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Dear Members,

Your Directors have pleasure in presenting the 35th Annual Report on the business and operations of the Company and the Audited Accounts for the Financial Year ended 31st March, 2026.

1. FINANCIAL SUMMARY/ HIGHLIGHTS OF PERFORMANCE OF THE COMPANY:

(Rs. in Lakh)

Particulars Standalone Consolidated
Year ended 31/03/2026 Year ended 31/03/2025 Year ended 31/03/2026 Year ended 31/03/2025
Sales & Other Income 1688.49 314.68 4001.28 2283.49
Expenditure 549.83 290.72 2652.43 2724.58
Exceptional Items 0.00 0.00 0.00 0.00
Profit Before Depreciation, Extraordinary Items and Tax 1138.93 24.03 1987.45 79.27
Depreciation & Amortisation expense 0.27 0.08 638.60 520.36
Extraordinary Items 0.00 0.00 0.00 0.00
Current Tax/ Interest on Income Tax/ Deferred Tax/ Excess Provision of Income Tax 296.02 5.91 63.52 5.73
Deferred Tax Assets/ Liabilities 0.03 (0.32) 296.02 (70.79)
Net Profit/ (Loss) for the year 842.61 18.36 989.31 (376.03)

The Company has prepared the Standalone and Consolidated Financial Statements in accordance with the Companies (Indian Accounting Standards) Rules, 2015 prescribed under Section 133 of the Companies Act, 2013.

2. DIVIDEND:

Taking a conservative approach on account of current year's performance, the Board has decided not to recommend any dividend for the F.Y. 2025-26.

3. SHARE CAPITAL:

The Authorized Share Capital of the Company is Rs. 1,65,00,00,000/- divided into 16,50,00,000 Equity Shares of Rs. 10/- each.

During the year under review, the paid up share capital of the company increased from Rs. Rs. 1,28,40,26,320/- divided into 12,84,02,632 Equity Shares of Rs. 10/- each to Rs. 153,40,26,320/- divided into 15,34,02,632 Equity Shares of Rs. 10/- each, pursuant to the allotment of 2,50,00,000 equity shares on conversion of equity warrants.

4. STOCK-SPLIT:

The Board of Directors of the Company in their Board Meeting held on 14th August, 2026 approved alteration in capital of the Company by Split/Sub-division of 1 (One) Equity Share of the Company having face value of Rs. 10/- each into 10 (Ten) Equity Shares of the Company having face value of Re. 1/- each, subject to approval of members in ensuing Annual General Meeting.

Consequently, Clause V of the capital clause of the Memorandum of Association of the Company shall stand substituted as follows:

"The Authorised Share Capital of the Company is Rs. 1,65,00,00,000/- (Rupees One Hundred Sixty Five Crores only) divided into 1650000000 (One Hundred Sixty Five Crores) Equity Shares of Re. 1/- (Rupee One) each."

5. PREFERENTIAL ISSUE OF WARRANTS CONVERTIBLE INTO EQUITY SHARES:

The Board of Directors of the Company in their meeting held on 24/02/2025, approved issue and allotment of 3,50,00,000 equity warrants convertible into equity shares to the following non-promoters (public):

Sr.

No.

Name of Allottees Number of

Shares

Allotted

Category
1. Shanti Fuelpetro Chemtech Private Limited 10000000 Non-Promoter
2. JA Spaces LLP 15000000 Non-Promoter
3. Vansh Ravi Agrawal 10000000 Non-Promoter
Total 35000000

The members of the Company in their Extra-Ordinary General Meeting held on 26/03/2025 approved issue of upto 35000000 warrants convertible into equity shares at an issue price of Rs. 21.70/- each. Further, the Board of Directors in their meeting held on 26/05/2025 approved allotment of convertible warrants to the following upon receipt of upfront amount per warrant (25% of issue price)

Sr.

No.

Name of Allottees No. of Warrants allotted Upfront Amount received per warrants (in Rs.) (25% of Issue Price i.e. Rs. 21.70/-) Total consideration received against warrants (in Rs.)
1. Vansh Ravi Agrawal 1,00,00,000 5.425/- 5,42,50,000
2. JA Spaces LLP 1,50,00,000 5.425/- 8,13,75,000

Further, the Board of Directors in their meeting held on 29/05/2025 took note that that one of the proposed allottee of the preferential issue of convertible warrants i.e. Shanti Fuelpetro Chemtech Private Limited who was offered 1,00,00,000 Convertible Warrants has stated its intention not to subscribe to the issue. As a result, no allotment shall be made to it, and the total proceeds from the issue revised accordingly.

The table below presents the comparison between the originally proposed and revised fund allocation across the identified objects:

Sr. No. Object of the Issue Proposed Amount (Rs. In Crore) Revised Amount (Rs. In Crore)
1. Funding working capital requirements/ oil drilling activities. 35.00 35.00
2. Funding expenditure for proposed Solar/ Wind/ Hybrid Project(s). 20.00 Omitted
3. Purchase of Corporate House. 15.00 15.00
4. Funding expenditure for General corporate purposes 5.95 4.25
Total 75.95 54.25

Further, the Board of Directors of the Company in their meeting held on 01/11/2025, approved allotment of 2,50,00,000 Equity shares upon exercising of option by the allottees for conversion of warrants into equity shares and payment of remaining 75% of exercise price accordingly:

Sr.

No.

Name of Allottees No. of Equity Shares allotted balance 75% of Issue Price of Rs. 21.70/- Total consideration received against Equity Shares (in Rs.)
1. Vansh Ravi Agrawal 1,00,00,000 16.275/- 16,27,50,000/-
2. JA Spaces LLP 1,50,00,000 16.275/- 24,41,25,000/-

The Listing Approval & Trading Approval was received from the Stock Exchange viz. BSE Limited on 11/06/2026 & 18/06/2026 respectively.

6. ALTERATION IN MAIN OBJECT CLAUSE OF MEMORANDUM OF ASSOCIATION:

The Board of Directors in their meeting held on 30/01/2026 approved addition in the main object clause of memorandum of association related to the dealing in commodities market, and real estate and construction projects, subject to approval of members.

Both the above alterations were approved by the members by way of postal ballot (through e-voting) on 04/03/2026 (last day of postal ballot).

7. RESERVES:

Reserves & Surplus at the end of the year stood at Rs. 7758.08 Lakhs as compared to Rs. 3990.47 Lakhs at the beginning of the year.

8. DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

9. ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE:

During the period under review, several energy conservation initiatives were adopted and were taken by the Company and its subsidiaries. There are no plans to import any kind of technology for the project and hence information regarding its absorption is not applicable. There was no research activities carried out during the year as well as no foreign exchange income or outgo during the year.

10. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There have been no material changes and commitments affecting the financial position of the Company since the close of financial year i.e. since 31st March, 2026.

The Company is engaged in the business of Oil & Gas exploration.

11. STATE OF COMPANY AFFAIRS:

The state of your Company's affairs is given under the heading 'Financial Summary/Highlights of performance of the Company.

12. SECRETARIAL STANDARDS:

The Company duly complies with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

13. INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

Pursuant to provisions of Section 143(12) of the Companies Act, 2013, as amended from time to time, the Statutory Auditors have not reported any incident of fraud to the Company during the year under review.

14. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS:

No such orders have been passed by the Regulators/ Court or Tribunals which can impact the going concern status and Company's operation in future.

15. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

With a view to market the Company across the globe, your company has 1 Indian Wholly-owned subsidiary and 2 Step- down international subsidiaries. There are no associate companies or joint venture companies within the meaning of section 2(6) of the Companies Act, 2013 ("Act"). There has been no material change in the nature of the business of the subsidiaries.

Pursuant to Scheme of Amalgamation, GNRL Oil & Gas Limited (Step-down international subsidiary) got amalgamated into GNRL Oil & Gas (I) Private Limited (Indian Wholly-owned subsidiary) vide NCLT order dated 20th January, 2026.

As required under Rule 8 (1) of the Companies (Accounts) Rules, 2014, the Board's Report has been prepared on standalone financial statements and a report on performance and financial position of each of the subsidiaries included in the consolidated financial statements is included in the financial statements in Form AOC - 1 and consolidated performance and financial position given here in above.

In accordance with third proviso of Section 136(1) of the Companies Act, 2013, the Annual Report of the Company, containing therein its standalone and the consolidated financial statements has been placed on the website of the Company, www.gnrl.in. Shareholders interested in obtaining a copy of the audited annual accounts of the subsidiary companies may write to the Company Secretary at the Company's registered office.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 8(1) of the Companies (Accounts) Rules, 2014, a statement containing salient features of the Financial Statements of your Company's subsidiaries in Form AOC-1 is attached as ANNEXURE-I.

16. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH THE RELATED PARTIES:

During the year under review, the transactions entered by the Company, with the related parties are at arm's length basis and in the ordinary course of business.

There were related party transactions entered by the Company. Hence, disclosure in Form AOC-2 is provided as ANNEXURE -II.

All the contracts/arrangements/transactions entered into by the Company with the related parties during the financial year 2025-26 were in the ordinary course of business and on an arm's length basis as disclosed in the financial statements and were reviewed and approved by the Audit Committee. The details of related party disclosure form a part of the notes to the financial statements provided in the annual report.

In terms of Regulation 23 of the SEBI Listing Regulations, your Company submits details of related party transactions as per the format specified in the relevant accounting standards to the stock exchanges on a half-yearly basis.

17. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY:

Details of Loans, Guarantees and Investments, if any covered under the provisions of Section 186 of the Act are given in the notes to the Financial Statements.

18. MEETING OF BOARD OF DIRECTORS:

During the year under the review, 10 (Ten) Board meetings were held, with gap between Meetings not exceeding the period prescribed under the Companies Act, 2013 and Rules made thereunder. Details of Board and Board committee meetings held during the year are given in the Corporate Governance Report.

Board meeting dates are finalized in consultation with all directors and agenda papers backed up by comprehensive notes and detailed background information are circulated well in advance before the date of the meeting thereby enabling the Board to take informed decisions.

19. EXTRACTS OF ANNUAL RETURN:

Pursuant to Section 92(3) read with section 134(3)(a) of the Companies Act, 2013, copies of the Annual Returns of the Company prepared in accordance with Section 92(1) of the Companies Act, 2013 read with Rule 11 of the Companies (Management and Administration) Rules, 2014 are placed on the website of the Company and is accessible at the web link: https://gnrl.in/annual-returns/

20. DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received requisite declarations from the Independent Directors of the Company, confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 read with rules made thereunder and Regulation 16 of the SEBI Listing Regulations.

Independent Directors have also confirmed that they have complied with Schedule IV of the Act and the Company's Code of Conduct.

Further, the Independent Directors have also submitted their declaration in compliance with the provisions of Rule 6(3) of Companies (Appointment and Qualification of Directors) Rules, 2014, as amended from time to time, which mandated the inclusion of an Independent Director's name in the data bank of Indian Institute of Corporate Affairs ("IICA") for a period of one year or five years or life time till they continues to hold the office of an independent director.

21. DIRECTORATE AND KEY MANAGERIAL PERSONNEL:

The Board of Directors of your company has various executive and non-executive directors including Independent Directors who have extensive and diverse experience in different disciplines of corporate functioning.

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr. Shalin Shah (DIN: 00297447), retires by rotation at the ensuing Annual General Meeting and being eligible in terms of Section 164 of the Act offers himself for re-appointment.

The Company had, pursuant to the provisions of Section 149 of the Companies Act, 2013 and Regulation 17(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, appointed Mr. Paragkumar Raval (DIN: 10735752) as Additional (Independent) Directors of the Company w.e.f. 24/05/2025, subject to members' approval.

Further, his appointment was regularized by the members of the Company at the Annual General Meeting held on 08/08/2025.

Further, he resigned from the post of Independent Director w.e.f. 11/08/2025 due to personal reasons.

The Company had received a confirmation from him that there are no material reasons for his resignation other than the reasons provided by him.

The Company had, pursuant to the provisions of Section 149 of the Companies Act, 2013 and Regulation 17(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, appointed Mrs. Deepti Gavali (DIN: 10272798) as Additional (Independent) Directors of the Company w.e.f. 24/05/2025, subject to members' approval.

Further, her appointment was regularized by the members of the Company at the Annual General Meeting held on 08/08/2025.

Further, she resigned from the post of Independent Director w.e.f. 07/08/2026 due to personal reasons.

The Company had received a confirmation from her that there are no material reasons for her resignation other than the reasons provided by her.

The Company had, pursuant to the provisions of Section 149 of the Companies Act, 2013 and Regulation 17(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, appointed Mr. Harsadsinh Rana (DIN: 06421027) as Additional (Independent) Director of the Company w.e.f. 01/11/2025, subject to members' approval.

Further, his appointment was regularized by the members of the Company by way of postal ballot through e-voting on 21/01/2026 (last day of postal ballot).

The Company had, pursuant to the provisions of Section 149 of the Companies Act, 2013 and Regulation 17(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, appointed Mrs. Jhanvi Sethi (DIN: 08593000) as Additional (Independent) Director of the Company w.e.f. 14/08/2026, subject to members' approval. The business of regularization of her appointment is being placed before the members at the Annual General Meeting.

In the opinion of the Board, all the Independent Directors on the Board of the Company are persons of integrity, expert and experienced (including the proficiency).

As required under Section 203 of the Companies Act, 2013, the Company has Mr. Shalin Shah (Managing Director), Mr. Hiteshkumar Donga (Chief Financial Officer) and Ms. Barkha Lakhani (Company Secretary & Compliance Officer) as Key Managerial Personnel of the Company.

22. EVALUATION OF BOARD, COMMITTEES AND DIRECTORS:

Pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 ("SEBI Listing Regulations"), the Board had carried out performance evaluation of its own, the Board Committees and of the Independent directors. Independent Directors at a separate meeting evaluated performance of the Non-Independent Directors, Board as a whole and of the Chairman of the Board.

The following were the Evaluation Criteria:

(a) For Independent Directors:

- Knowledge and Skills

- Professional conduct

- Duties, Role and functions

(b) For Executive Directors:

- Performance as Team Leader/Member.

- Evaluating Business Opportunity and analysis of Risk Reward Scenarios

- Key set Goals and achievements

- Professional Conduct, Integrity

- Sharing of Information with the Board

The Directors expressed their satisfaction with the evaluation process.

23. POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS:

The Board has on the recommendation of the Nomination & Remuneration Committee, formulated criteria for determining Qualifications, Positive Attributes and Independence of a Director and also a Policy for remuneration of Directors, Key managerial Personnel and senior management. The details of criteria laid down and the Remuneration Policy are given in the Corporate Governance Report.

24. MANAGERIAL REMUNERATION:

The Company has paid Mr. Shalin Shah (Managing Director) Rs. 18.00 Lakhs as managerial remuneration during the year.

25. INDEPENDENT DIRECTORS' MEETING:

Independent Directors of the Company had met on 23/03/2026 during the year, review details of which are given in the Corporate Governance Report.

26. COMMITTEES OF THE BOARD:

There are currently Four Committees of the Board, as follows:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

4. Corporate Social Responsibility Committee

Details of all the Committees along with their charters, composition and meetings held during the year, are provided in the "Report on Corporate Governance", a part of this Annual Report.

27. AUDITORS:

A. Statutory Auditors

Pursuant to provisions of Section 139 of the Companies Act, 2013 and the rules framed there under, M/s. GMCA & Co., Chartered Accountants, Ahmedabad (FRN: 109850W), were reappointed as Statutory Auditors of the company from the conclusion of 31st Annual General Meeting of the company till the conclusion of 36th Annual General Meeting of the Company to be held in the year 2027.

The Report given by the Auditors, M/s. GMCA & Co., on the financial statements of the Company is a part of the Annual Report. The notes to the accounts referred to in the Auditors' Report are self-explanatory and therefore do not call for any further comments.

There has been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report.

B. Secretarial Auditors

In terms of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Managerial Personnel) Rules, 2014, and Regulation 24A of the SEBI (Listing and Disclosure Requirements) Regulations, 2015, the members of the Company at the 34th Annual General Meeting of the Company approved appointment of Mr. Chintan K. Patel, Practicing Company Secretary, Ahmedabad (having COP No. 11959 and Peer review No. 2175/2022), as the Secretarial Auditor of the company for a term of 5 (five) consecutive years from financial years from 2025-26 to 2029-30.

Mr. Chintan K. Patel, Practicing Company Secretaries have confirmed that they are not disqualified from continuing as Secretarial Auditors of the Company in terms of provisions of the Act & Rules made thereunder and SEBI (LODR) Regulations.

The Secretarial Audit Report for the financial year ended 31st March, 2026 is annexed herewith as ANNEXURE-IV to this Report.

The observations of the Secretarial Auditors in the Secretarial Audit Report are as follows:

Observation:

The Company had complied with all provisions of the section 186 of the Companies Act, 2013, except non charging of interest as per section 186 (7) in respect of some of the loans granted by the Company.

Board's Comment:

The loans were granted for genuine business purposes and, considering the commercial rationale and circumstances of the transactions.

Observation:

The Company had not complied with the regulation 24 (1) of SEBI (LODR) Regulations, 2015. The Company had not appointed at least one Independent Director on the Board of Directors of an unlisted material subsidiaries i.e. (1) Heramec Oil & Gas (Singapore) Pte Ltd & (2) GNRL Oil & Gas (I) Private Ltd.

Board's Comment:

The Company is looking for suitable candidate to be appointed as Independent Director on its Board as well as on the Board of its material subsidiaries. The management had given assurance to comply with regulation.

Further, as per Regulation 24A of LODR Regulations, the Company is required to annex Secretarial Audit Report of its material unlisted subsidiaries incorporated in India, henceforth, the same is annexed as ANNEXURE - IV(B) to the Board's Report.

28. INTERNAL FINANCIAL CONTROL SYSTEM AND COMPLIANCE FRAMEWORK:

The Company has established an internal financial control system commensurate with the size and nature of its operations. The framework is designed to provide reasonable assurance regarding the reliability of financial reporting, safeguarding of assets, operational efficiency and compliance with applicable laws and regulations.

The Company maintains appropriate processes for authorisation of transactions, maintenance of accounting records and periodic review of financial information. The management monitors the effectiveness of these controls and takes corrective measures wherever necessary. The Company also endeavours to ensure compliance with applicable statutory and regulatory requirements through regular monitoring and review.

The Board is of the opinion that the internal financial controls with reference to the financial statements were adequate and operating effectively during the financial year ended 31st March, 2026.

29. RISK MANAGEMENT:

The Company recognises that risk management is an integral part of its business operations and is committed to identifying, assessing and mitigating risks that may affect its performance and objectives. The Company has a risk management framework commensurate with the size and nature of its operations, which enables the management to identify and monitor key business, operational, financial and compliance risks.

The Company's operations in the oil and gas exploration sector are subject to exploration and operational uncertainties, fluctuations in hydrocarbon prices, regulatory changes, environmental considerations and other industry-specific risks. The management periodically reviews these risks and undertakes appropriate measures to minimise their potential impact. The Company also endeavours to ensure compliance with applicable laws and regulations and to maintain adequate controls for effective risk management.

The Board is of the opinion that there are no risks which, in its opinion, threaten the existence of the Company. However, the Company remains vigilant and continues to monitor emerging risks and take appropriate measures to safeguard its interests and support sustainable growth.

30. VIGIL MECHANISM AND WHISTLE BLOWER POLICY:

The Company is committed to maintaining high standards of ethical conduct, transparency and accountability in its operations. The Company has a vigil mechanism to provide a channel for employees and Directors to report genuine concerns regarding unethical behaviour, actual or suspected fraud, violation of the Company's policies or applicable laws, or other misconduct.

The mechanism is intended to encourage responsible reporting of concerns and to facilitate their appropriate examination. The Company endeavours to ensure that concerns raised through the mechanism are dealt with in a fair and confidential manner, subject to applicable laws and the requirements of the investigation.

The Company has a Vigil Mechanism and Whistle Blower Policy, which provides the framework for reporting and addressing such concerns. The policy is available on the Company's website, if applicable.

31. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 ('Act') and Rules made thereunder, your Company has assigned the responsibilities to Audit Committee.

The details of complaint pertaining to sexual harassment are provided as under:

Number of complaints of sexual harassment received in the year NIL
Number of complaints disposed off during the year NIL
Number of cases pending for more than ninety days NIL

32. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:

The Company affirms that it is in full compliance with the provisions of the Maternity Benefit Act, 1961, as amended from time to time. The Company is committed to fostering a supportive and inclusive work environment, and ensures that all relevant policies and practices are regularly reviewed and aligned with the applicable statutory requirements.

33. PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading and a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information in accordance with the applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The Company has designated a Compliance Officer to monitor compliance with the applicable regulations and the Codes. The Company endeavours to ensure proper handling of unpublished price sensitive information and adherence to the prescribed requirements.

34. ANNUAL PERFORMANCE EVALUATION:

The Board carries out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its committees. The performance of the board was evaluated by the board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc. and the performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings etc.

In a separate meeting of independent directors, performance of non-independent directors, the chairman of the Company and the board as whole was evaluated, taking into account the views of executive directors and non-executive directors.

The Board reviewed the performance of individual directors on the basis of criteria laid by Nomination & Remuneration such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc.

In the board meeting that followed the meeting of the independent directors, the performance of the board, its committees, and individual directors was also discussed. The performance evaluation of the Independent Directors was completed. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors. The Board of Directors expressed their satisfaction with the evaluation process.

35. DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with Section 134(5) of the Companies Act, 2013 and to the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors state that-

i. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

ii. The directors 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 financial year 31st March, 2026 and of the profit and loss of the company for that period;

iii. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013 and Rules made thereunder for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv. The directors had prepared the annual accounts on a going concern basis;

v. The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively, and

vi. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

36. CORPORATE GOVERNANCE:

As required by the SEBI Listing Regulations, a detailed report on Corporate Governance is given as a part of the Annual Report. The Company is in full compliance with the requirements and disclosures that have to be made in this regard except for appointment of at least one independent director on the board of directors of an unlisted material subsidiaries i.e. (1) Heramec Oil & Gas (Singapore) Pte. Ltd. (2) GNRL Oil & Gas (I) Private Ltd.

Report on Corporate Governance is attached as ANNEXURE-V.

The Practicing Company Secretary's Certificate of the compliance with Corporate Governance requirements by the Company is attached to the Report on Corporate Governance as ANNEXURE-VI.

37. GENERAL SHAREHOLDER INFORMATION:

General Shareholder Information is given in Report on Corporate Governance forming part of the Annual Report.

38. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility became applicable to the Company for the first time based on the financial performance of the Company during the financial year 2025-26. Accordingly, the Company is required to comply with the applicable provisions of Section 135 of the Act and the Companies (Corporate Social Responsibility Policy) Rules, 2014 from the financial year 2026-27. The details of CSR Committee Composition in stated in the Corporate Governance Report.

39. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Report on Management Discussion and Analysis Report as required under SEBI Listing Regulations is included in this Report as ANNEXURE-III. Certain statements in the said report may be forward looking. Many factors may affect the actual results, which could be different from what the Directors envisage in terms of the future performance and outlook.

40. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES :

Disclosures pertaining to remuneration and other details as required under Section 197 (12) of the Act read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed herewith as ANNEXURE-VII.

41. LISTING OF SHARES:

The Equity Shares of the Company are listed on the BSE Limited (BSE) with scrip code No. 513536 & security id: GNRL. The Company confirms that the annual listing fee to the stock exchange for the financial year 2026-27 has been paid.

42. RELATED PARTY DISCLOSURE:

Related Party disclosure under regulation 34(3) read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is as under:

Sr.

No.

Disclosure of loans / advances / investments / Outstanding during the year As at 31st March, 2026 Maximum amount during the year
1 Loans and advances in the nature of loans to subsidiary 127,32,99,844/- 127,32,99,844/-
2 Loans and advances in the nature of loans to associate Nil Nil
3 Loans and advances in the nature of loans to firms/companies in which directors are interested Nil Nil

Further, transactions if any, of the Company with any person or entity belonging to the promoter/promoter group which hold(s) 10% or more shareholding in the listed entity are given in the notes to the Financial Statements.

43. DETAILS OF CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC):

During the year under review, no Corporate Insolvency Resolution Process/ proceedings were initiated by / against the company under Insolvency and Bankruptcy Code, 2016.

44. DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

The disclosure is not applicable as the Company has not undertaken any one-time settlement with the banks or financial institutions during the year.

45. INSURANCE:

All the Properties of the Company are adequately insured.

46. AGREEMENTS EFFECTING THE CONTROL OF THE COMPANY:

No agreements have been entered / executed by the parties as mentioned under clause 5A of paragraph A of Part A of Schedule III of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 which, either directly or indirectly effect / impact the Management or Control of the Company or impose any restriction or create any liability upon the Company.

47. ACKNOWLEDGEMENT:

Your Directors take this opportunity to express their gratitude for the generous commitment, dedication, hard work and significant contribution made by employees at all levels in ensuring growth of the Company. Your Directors also sincerely thank to all the stakeholders, customers, vendors, bankers, business associates, government, other statutory bodies and look forward to their continued assistance, co-operation and support.

Place: Ahmedabad For and on behalf of the Board For and on behalf of the Board
Date: 14th August, 2026 Sd/- Sd/-
Shalin Shah Ashok Shah
Managing Director Chairman & Director
DIN:00297447 DIN: 02467830