / OAVM only. The deemed venue for the AGM shall be the Registered Office of Ordinary Business: the Company. The detailed procedure for participating 1. To consider and adopt the Audited Financial Statements in the meeting through VC / OAVM is appended of the Company for the financial year ended March 31, herewith and also available at the Company’s website 2026, the Report of the Auditors thereon and Report of www.hckotharigroup.com/kscl/?q=node/20 the Board of Directors. b) Since the AGM is being conducted through VC / OAVM, 2. To appoint a Director in the place of Mr. Arjun B. Kothari, the facility for appointment of proxies by the Members (DIN: 07117816) who retires by rotation and being will not be available for this AGM and hence, the Proxy eligible offers himself for re-appointment. Form, Attendance Slip and Route Map are not annexed Special Business: to this Notice. 3. Ratification of Remuneration to Cost Auditor c) Body Corporate members are requested to send to the Company a certified copy of the Board Resolution To consider and if thought fit, to pass with or without / Power of Attorney authorizing their representative to modification(s), the following Resolution as an attend and vote in the AGM through VC / OAVM on its Ordinary Resolution: behalf and to vote through remote e-voting. Members “Resolved that subject to the provisions of Section of the Company under the category of Institutional 148 and other applicable provisions of the Companies Investors are encouraged to attend and vote at the Act, 2013, if any and Rule 14 of Companies (Audit AGM. & Auditors) Rules, 2014 (including statutory d) The Explanatory Statement pursuant to Section 102 modification(s) or re-enactment(s) thereof, for the of the Companies Act, 2013, which sets out details time being in force), payment of remuneration of relating to Special Business at the meeting, is annexed ` 1,50,000/- (Rupees One Lakh Fifty Thousand only) hereto. plus applicable taxes and re-imbursement of out of e) The Register of Members and Share Transfer Books pocket expenses to Mr. K. Suryanarayanan, Cost will remain closed from Friday, 07th August 2026 to Accountant in Practice for conducting the audit of Thursday, 13th August 2026 (both days inclusive) on cost records of the Sugar, Distillery & Co-gen units account of the Annual General Meeting. of the Company for the year 2026 - 2027, which has been approved by the Board on the recommendation Dividend of the Audit Committee, be and is hereby ratified and f) Members who have not encashed their dividend confirmed”. warrants / Demand Drafts pertaining to the dividend declarations as mentioned in the below table are By Order of the Board advised to writ [Showing first 8,000 characters — download PDF for full document]