We are pleased to submit the Annual Report including the standalone and consolidated audited financial statement for the financial year 2025-26, along with Board''s Report, Auditor''s Report ....

August 25, 2026 The BSE Limited 1st Floor, New Trading Wing, Rotunda Building, Phiroze Jeejeebhoy Towers, Dalal Street, Fort Mumbai – 400001 Maharashtra E: corp.relations@bseindia.com Security Code No.: 531260 RE: Regulation 34(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”). Subject: Annual Report for the financial year 2025-26, including Notice of 32nd Annual General Meeting. Dear Sir(s)/ Madam, We are pleased to submit a copy of the Annual Report of Refex Renewables & Infrastructure Limited for the financial year 2025-26, including Notice convening 32n Annual General Meeting ("AGM") of the members of the Company, scheduled to be held as per following schedule: - Type of Meeting: 32nd Annual General Meeting Day: Friday Date: September 18, 2026 Time: 11:00 A.M. (IST) Mode: Video Conferencing / Other Audio-Visual Means (“VC” / “OAVM”). The Notice of the AGM and the Annual Report for the financial year 2025-26 are also available on: a. Company's website at https://refexrenewables.com: ➢ RRIL-32nd Annual-Report-FY26; ➢ RRIL-Notice-32nd-AGM-18-09-2026 b. NSDL’s (e-Voting service provider) website at http://www.evoting.nsdl.com and c. Stock Exchange’s website, i.e., BSE Limited at www.bseindia.com. Please note that the Notice of the 32nd AGM along with the Annual Report for the financial year 2025-26, has been sent to the eligible shareholders of the Company, only through electronic mode on the e-mail IDs registered with the Depositories/ Depository Participants/ Company/ RTA. For ease of participation of the members at AGM, the key details with respect to AGM are provided below: S. No. Particulars Details 1. Cut-off Date Friday, 11th September, 2026 2. Time Period for Remote e-Voting Commencement of remote e-Voting: 09:00 A.M. IST on Monday, 15th September, 2026 End of remote e-Voting: 05:00 P.M. IST on Wednesday, 17th September, 2026 3. Process for updating the e-mail id Physical Mode - Write to: Company at cs@refexrenewables.com and/or RTA at sta@gnsaindia.com Refex Renewables & Infrastructure Limited A Refex Group Company Registered Office: 2nd Floor, Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Chennai – 600034, Tamil Nadu P: 044 4340 5950 | E: cs@refexrenewables.com | W: www.refexrenewables.com S. No. Particulars Details 4. Contact details of participation through VC Ms. Pallavi Mhatre, Deputy Vice-President or remote e-Voting / e-Voting during AGM National Securities Depository Limited 301, 3rd Floor, Naman Chambers, G Block, Plot No- C-32, Bandra Kurla Complex, Bandra East, Mumbai – 400 051 Maharashtra Designated Email address: pallavid@nsdl.co.in / evoting@nsdl.co.in Telephone No.: +91 22 2499 4545 5. Company’s Contact details Mr. Vinay Aggarwal Company Secretary & Compliance Officer 2nd Floor, Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Chennai – 600034, Tamil Nadu Email: cs@refexrenewables.com Tel: +91 44 4340 5950 6. Scrutinizer to scrutinize remote e-Voting Mr. A Mohan Kumar process and e-Voting during the AGM Practicing Company Secretary FCS-4347 / CoP No. 19145 32nd AGM of the Company is being held through VC/OAVM on Friday, 18th September, 2026 at 11:00 a.m. (IST), without the physical presence of the members at a common venue, in compliance of the various directions issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’). This intimation will also be made available on the Company's website at https://refexrenewables.com. You are requested to take the above information on records and disseminate the same on your website. Thanking you. Yours faithfully, For Refex Renewables & Infrastructure Limited Vinay Aggarwal Company Secretary & Compliance Officer ACS-39099 Encl.: RRIL Annual Report 2025-26 along with Notice of 32nd AGM. Refex Renewables & Infrastructure Limited A Refex Group Company Registered Office: 2nd Floor, Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Chennai – 600034, Tamil Nadu P: 044 4340 5950 | E: cs@refexrenewables.com | W: www.refexrenewables.com ONE Planet, ONE Purpose, ONE Future REFEX RENEWABLES & INFRASTRUCTURE LIMITED ANNUAL REPORT - 2025-26 Corporate Information BOARD OF DIRECTORS & KMPs Registered Office 2nd Floor, Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Mr. Kalpesh Kumar Chennai – 600 034, Tamil Nadu Managing Director Ph: 044-4340 5950 Mr. Anil Jain Email: cs@refexrenewables.com Non-Executive & Non-Independent Director Website: https://refexrenewables.com Mr. Dinesh Kumar Agarwal Corporate Office Non-Executive & Non-Independent Director Refex Building, 67, Bazullah Road, Parthasarathy Puram, T Nagar, Ms. Jayanthi Talluri Chennai – 600 017, Tamil Nadu Non-Executive & Independent Director Mr. Pillappan Amalanathan L40100TN1994PLC028263 Non-Executive & Independent Director Ms. Latha Venkatesh Statutory Auditors Non-Executive & Independent Director M/s. A B C D & Co. LLP Chartered Accountants (FRN: 016415S/S000188) Mr. T. Manikandan Prince Centre, 4th Floor, 709, Pathari Road, Anna Salai, Chief Financial Officer Chennai – 600 006, Tamil Nadu Mr. Vinay Aggarwal Secretarial Auditor Company Secretary & Compliance Officer Mr. A. Mohan Kumar Practicing Company Secretary AUDIT COMMITTEE Flat F1, Sudarsan Apartment, 72, VGP Selva Nagar, Second Main Road, Velachery, Chennai – 600 042, Tamil Nadu Ms. Jayanthi Talluri Chairperson Internal Auditor M/s. ASDS & Associates Mr. Pillappan Amalanathan Chartered Accountants Member Old No: 843/2, New No: 2/1561, 8th Street, Mahalakshmi Nagar, Madipakkam, Chennai – 600 091, Tamil Nadu Mr. Dinesh Kumar Agarwal Member Bankers NOMINATION & REMUNERATION COMMITTEE HDFC Bank Limited Power Finance Corporation Limited Tata Capital Limited Ms. Jayanthi Talluri Indian Renewable Energy Development Agency Limited Chairperson Saraswat Co-operative Bank Limited Mr. Pillappan Amalanathan Registrar and Share Transfer Agent Member GNSA Infotech Private Limited Nelson Chambers, 4th Floor, F Block, No. 115, Mr. Anil Jain Nelson Manickam Road, Aminjikarai, Member Chennai – 600 029, Tamil Nadu Ph: 044-4296 2025 STAKEHOLDERS’ RELATIONSHIP COMMITTEE Email: sta@gnsaindia.com Website: https://www.gnsaindia.com Mr. Pillappan Amalanathan Listed on: BSE Limited Chairperson Scrip Code: 531260 Mr. Anil Jain Member ISIN: INE332F01018 Mr. Dinesh Kumar Agarwal Member Table of Contents Corporate Overview COMPANY PROFILE DIGITAL TRANSFORMATION PEOPLE ENGAGEMENT PROGRAMS LEARNING & DEVELOPMENT OUR SUSTAINABILITY AND ESG JOURNEY Statutory Reports DIRECTORS’ REPORT 22 MANAGEMENT DISCUSSION AND ANALYSIS REPORT 48 Financial Reports INDEPENDENT AUDITOR’S REPORT 60 STANDALONE BALANCE SHEET 70 STANDALONE STATEMENT OF PROFIT & LOSS 71 STANDALONE CASH FLOW STATEMENT 72 STANDALONE STATEMENT OF CHANGES IN EQUITY 73 NOTES TO STANDALONE FINANCIAL STATEMENTS 74 CONSOLIDATED INDEPENDENT AUDITORS’ REPORT 102 CONSOLIDATED BALANCE SHEET 110 CONSOLIDATED STATEMENT OF PROFIT AND LOSS 111 CONSOLIDATED CASH FLOW STATEMENT 112 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 113 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 114 STATEMENT IN FORM AOC-1 148 Notice of 32nd Annual General Meeting 150 Cautionary Statement Some of the statements in this Annual Report that are not historical facts are forward-looking statements. These forward-looking statements include our financial and growth projections as well as statements concerning our plans, strategies, intentions, and beliefs concerning our business and the markets in which we operate. These statements are based on information currently available to us, and we assume no obligation to update these statements as circumstances change. There are create, acquire and build new businesses and to grow our existing businesses, our ability to attract and retain qualified personnel, currency fluctuations and ma [Showing first 8,000 characters — download PDF for full document]