Director's Report
Dear Members,
Your Directors are pleased to present the 3rd Integrated Annual Report of
the Company along with the audited financial statements (standalone and consolidated) for
the year 2025-26.
1. FINANCIAL HIGHLIGHTS & STATE OF AFFAIRS OF THE COMPANY
|
(Rs. in Lakh except Earnings per Share) |
|
Standalone |
Consolidated |
|
March 31, 2026 |
March 31, 2025 |
March 31, 2026 |
March 31, 2025 |
| Revenue from Operations |
64,044.64 |
55,594.60 |
1,05,319.29 |
93,361.02 |
| Other Income |
1,248.77 |
814.07 |
3,090.31 |
2,518.27 |
Total Revenue |
65,293.41 |
56,408.67 |
1,08,409.60 |
95,879.29 |
| Total Expenses |
63,870.30 |
54,472.06 |
99,436.53 |
86,426.78 |
| Profit before tax |
1,423.11 |
4,325.25 |
8,973.07 |
11,841.15 |
| Tax Expenses/(Credit) |
283.91 |
620.96 |
(201.65) |
1,777.45 |
Net Profit for the period |
1,139.20 |
3,704.29 |
9,174.72 |
10,063.70 |
Net profit attributable to: |
|
|
|
|
| Owners of the Holding Company |
- |
- |
7,544.72 |
8,535.91 |
| Non-controlling interest |
- |
- |
1,630.00 |
1,527.79 |
OCI - gain / (loss) for the period / year attributable to: |
|
|
|
|
| Owners of the Holding Company |
- |
- |
409.37 |
5.66 |
| Non-controlling interest |
- |
- |
1.05 |
(0.67) |
Total Comprehensive Income - gain for the period / year
attributable to: |
|
|
|
|
| Owners of the Holding Company |
- |
- |
7,954.09 |
8,541.57 |
| Non-controlling interest |
- |
- |
1,631.05 |
1,527.12 |
Earnings per Share (Basic) (in Rs.) |
4.02 |
13.06 |
26.59 |
30.10 |
Earnings per Share (Diluted) (in Rs.) |
4.02 |
13.06 |
26.59 |
30.08 |
The performance of the Company and its business operations is discussed in detail in
the Management Discussion and Analysis Report, which forms an integral part of this
Integrated Annual Report. Further, during the year under review, there was no change in
the nature of the Company's business.
Antony Lara Enviro Solutions Private Limited, a subsidiary of the Company, was awarded
two significant -15 MW WTE projects in Andhra Pradesh by the New & Renewable Energy
Development Corporation of Andhra Pradesh Limited in August 2025. Each project carries a
concession period of 20 years, during which the power generated will be procured by
Southern Power Distribution Company of Andhra Pradesh Limited (APSPDCL) at a tariff of
H8.10 per unit. In furtherance of the project implementation, the subsidiary incorporated
special purpose vehicles namely Kadapa Renew Energy Private Limited and Kurnool Renew
Energy Private Limited in September 2025, as wholly owned subsidiaries, for execution of
the respective WtE projects.
In April 2026, the subsidiary entered into Share Subscription Agreements and
Shareholders' Agreements with JFE Engineering Corporation, Japan, a global leader in
waste-to-energy technology.
Upon completion of the transaction, each of the project SPVs will have a shareholding
structure comprising 75% held by Antony Lara Enviro Solutions Private Limited and 25% held
by JFE Engineering Corporation. This strategic collaboration is expected to facilitate
technology transfer, adoption of global best practices, and enhanced operational and
project execution capabilities.
Further, in December 2025, the subsidiary was also awarded a pre-processing waste
management contract by the Thane Municipal Corporation involving the development of a
600-800 TPD solid waste pre-processing facility. The scope includes the establishment of a
Material Recovery Facility for segregation of mixed waste, covering end-to-end activities
such as design, engineering, construction, commissioning, and operation and maintenance
over a period of 10 years.
Additionally, Antony Waste Handling Cell Limited, as part of a consortium led by it,
along with Jigar Transport and M.K. Enterprises, was awarded two projects by the
Brihanmumbai Municipal Corporation for the collection and transportation of approximately
1,250 TPD of municipal solid waste across various wards of Mumbai city in December 2025.
Pursuant
to the award of these projects, the Company incorporated Mumbai Eco Solutions Private
Limited as a Special Purpose Vehicle for project execution, in which the Company holds 51%
stake.
During the year under review, the Hon'ble National Company Law Tribunal, Mumbai Bench,
("NCLT") has approved the Scheme of Merger by Absorption of AG Enviro Infra
Projects Private Limited (Transferor Company) into Antony Waste Handling Cell Limited
(Transferee Company) vide its order dated December 18, 2025. Accordingly, with effect from
December 31, 2025, the Transferor Company stands dissolved without winding up, with the
appointed date of the Scheme being April 1, 2025.
Pursuant to the aforesaid merger, all assets, liabilities and reserves of the
Transferor Company have been transferred to and vested in the Transferee Company. The
transaction has been accounted for in accordance with the accounting treatment prescribed
under the approved Scheme, which is in line with the applicable Indian Accounting
Standards governing common control business combinations. As a result, the comparative
figures in the financial statements have also been restated from April 1, 2024.
Further, there were no revisions made to the financial statements or the Board's Report
of the Company during the year under review.
2. DIVIDEND
In celebration of the Company completing 25 years in India's waste management sector,
and encouraged by the continued strength of its sustainability- led business model and
long-term value creation journey, your Directors are pleased to recommend, as a maiden
dividend, a final dividend at 10% of the face value of H5/- each (i.e. H0.50/- per equity
share) for the financial year ended March 31, 2026, subject to the approval of the Members
at the ensuing 25th Annual General Meeting ("AGM"). The total cash
out flow on account of payment of dividend would be approximately H141.91 Lakh.
The dividend, if approved by the members at the AGM, shall be paid within 30 (thirty)
days from the date of AGM to the Members whose names appears in the records of the
Depositories as beneficial owners as at the end of the business hours on i.e. Thursday,
August 13, 2026 being the Record Date fixed for the purpose of determining the entitlement
of Members to receive the dividend.
Further, as per the applicable Income-Tax laws, dividends paid or distributed by the
Company shall be taxable in the hands of the shareholders. Accordingly, the Company makes
the payment of the dividend after deduction of tax at source ("TDS").
Dividend Distribution Policy
In terms of Regulation 43A of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing
Regulations"), the Board of the Company has adopted a Dividend Distribution Policy.
The dividend recommendation is in accordance with the Policy of the Company. The
dividend will be paid out of the profits for the year.
The Dividend Distribution Policy is available on the website of the Company at
https://www.antony- waste.com/docs/investors/corporate-governance/ policies/Dividend
Distribution Policy.pdf.
3. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Pursuant to Regulation 34 of the SEBI Listing Regulations, the Management Discussion
and Analysis Report for the year under review, is presented in a separate section forming
part of this Integrated Annual Report.
4. PERFORMANCE OF SUBSIDIARY/ ASSOCIATE COMPANIES/LLP
During the year under review, AG Enviro Infra Projects Private Limited ceased to exist
with effect from December 31, 2025, pursuant to the sanction of the Scheme of Merger by
way of Absorption of AG Enviro Infra Projects Private Limited ("Transferor
Company") into Antony Waste Handling Cell Limited ("Transferee Company") by
the Hon'ble NCLT, vide its order dated December 18, 2025.
As on date of this report, the Company has eight subsidiaries and one associate
overseas Company. There has been no change in the nature of business of any of the
subsidiaries during the year. Further, the Company has two material subsidiaries in
accordance with the criteria prescribed under the SEBI Listing Regulations as amended from
time to time.
The details of the performance of the subsidiary/ associate companies/LLP during the
year under review are as follows:
ANTONY LARA ENVIRO SOLUTIONS PRIVATE LIMITED
Antony Lara Enviro Solutions Private Limited was established through a strategic
partnership between Antony Waste Handling Cell Limited and Lara Central De Tratamento de
Residuos Limited, Brazil. Operating as a leading player in India's waste management
sector, the company operates the Kanjurmarg Integrated Waste Management Project in
Mumbai—the country's largest waste processing and engineered sanitary landfill
facility.
The Kanjurmarg project awarded a 25-year concession in 2009 and operationalized in
March 2012, processes approximately 6,000 tonnes of waste daily with a total handling
capacity of 7,500 tonnes per day.
In 2024, the company further reinforced its portfolio by securing a significant
contract from the CIDCO for the bio-mining of approximately 8.60 lakh tonnes of legacy
waste. The project, which was nearing completion as at the end of the year, dedicated to
the bio-mining and redevelopment of the existing sanitary landfill cells at CIDCO's
Municipal Solid Waste (MSW) facility, located in Village Chal near Taloja, MIDC.
During the year under review, the Company secured projects of pre-processing of 600-800
TPD municipal solid waste project from the Thane Municipal Corporation for a concession
period of 10 years. Additionally, in August 2025, the Company was also awarded two
significant WTE projects, each with an approximate capacity of -15 MW, in Andhra Pradesh
by the NREDCAP. Each project carries a concession period of 20 years and will be
implemented through Kadapa Renew Energy Private Limited and Kurnool Renew Energy Private
Limited, Special Purpose Vehicles, incorporated in September 2025.
The company has reported total Income of H 29,166 lakh for the current year as compared
to H26,368 lakh in the previous year. The total comprehensive income for the year under
review amounted to H 5,641 lakh as compared to an income of H 5,423 lakh in the previous
year.
ANTONY LARA RENEWABLE ENERGY PRIVATE LIMITED
Antony Lara Renewable Energy Private Limited operates as a Special Purpose Vehicle
jointly established by Antony Waste Handling Cell Limited and Antony Lara Enviro Solutions
Private Limited to develop and operate an Integrated Waste-to-Energy facility at Moshi,
Pimpri-Chinchwad, Pune.
The PCMC WtE project was awarded a 21-year concession in 2018 and became operational in
August 2023. The project processes approximately 1,000 tonnes of waste daily and is
designed to generate -14 MW of clean and green energy from 700 TPD of dry and
non-recyclable municipal waste. Of the total electricity generated, approximately 11.5 MW
will be utilised by PCMC under the Green Open Access rules.
The company has reported total Income of H 8,393 lakh for the current year as compared
to H 8,230 lakh in the previous year. The total comprehensive income for the year under
review amounted to H 787 lakh as compared to an income H 369 lakh in the previous year.
VARANASI WASTE SOLUTIONS PRIVATE LIMITED
Varanasi Waste Solutions Private Limited was incorporated as a Special Purpose Vehicle
to
undertake integrated municipal solid waste management services within the Varanasi
Municipal Corporation area, including door-to-door collection and transportation of
municipal solid waste and mechanised road sweeping.
The Varanasi project was awarded in March 2020 for a concession period of seven years.
The company manages the collection and transportation of municipal solid waste across the
city, undertakes mechanised sweeping and cleaning of public roads and spaces, and collects
user fees on behalf of the municipal corporation, thereby supporting improved cleanliness,
environmental protection, and public health outcomes in Varanasi.
The company has reported total Income of H 5,686 lakh for the current year as compared
to H 5,583 lakh in the previous year. The total comprehensive Income for the year under
review amounted to H 740 lakh as compared to an income of H 708 lakh in the previous year.
ANTONY RECYCLING PRIVATE LIMITED
Antony Recycling Private Limited, a wholly- owned subsidiary, has strategically
established Click2Clean, a comprehensive hygiene solutions brand targeting the
non-municipal commercial and institutional sector. The brand capitalizes on the increasing
emphasis on workplace hygiene, occupant health, and environmental cleanliness standards
across commercial, industrial, residential, and institutional spaces.
The brand's integrated approach addresses the complete spectrum of hygiene
requirements, from routine maintenance to specialized cleaning protocols, ensuring
compliance with health standards and enhancing stakeholder's satisfaction.
With a diversified client base exceeding 150 accounts—including prominent
companies and leading institutions across various sectors— Click2Clean has
established itself as a trusted hygiene solutions provider in the commercial segment,
demonstrating strong market acceptance and growth potential.
The company has reported total income of H 180 lakh for the current year as compared to
H 22 Lakh in the previous year. The total comprehensive loss for the year under review
amounted to H 184 lakh as compared to loss of H 124 lakh in the previous year.
KADAPA RENEW ENERGY PRIVATE LIMITED
Kadapa Renew Energy Private Limited has been incorporated on September 01, 2025 as a
wholly owned Special Purpose Vehicle (SPV) by Antony Lara Enviro Solutions Private Limited
for the implementation of the project "Processing of Municipal Solid Waste through a
Material Recovery Facility and incineration in a Waste-to- Energy facility", awarded
by the New & Renewable Energy Development Corporation of Andhra Pradesh Limited at
Kadapa cluster.
The project was awarded in August 2025 with a concession period of 20 years. Upon
development and operationalisation, the facility is expected to process approximately 780
TPD of dry, non-recyclable municipal waste and generate ~15 MW of clean and green energy.
In April 2026, the parent company executed a Share Subscription Agreement and
Shareholders' Agreement with JFE Engineering Corporation, Japan, a global leader in
waste-to-energy technology. Upon completion of the transaction, the shareholding structure
of Kadapa Renew Energy Private Limited will be 75% held by Antony Lara Enviro Solutions
Private Limited and 25% held by JFE Engineering Corporation. This strategic partnership
enables technology transfer, implementation of international operational best practices,
and enhanced project execution capabilities.
For the period from the date of its incorporation up to March 31, 2026, the Company
reported total income of H222 lakh and total comprehensive income of H10 lakh.
KURNOOL RENEW ENERGY PRIVATE LIMITED
Kurnool Renew Energy Private Limited has been incorporated on September 02, 2025 as a
wholly owned Special Purpose Vehicle (SPV) by Antony Lara Enviro Solutions Private Limited
for the implementation of the project "Processing of municipal solid waste through a
Material Recovery Facility and incineration in a Waste-to-Energy facility", awarded
by the New & Renewable Energy Development Corporation of Andhra Pradesh Limited at
Kurnool cluster.
The project was awarded in August 2025 with a concession period of 20 years. Upon
development and operationalisation, the facility is expected to process approximately 760
TPD of dry, nonrecyclable municipal waste and generate ~15 MW of clean and green energy.
In April 2026, the parent company executed a Share Subscription Agreement and
Shareholders Agreement with JFE Engineering Corporation, Japan, a global leader in
waste-to-energy technology. Upon completion of the transaction, the shareholding structure
of Kurnool Renew Energy Private Limited will be 75% held by Antony Lara Enviro Solutions
Private Limited and 25% held by JFE Engineering Corporation. This strategic partnership
enables technology transfer, implementation of international operational best practices,
and enhanced project execution capabilities.
For the period from the date of its incorporation up to March 31, 2026, the Company
reported total revenue of H199 lakh and total income of H10 lakh.
MUMBAI ECO SOLUTIONS PRIVATE LIMITED
Mumbai Eco Solutions Private Limited was incorporated on December 30, 2025, as a
Special Purpose Vehicle by Antony Waste Handling Cell Limited (51%), M/s. Jigar Transport
Company (29%), and M/s. M. K. Enterprises (20%) to implement two Collection and
Transportation projects across various wards of Mumbai City. The partnership combines
operational expertise in waste management, transportation logistics, and local market
knowledge to deliver comprehensive municipal waste solutions.
The project was awarded in December 2025 with a concession period of 7 years to collect
and transport approximately 1,250 TPD of municipal solid waste. This expansion strengthens
the company's presence in Mumbai's waste management sector while demonstrating its
capability to forge collaborative partnerships and deliver integrated waste management
services in key metropolitan markets.
For the period ended March 31, 2026, it has not earned any income and reported total
comprehensive loss of H 44 lakh since the date of its incorporation.
AL WASTE BIO REMEDIATION LLP
AL Waste Bio Remediation LLP was incorporated as a Special Purpose Vehicle by the
Company and Antony Lara Enviro Solutions Private Limited to undertake bio-mining and
legacy waste remediation project in Greater Noida. The SPV has successfully executed a
comprehensive bio-mining operation in Greater Noida, processing over 300,000 tonnes of
accumulated legacy waste and reclaiming the land for productive use.
The LLP did not generate any income during the current year, as compared to H47 lakh
reported in the previous year. The total comprehensive loss for the year under review
amounted to H 2 lakh as compared to loss of H 14 lakh in the previous year.
MAZAYA WASTE MANAGEMENT LLC
Our Company does not expect to earn any returns on the amount invested in Mazaya and
has made provision for diminution in value of the entire investment. With a view to
write-off its investment in the shares of Mazaya, we have submitted an application to
Reserve Bank of India seeking permission to write-off the entire amount of investment.
CONSOLIDATED FINANCIAL STATEMENTS
The consolidated financial statements of the Company for the year 2025-26 are prepared
in compliance with the applicable provisions of the Companies Act, 2013 ("the
Act"), including Indian Accounting Standards specified under Section 133 of the Act.
The audited consolidated financial statements together with the Auditors' Report thereon
forms part of this Integrated Annual Report, on page 355.
The provisions of Section 129(3) of the Act and rules made thereunder, a separate
statement containing salient features of financial statements of its Subsidiaries,
Associate Companies/Joint Venture in form AOC-1 is annexed as Annexure I and forms
part of this Integrated Annual Report, on page 171.
The financial statements of the subsidiaries are available for inspection by the
members at the Registered Office of the Company pursuant to the provisions of Section 136
of the Act. The Statements are also available on the website of the Company under the
‘Investors' section at https://www.antony- waste.com/investors/subsidiaries/.
5. AUDITORS
(I) STATUTORY AUDITORS
Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration Number:
001076N/N500013), have been appointed as Statutory Auditors of the Company at the 21st
Annual General Meeting of Members of the Company held on September 27, 2022, for a
second term of 5 years from the conclusion of 21st Annual General Meeting till
the conclusion of 26th Annual General Meeting to be held in year 2027.
During the year under review, the Statutory Auditors confirmed that they meet the
independence and eligibility criteria prescribed under the Act. In accordance with the
SEBI Listing Regulations, they have also confirmed that they hold a valid certificate
issued by the Peer Review Board of the Institute of Chartered Accountants of India. The
Audit Committee has reviewed and taken note of the independence of the Statutory Auditors
and the effectiveness of the audit process.
No fraud has been reported by the Statutory Auditors during the year 2025-26 pursuant
to the provisions of Section 143(12) of the Act.
The Auditor's Report for the year 2025-26 on the financial statements (standalone and
consolidated) of the Company does not contain any qualification, reservation, adverse
remark, or disclaimer. The reports are annexed herewith and forms part of this Integrated
Annual Report, on pages 273 and 355 respectively.
Further, the Notes on financial statements referred to in the Auditors' Report are
self-explanatory and do not call for any further comments.
(II) SECRETARIAL AUDITOR
Pursuant to Section 204 of the Act, read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI Listing
Regulations, SGGS & Associates (ICSI Unique
Code: P2021MH086900), Practicing Company Secretaries, Mumbai, were appointed to
undertake the Secretarial Audit for a term of five consecutive years i.e. from financial
year 2025-26 to financial year 2029-30.
During the year under review, the Secretarial Auditor confirmed that they meet the
independence and eligibility criteria prescribed under the Act and SEBI Listing
Regulations. Further, they have also confirmed that they hold a valid certificate issued
by the Peer Review Board of the Institute of Company Secretaries of India.
No fraud has been reported by the Secretarial Auditor during the year 2025-26 pursuant
to the provisions of Section 143(12) of the Act.
The Secretarial Auditor Report for the year 2025-26 does not contain any qualification,
reservation, adverse remark, or disclaimer except as stated below. Further, the report is
annexed herewith as Annexure II and forms part of this Integrated Annual Report, on
page 173. Remark:
Improvements in Structured Digital Database
It was observed that there is further scope of strengthening the internal
controls for maintaining Structured Digital Database (SDD) by the Company, particularly in
respect of recording of UPSI events and ensuring all UPSI is appropriately captured in the
SDD.
Management response:
The Company has already taken significant steps towards further strengthening controls
over the Structured Digital Database (SDD). A robust internal process has been implemented
to facilitate timely and accurate recording of all relevant events in the SDD, with a
continued focus on ensuring completeness of entries and prompt capturing of all UPSI
shared in the SDD tool in accordance with the Company's Code of Conduct on Prevention of
Insider Trading by Insiders. Further, the Company continues to enhance these processes
through refined SOPs, clearer accountability, system-driven checks, and periodic reviews
so as to maintain a strong and effective compliance framework aligned with regulatory
requirements.
(III) SECRETARIAL AUDIT OF MATERIAL UNLISTED SUBSIDIARY COMPANIES
The Secretarial Auditor of the Company i.e. SGGS & Associates (ICSI Unique Code:
P2021MH086900), Practicing Company Secretaries Mumbai, had been appointed to undertake the
Secretarial Audit of Antony Lara Enviro Solutions Private Limited and Antony Lara
Renewable Energy Private Limited, material subsidiary companies in terms of Section 204 of
the Act read with Regulation 24A of the SEBI Listing Regulations.
The Secretarial Auditor Reports for the year 2025-26 for both the material subsidiary
companies do not contain any qualification, reservation, adverse remark, or disclaimer.
Further, the reports are annexed herewith as Annexure III(A) and Annexure 111(B)
and forms part of this Integrated Annual Report, on pages 178 and 182 respectively.
(IV) ANNUAL SECRETARIAL COMPLIANCE REPORT
The Company has undertaken an audit for the Year 2025-26 for all applicable compliances
as per Securities and Exchange Board of India Regulations and Circulars/ Guidelines issued
thereunder. The Annual Secretarial Compliance Report issued by Secretarial Auditor of the
Company i.e. SGGS & Associates (ICSI Unique Code: P2021MH086900), has been submitted
to BSE Limited and National Stock Exchange of India Limited, the Stock Exchanges where
equity shares of the Company are listed.
The Annual Secretarial Compliance Report is annexed herewith as Annexure IV and
forms part of this Integrated Annual Report, on page 186.
6. SHARE CAPITAL
During the year under review, the Company has completed merger of AG Enviro Infra
Projects Private Limited (Transferor Company) into Antony Waste Handling Cell Limited
(Transferee Company) with effect from December 31, 2025, as a result of this merger, the
Transferor Company's authorised share capital of H3,50,00,000 stands transferred to and
merged with the authorised share capital of the Transferee Company.
As of March 31, 2026, the Authorised and Paid-up Share capital of the Company stood at
H 1,86,49,26,960 and H 14,19,10,500 respectively.
The Company has not issued any equity shares or convertible securities during the year
under review. Further, it does not have any scheme in place for the issuance of shares,
including sweat equity, to its employees or Directors, other than the AWHCL Employee Stock
Option Plan, 2022.
As of March 31, 2026, none of the Directors of the Company hold any convertible
instruments of the Company in their individual capacity.
EMPLOYEES STOCK OPTION SCHEME
The members of the Company at its 21st Annual General Meeting held on
September 27, 2022, had approved AWHCL EMPLOYEE STOCK OPTION
PLAN 2022' for grant of, from time to time, in one or more tranches, not exceeding
3,00,000 (Three Lakh) employee stock options to the identified employees of the Company
and its subsidiaries and associated companies. Further, a certificate from Secretarial
Auditor of the Company i.e. SGGS & Associates (ICSI Unique Code: P2021MH086900),
Practicing Company Secretaries, Mumbai, had been received confirming that AWHCL EMPLOYEE
STOCK OPTION PLAN 2022', has been implemented in compliance with the SEBI SBEB
Regulations. During the year under review, there were no material changes made to the
scheme.
A copy of the aforesaid certificate and Statutory disclosures as mandated pursuant to
Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 and Regulation 14
of the SEBI SBEB Regulations, are available on the website of the Company at https://
www.antonv-waste.com/investors/annual-reports/.
7. CREDIT RATING
The Company has obtained credit ratings for its longterm and short-term borrowings as
set out below and has not obtained any rating for its securities. Further, there was no
revision in the credit ratings assigned to the Company during the year under review.
Facilities |
Amount (Rs. in Crore) |
Ratings |
| Long Term Bank Facilities |
13.50 |
CARE BBB+; Stable |
| Short Term Bank Facilities |
22.00 |
CARE A3+ |
These rating reflects the Company's prudent financial management, disciplined capital
stewardship, and consistent ability to meet its financial obligations in a timely manner.
It also reinforces the confidence reposed in the Company by lenders and other stakeholders
in its overall financial strength and creditworthiness.
During the year under review, the Company did not issue any debt instruments, run any
fixed deposit programme, or have any scheme or proposal involving mobilization of funds.
8. PARTICULARS OF INVESTMENTS, LOANS AND GUARANTEES
Pursuant to Section 186 of the Act read with Schedule VI, the projects/activities of
the Company are categorized as "Infrastructure facility", therefore the
provisions of said section are exempted, except for Section 186(1). Further, the details
of any investment or advanced loans or a guarantee are stated in the notes to the
financial statements.
9. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company's internal control system is an integral part of its governance framework
and is designed
to support the achievement of business objectives, safeguard assets, and ensure the
accuracy and reliability of financial and operational reporting. The framework is
supported by well-defined policies, processes, procedures, and industry best practices
that help mitigate risks and provide reasonable assurance that operations are conducted
efficiently and effectively. The Company has also established appropriate monitoring
mechanisms to protect assets from unauthorized access or disposal, prevent and detect
frauds and errors, and maintain accurate accounting records. The Internal Financial
Controls of the Company, with reference to the financial statements, are adequately
designed and operating effectively.
During the year under review, the Company appointed Suresh Surana & Associates LLP,
Chartered Accountants, as an Internal Auditor to conduct the internal audit of the Company
for FY 2025-26.
The Internal Auditor has reviewed the adequacy and effectiveness of the internal
control systems and have confirmed that no material weakness was observed in the Company's
internal financial controls during the year under review.
10. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
The Company has been entering into transactions with related parties, including
entities directly and/or indirectly controlled by members of the Promoter(s) &
Promoter(s) Group, for its principal business activities for more than two decades.
The Company enters into related party transactions in the ordinary course of business,
inter alia, for the purchase of specialised vehicles and for availing maintenance and
allied services in respect of its vehicle fleet and such other transactions permissible
and provided for under the provisions of the Act, the SEBI Listing Regulations, and the
Income-Tax laws. These transactions are integral to the Company's operations, given the
specialised and asset-intensive nature of the waste management business.
The arrangement enables the Company to procure fit-for-purpose vehicles and ensure
timely upkeep, operational reliability, and optimum fleet availability. Such transactions
also allow the Company to leverage the Group's established domain expertise, technical
know-how, and longstanding presence in the waste management sector.
This, in turn, supports continuity of operations, improved service quality, and faster
turnaround in maintenance and support services. The Group's prominent and experienced
presence in the sector also facilitates operational synergies, better alignment with
business requirements, and efficient deployment of resources.
Further, these transactions contribute to cost optimisation, minimise downtime, and
enhance execution capabilities across projects. Overall, the arrangements are commercially
beneficial to the Company and support its efficient, sustainable, and scalable business
operations.
The Company follows robust internal processes and governance mechanisms before entering
into any related party transactions. The evaluation criteria, commercial considerations
and approval processes governing related party transactions are substantially similar to
those applied to transactions with other value-chain partners. All related party
transactions are undertaken in the interest of the Company and in compliance with
applicable laws and regulations. None of the transactions are prejudicial to the interests
of the Company or its shareholders.
As part of the Company's budgeting exercises, prior to the commencement of each
financial year, a comprehensive overview of all proposed related party transactions is
placed before the Audit Committee for its consideration and approval. This includes
details such as the estimated transaction amounts, pricing methodology, commercial terms,
and other relevant particulars.
Subsequently, any new transactions or modifications to previously approved transaction
limits or contractual terms with related parties are brought before the Audit Committee
for further approval during the year, if required.
All related party transactions requiring approval of the Audit Committee are placed
before it along with the requisite disclosures and supporting information, in accordance
with applicable SEBI circulars and the Industry Standards on Related Party Transactions,
and are supported by a certificate from the Managing Director and Group Chief Financial
Officer confirming that the proposed transactions are in the interest of the Company.
In addition, all related party transactions entered into by the Company are placed
before the Audit Committee on a quarterly basis for its review and oversight. The Audit
Committee undertakes a comprehensive evaluation to ensure that such transactions are
conducted in the ordinary course of business, on an arm's length basis, and in compliance
with applicable statutory and regulatory requirements, thereby reinforcing transparency
and robust corporate governance.
During the year under review, all such contracts, arrangements and transactions were
entered into in the ordinary course of business and on an arm's length basis, and none of
them were material in nature within the meaning of the Act, the SEBI Listing Regulations
or the Company's Policy on Related Party
Transactions. Accordingly, disclosure in Form AOC-2, as required under Section
134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014, is not
applicable, and details of all related party transactions have been disclosed in the notes
to the financial statements.
The Policy on the Related Party Transactions is available on the website of the Company
at https:// www.antonv-waste.com/docs/investors/corporate- governance/policies/Policy
on RPT.pdf.
11. DIRECTORS & KEY MANAGERIAL PERSONNEL
During the year under review, there has been no change in the Board Structure. Further,
as on March 31, 2026, the Company had following Members on its Board:
Sr. No. Name of the Director |
Designation |
| 1 Mr. Jose Jacob Kallarakal |
Chairman and Managing Director |
| 2 Mr. Shiju Jacob Kallarakal |
Executive Director & Chief Risk Officer |
| 3 Mr. Shiju Antony Kallarakal |
Non-Executive Director & Chief Sustainability Officer |
| 4 Mr. Ajit Kumar Jain |
Independent Director |
| 5 Ms. Priya Balasubramanian |
Independent Director |
| 6 Mr. Suneet K Maheshwari |
Independent Director |
KEY MANAGERIAL PERSONNEL (‘KMP')
There were no changes to the Company's Key Managerial Personnel during the reporting
period and the KMP of the Company as designated under provisions of Section 203 of the
Act, are as under:
Sr. No. Name of KMP(s) |
Designation |
1 Mr. Jose Jacob Kallarakal |
Chairman and Managing Director |
| 2 Mr. Subramanian NG |
Group Chief Financial Officer |
| 3 Ms. Harshada Rane |
Company Secretary and Compliance Officer |
During the year, Seven (7) Board Meetings were held the details of which are given in
the Report on Corporate Governance, which forms part of this Integrated Annual Report, on
page 193.
Further, in accordance with the provisions of Section 152 of the Act and the Company's
Articles of Association, Mr. Shiju Jacob Kallarakal (DIN:00122525), Director of the
Company, retires by rotation at the ensuing Annual General Meeting and being eligible
offers himself for reappointment. The Board recommends his reappointment for the
consideration of the Members of the Company at the ensuing Annual General Meeting.
The Board of Directors of the Company at its meeting held on July 28, 2026, has
approved to fix tenure of Mr. Shiju Jacob Kallarakal for a period of 5 (five) years
effective from July 28, 2026. He previously served as an Executive Director on the board
of AG Enviro Infra Projects Private Limited, a wholly owned subsidiary of the Company,
that merged into the Company effective December 31, 2025, where he was actively employed
and drawing remuneration.
The above re-appointment forms part of the notice of the ensuing AGM and the resolution
is recommended for members' approval.
DECLARATION OF INDEPENDENCE
The Board of Directors, based on the declarations submitted by the Independent
Directors (IDs), has affirmed that each ID meets the independence criteria as specified
under Section 149 of the Act and the SEBI Listing Regulations, confirming their
independence from management. Additionally, in accordance with Section 150 of the Act and
Rule 6 of the Companies (Appointment & Qualification of Directors) Rules, 2014, all
IDs have registered themselves in the Independent Directors' Databank maintained by the
Indian Institute of Corporate Affairs (IICA).
The Board is also satisfied that the Independent Directors possess the requisite
integrity, expertise and experience (including proficiency) required to effectively
discharge their duties and responsibilities. Further, all Independent Directors have
either passed the online proficiency self-assessment test conducted by the Institute or
are exempt from undertaking the same in accordance with the applicable provisions of the
aforesaid Rules.
FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS
To ensure that all Directors are adequately equipped to discharge their duties
effectively, the Company institutes familiarisation programmes, from time to time, aligned
with the requirements of the Act and other applicable regulations. These programmes are
thoughtfully designed to provide each Director with a structured and customised induction
experience, taking into account their individual background, professional expertise, and
specific areas of interest, thereby enabling a smooth integration into the Board's
functioning.
As part of this initiative, Directors are encouraged to undertake visits to the
Company's operational facilities, enabling them to gain first-hand insight into on-ground
activities and interact directly with members of Senior Management. Alongside these
visits, the familiarisation process includes detailed presentations by the management team
covering key aspects such as the Company's strategic priorities,
operational framework, market competitiveness as well as the framework for risk
identification and mitigation.
These programmes enable them to actively participate in Board deliberations, provide
informed and constructive guidance, and exercise effective oversight over management,
thereby contributing to strengthened governance standards and the long-term sustainable
growth of the Company.
Further, the details of the Familiarisation Programme provided to the Directors is
available on the website of the Company at https://www.antony-waste.com/
docs/investors/corporate-governance/policies/ Familarisation Programme of IDs.pdf
NOMINATION AND REMUNERATION POLICY
The Company operates in a sector that is both operationally demanding and
governance-intensive, where the quality of leadership, managerial oversight, and strategic
decision-making directly influences its ability to deliver on long-term urban
infrastructure mandates. In this context, the caliber, integrity, and commitment of its
Directors, KMPs, and Senior Management constitute some of the Company's most critical
strengths.
Recognising this, the Board of Directors has framed a Nomination and Remuneration
Policy that establishes a structured and transparent framework governing the appointment
and remuneration of Directors, KMPs, and Senior Management of the Company. The Policy,
formulated on the recommendation of the Nomination and Remuneration Committee
(‘NRC'), is designed to attract, retain, and motivate individuals of the highest
professional caliber — those who bring not only functional expertise but also a deep
understanding of the strategic, regulatory, and operational complexities that define
India's evolving waste management landscape.
The Policy lays down guiding principles and philosophy for the determination of
remuneration payable to Executive and Non-Executive Directors as well as to KMPs, Senior
Management, and other employees of the Company. Remuneration structures are designed to
strike an appropriate balance between fixed and variable components, ensuring a direct and
meaningful linkage between individual performance, organisational outcomes, and longterm
value creation for stakeholders.
Beyond remuneration, the Policy establishes clear criteria for determining the
qualifications, positive attributes, and independence of Directors, and for the
appointment of KMPs and Senior Management. Given the nature of the Company's business
— which spans large-scale municipal contracts, multi-site operations,
technology-driven processing infrastructure, and engagement with civic bodies across India
— the NRC places particular emphasis on identifying individuals who combine
operational rigour with strategic vision, and who are capable of providing meaningful
guidance across the full spectrum of the Company's activities.
The NRC policy is available on the website of the Company at
https://www.antonv-waste.com/docs/ investors/corporate-governance/policies/AWHCL
Nomination and Remuneration Policy.pdf
BOARD EVALUATION
The Company's approach to governance is anchored in continuous self-assessment and an
enduring commitment to improvement. Operating in a highly complex and publicly accountable
sector such as municipal waste management, effective Board oversight and strategic
guidance are critical to organisational success. Accordingly, the annual Board evaluation
extends beyond regulatory compliance, reinforcing AWHCL's commitment to institutional
accountability and governance excellence.
The NRC has formulated a policy for evaluation of the Board, its Committees and
Directors, including criteria for Independent Directors, and the same has been approved
and adopted by the Board. To further strengthen the robustness of the evaluation
mechanism, the Company had previously engaged an external expert to enhance its evaluation
framework. The refined framework continues to be applied in subsequent years, ensuring
that the Company's governance practices remain aligned with evolving market standards and
leading practices.
Based on the Guidance Note on Board Evaluation issued by the Securities and Exchange
Board of India, the Board Evaluation was carried out on following parameters, namely:
• Composition and caliber of the Board
• Strategic direction and performance appraisal
• Comprehension of business operations, risk management, processes, and protocols
• Value creation for stakeholders and commitment to responsibilities
• Supervision of financial reporting, internal controls, and auditing functions
• Ethical standards, compliance culture, and oversight activities.
In compliance with the Act and SEBI Listing Regulations, the Board evaluation for the
year 2025-26 was conducted in a rigorous and structured manner. The process was anchored
by a comprehensive evaluation framework covering Board composition and dynamics,
governance and oversight effectiveness, strategic direction and performance, Board
culture, and individual Director contribution. A structured questionnaire was circulated
to all Directors and feedback was sought on the same. Further, the Chairman of the NRC
held one-on-one meetings with Executive, Non-Executive and Independent Directors —
ensuring candid, substantive inputs on Board and Committee effectiveness.
During a separate meeting of the Independent Directors on April 29, 2026, a
comprehensive evaluation was conducted on the performance of the Non-Independent
Directors, the Board as a whole, and the Chairman, incorporating feedback from the
Executive Directors and other Non-Executive Directors. The NRC also assessed the
performance of individual Directors and the Board collectively. In the subsequent Board
meeting, which followed the Independent Directors' meeting and the NRC meeting, the
performance of the Board, its committees, and individual Directors, including the
Chairman, was thoroughly discussed.
The Board evaluation for 2025-26 affirmed that the Board is well-composed,
strategically aligned, and firmly committed to its fiduciary responsibilities, while also
identifying areas for continued focus inline with AWHCL's pursuit of long-term,
sustainable value creation for all stakeholders.
12. BOARD COMMITTEES
The Committees of the Board hold regular meetings to deliberate on relevant business
matters, policies, and strategies. To promote effective participation, the schedule for
upcoming Committee meetings is shared with members well in advance, enabling them to
prepare and contribute meaningfully. Additionally, where business exigencies or urgent
matters so require, proposals may be approved by circulation among the members of the
respective Committees in accordance with the applicable provisions of the Act and other
applicable laws.
The Company's Board of Directors has established both mandatory and non-mandatory
Committees in accordance with the requirements of the SEBI Listing Regulations and the
Act. As of March 31, 2026, the following Board Committees are in place within the Company:
(i) Administrative Committee
(ii) Audit Committee
(iii) Corporate Social Responsibility Committee
(iv) Nomination and Remuneration Committee
(v) Risk Management Committee
(vi) Stakeholders' Relationship Committee
During the year under review, all recommendations of the Committees were approved by
the Board. For details pertaining to the composition, meetings, terms of reference etc.,
please to the Report on Corporate Governance annexed to Board report and forms part of
this Integrated Annual Report, on page 193.
13. VIGIL MECHANISM
In terms of the provisions of the Act and the SEBI Listing Regulations, the Vigil
Mechanism is implemented through the Company's Whistle Blower Policy to enable the
Directors, employees, and all stakeholders of the Company to report genuine concerns or
grievances about any unethical or unacceptable business practice and to provide for
adequate safeguards against victimization of persons who use such mechanism and make
provision for direct access to the Chairman of the Audit Committee.
During the year under review, no complaints were received under the Company's Whistle
Blower Policy, and no personnel were denied access to the Chairman of the Audit Committee.
The Whistle Blower Policy is available on the Company's website at
https://www.antonv-waste. com/docs/investors/corporate-governance/policies/ Vigil
Mechanism Policy.pdf.
14. ANTI-BRIBERY AND ANTI-CORRUPTION POLICY
The Company is committed to conducting its business with the highest standards of
integrity, transparency and ethical behavior. To reinforce this commitment, the Company
has adopted an Anti-Bribery and Anti-Corruption Policy as part of its governance framework
and Code of Business Conduct. The Policy establishes a zero-tolerance approach towards
bribery and corruption and provides guidance to Directors, employees and other
stakeholders on maintaining ethical standards in all business dealings and relationships.
The Policy is aimed at ensuring compliance with applicable laws and promoting a culture of
integrity, accountability and responsible business conduct across the organization.
To reinforce awareness and ensure widespread understanding of this commitment, the
Human Resources department has proactively implemented educational initiatives focused on
the Anti-Bribery and Anti-Corruption Policy. These initiatives include comprehensive
training sessions and the distribution of questionnaires designed to assess and strengthen
employees' grasp of the policy's key principles and requirements. Through such ongoing
measures, the Company strives to cultivate a culture where ethical business practices are
ingrained in daily operations and compliance is second nature to all team members.
During the year under review, there were no complaints received regarding bribery or
corruption, further affirming the strong ethical standards upheld by employees.
The Anti-Corruption and Anti Bribery Policy is available on the Company's website at
https:// www.antonv-waste.com/docs/investors/corporate- governance/policies/Anti
corruption and antibribery Policv.pdf
15. DIRECTORS' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the information and
explanations obtained by them, your Directors make the following statements in terms of
Section 134(5) of the Act:
a) In the preparation of the annual accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures.
b) 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 and of
the profit of the Company for that period.
c) The Directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities.
d) the Directors had prepared the annual accounts on a going concern basis.
e) the Directors have laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and operate effectively.
f) 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.
16. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO
The report on the particulars of conservation of Energy, Technology absorption and
foreign exchange earnings and outgo is mentioned in Annexure V and forms part of this
Integrated Annual Report, on page 190.
17. PARTICULARS OF EMPLOYEES
The Disclosure 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 VI and forms part of this Integrated Annual Report, on page
191.
Details of employee remuneration as required under provisions of Section 197 of the Act
read with Rule 5(2) and 5(3), are available to members for inspection at the Registered
Office of the Company on every working day of the Company between 10 am to 12 noon up to
the date of the ensuing AGM. If any member is interested in obtaining a copy thereof, such
member may write an e-mail to investor.relations@antonywaste.in .
18. CORPORATE GOVERNANCE
During the year under review, the Company complied with the applicable provisions
relating to Corporate Governance as provided under the SEBI Listing Regulations. The
compliance report together with a certificate from Secretarial Auditor confirming
compliance is provided in the Report on Corporate Governance annexed herewith as Annexure
VII, and forms part of this Integrated Annual Report, on page 193 .
19. DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
The Company has zero tolerance towards sexual harassment at the workplace and has
adopted a policy on prevention, prohibition, and redressal of sexual harassment at
workplace in line with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 (‘POSH Act') and the Rules made
there under.
The Company has constituted an Internal Complaints Committee ("ICC"), at all
relevant locations across India to consider and resolve the complaints related to sexual
harassment, in compliance with the requirements of the POSH Act. The ICC comprises
representatives with the requisite experience and includes an external member having
relevant expertise. The ICC, presided by senior women, conduct the investigations and make
decisions at the respective locations. The Company continues to undertake awareness and
sensitization programmes to promote a culture of dignity, respect and equal opportunity at
the workplace.
During the year under review, the Company has complied with the applicable provisions
relating to the constitution and functioning of the ICC under the POSH Act and has not
received any complaint under POSH Act
Further, the details as required under Rule 8(5) (x) of the Companies (Accounts) Rules,
2014 are provided below:
| a) number of complaints of sexual harassment received in the year |
0 |
| b) number of complaints disposed off during the year |
0 |
| c) number of cases pending for more than ninety days |
0 |
The Policy on Prevention of sexual harassment at workplace is available on the website
of the Company at https://www.antony-waste.com/docs/investors/
corporate-governance/policies/Anti Sexual Harassment Policy.pdf .
20. ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3) (a) of the Act and rules made
thereunder, the draft of annual return of the Company for the year 2025-26 is available on
the website of the Company at https://www.antony-waste.com/investors/annual- reports/ .
The Annual Return will be submitted to the Registrar of Companies within the timelines
prescribed under the Act.
21. RISK MANAGEMENT POLICY
Operating in India's waste management sector — an industry shaped by evolving
municipal contracts, regulatory change, feedstock variability, and the operational
complexities of large-scale urban infrastructure — the Company recognises that
proactive risk management is fundamental to sustained performance and stakeholder
confidence. The Board of Directors has accordingly established a comprehensive Risk
Management Policy and framework that defines a structured approach to identifying,
analysing, assessing, and mitigating risks across all business divisions and corporate
functions, ensuring that risk considerations are embedded into both strategic and
day-to-day decision-making.
The Company follows a well-defined risk management process — spanning risk
identification, impact assessment, mitigation strategy formulation, and implementation
— applied systematically across its operations. Key business risks, including those
arising from contract renewals, tipping fee dependencies, regulatory shifts, labour
dynamics, and technology transitions, are reviewed as part of the annual business planning
cycle and periodic management reviews. While it is recognised that risks inherent to the
business cannot be entirely eliminated, the Company is committed to minimising their
impact through robust internal controls, operational discipline, and continuous monitoring
— ensuring that resources are deployed efficiently and organisational objectives are
pursued with resilience and accountability.
The Risk Management Policy is available on the website of the Company at
https://www.antony- waste.com/docs/investors/corporate-governance/ policies/Risk
Management Policy.pdf .
For further details, please to the Risk Management section of this Integrated Annual
Report, on page 33.
22. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
AWHCL, as an organisation dedicated to addressing one of India's most pressing urban
challenges, views sustainability not as a reporting obligation but as the very foundation
of its business. Its operations are central to advancing India's circular economy
ambitions—collecting, processing, and recovering value from urban waste streams,
while continuously working to reduce the adverse environmental impact on the cities it
serves. Transparency across environmental, social, and governance dimensions is therefore
not merely a regulatory expectation, but a natural reflection of AWHCL's core values and
purpose.
In accordance with Regulation 34(2)(f) of the SEBI Listing Regulations, the Company has
prepared its BRSR for the year 2025-26, on consolidated basis. The BRSR provides a
structured and comprehensive account of the Company's performance across all nine
principles of the National Guidelines on Responsible Business Conduct (‘NGRBC')
— spanning environmental stewardship, employee well-being, stakeholder engagement,
ethical governance, and community impact.
As India's only listed pure-play municipal solid waste management company to publish a
comprehensive BRSR, AWHCL takes particular pride in the seriousness and rigour with which
it approaches this disclosure. At a time when sustainability reporting is gaining
increasing prominence among investors, regulators, and civil society, AWHCL's commitment
to transparent and accountable reporting sets a benchmark for the waste management sector
— demonstrating that companies at the frontline of environmental service delivery
must also lead by example in how they account for their own footprint and impact.
The BRSR is also available on the website of the Company at
https://www.antonv-waste.com/ investors/annual-reports/ .
23. CORPORATE SOCIAL RESPONSIBILITY
Pursuant to Section 135 of the Act and Companies (Corporate Social Responsibility)
Rules, 2014, the Board of Directors of the Company constituted the Corporate Social
Responsibility (CSR) Committee.
The committee has the overall responsibility of identifying the areas of CSR
activities, recommending the amount of expenditure to be incurred on the identified
activities, implementing, and monitoring the CSR Policy from time to time and reporting
progress on various initiatives. Further the Group Chief Financial Officer (CFO) of the
Company has certified to the Board that the CSR funds disbursed for the projects have been
utilized for the purposes and in the manner recommended by the CSR Committee and approved
by the Board.
A statutory report on CSR activities and the contents of Corporate Social
Responsibility policy annexed as Annexure VIII forms part of this Integrated Annual
Report, on page 215.
24. INTEGRATED ANNUAL REPORTING
The Company has voluntarily undertaken the preparation and presentation of an
Integrated Annual Report, intended to provide Members with a comprehensive perspective
that goes beyond traditional financial disclosures. This report combines both financial
and non-financial information, thereby enabling stakeholders to make well-informed
decisions while gaining a holistic understanding of the Company's long-term value creation
strategy.
This report covers aspects such as strategic direction, governance framework,
Operational performance, Future Outlook and prospects for value creation across five key
capitals: financial, manufactured, intellectual, human, social and relationship, and
natural.
Continuing its integrated reporting journey this fiscal year, the Company reaffirms its
commitment to transparency and responsible corporate citizenship. Guided by the framework
provided by International Integrated Reporting Council (now under the IFRS Foundation),
the 3rd Integrated Annual Report highlights the Company's actions toward
long-term sustainability and stakeholder value creation, with the Board taking
responsibility for the accuracy and integrity of all information presented.
25. HEALTH, SAFETY AND ENVIRONMENT
The Company is committed to providing a safe, healthy and productive work environment
for its employees, contractors and other stakeholders. Its Health, Safety and Environment
("HSE") framework focuses on fostering a strong safety culture through
continuous training, implementation of established safety practices and regular monitoring
of compliance across its operations. Employees and contract workforce personnel are
provided with periodic training and awareness programmes on health, safety and
environmental practices, including first aid, firefighting and emergency response
procedures. To enhance preparedness and response capabilities, mock drills and emergency
preparedness exercises
are conducted regularly across operational locations, helping to strengthen awareness,
improve response readiness and ensure effective management of emergency situations. The
Company continues to focus on maintaining high standards of occupational health, workplace
safety and environmental stewardship across its operations.
Further details on the Company's health, safety and environmental initiatives are
provided in the Human Capital section forming part of this Integrated Annual Report, on
page 92.
26. DIRECTORS & OFFICERS LIABILITY INSURANCE
The Company has in place the Directors & Officers Liability Insurance (D&O) for
all its Directors (including Independent Directors) and Officers of the Company in line
with Regulation 25(10) of the SEBI Listing Regulations.
27. RESIDUARY DISCLOSURES
During the year under review:
i. the Company has not issued equity shares with differential rights as to dividend,
voting or otherwise. Hence, disclosure under Rule 4(4) of the Companies (Share Capital and
Debentures) Rules, 2014 is not applicable;
ii. the Company has not issued sweat equity shares to its employees. Hence, disclosure
under Rule 8(13) of the Companies (Share Capital and Debentures) Rules, 2014 is not
applicable;
iii. no significant material orders have been passed by any regulators or courts or
tribunals which may impact the going concern status of the Company and its future
operations. Hence, disclosure under Rule 8(5)(vii) of the Companies (Accounts) Rules, 2014
is not applicable;
iv. the provisions of Section 125(2) of the Act, do not apply as there was no unclaimed
dividend in the previous years;
v. the Company has not transferred any amount to the reserves of the Company. Hence,
disclosure under Section 134(3)(j) of the Act is not applicable;
vi. the Company has not accepted any public deposits under Section 73 of the Act.
Hence, disclosure under Rule 8(5)(v) and 8(5)(vi) of the Companies (Accounts) Rules, 2014
is not applicable;
vii. the Company was not required to maintain the cost records and requirement of cost
audit as prescribed under the provisions of Section 148(1)
of the Act were not applicable for the business activities carried out by the Company;
viii. the Company has complied with the applicable Secretarial Standards (SS1 and SS2)
as issued by the Institute of Company Secretaries of India in terms of Section 118(10) of
the Act;
ix. no material changes and commitments affecting the financial position of the Company
occurred between the end of the financial year to which these financial statements relate
on the date of this report. Hence, disclosure under Section 134(3)0) of the Act is not
applicable;
x. there was no application made or any proceeding pending under the Insolvency and
Bankruptcy Code, 2016;
xi. there were no instances of onetime settlement with any Banks or Financial
Institutions;
xii. there were no agreements that subsisting as on the date of this report which are
required to be disclosed under clause 5A to para A of part A of schedule III of SEBI
Listing Regulations;
xiii. the Company was in compliance with the applicable provisions relating to the
Maternity Benefit Act 1961, as amemded from time to time.
xiv. the Company has not undertaken any buyback of securities.
28. INDUSTRIAL RELATIONS
The Company maintained exemplary relations with its employees throughout the year under
review. The Board extends its profound gratitude to the employees across all cadres for
their unwavering dedication and invaluable service. Their commitment is the cornerstone of
our success in the waste management sector in India. We anticipate their continued support
and an elevated level of productivity to achieve our ambitious targets for the future. The
contribution of our staff is indispensable in driving our mission forward and addressing
the critical environmental challenges of our nation.
29. ACKNOWLEDGEMENT
The Board of Directors places on record its sincere gratitude to the Central and State
Government departments and municipal bodies for their support and cooperation during the
year — a relationship the Company continues to value as it delivers on its
operational mandate across India's cities.
The Board warmly acknowledges the trust and partnership of its broader stakeholder
community — customers, shareholders, vendors, banking partners, and business
associates — whose confidence and collaboration have been integral to the Company's
performance and growth over the past years.
Above all, the Board reserves its deepest appreciation for the people of Antony Waste
— the frontline workers, site operators, engineers, and corporate teams whose
commitment, often in demanding and difficult conditions, makes the Company's mission a
daily reality. Their dedication is not merely an organisational strength; it is the
foundation upon which every milestone the Company has achieved has been built.
As Antony Waste looks ahead to an increasingly dynamic and opportunity-rich landscape
in India's waste management sector, the Board remains deeply grateful for the trust of all
its stakeholders and looks forward to their continued partnership in building a cleaner,
more sustainable future.
30. CAUTIONARY STATEMENT
All the Statements in the Board's Report and the Management Discussion and Analysis
describing the Company's objectives, projections, estimates, expectations, or predictions
may be ‘forward looking statements' within the meaning of applicable securities laws
and regulations.
Actual results of operations may differ materially from those suggested by the
forward-looking statements due to risks or uncertainties associated without expectations
with respect to, but not limited to, regulatory changes pertaining to the logistics sector
and our ability to respond to them, our ability to successfully implement our strategies,
our growth and expansion, technological changes, our Company's exposure to market risks,
general economic and political conditions in India which have an impact on our Company's
business activities or investments, the monetary and fiscal policies of India, inflation,
deflation, unanticipated turbulence in interest rates, foreign exchange rates, equity
prices or other rates or prices, the performance of the financial markets in India and
globally, changes in domestic laws, regulations and taxes and changes in competition in
the industry we operate in.
The Company is not obliged to publicly amend, modify, or revise any forward-looking
statement, on the basis of any subsequent development, information or events or otherwise.
|
For and on behalf of Board of |
|
ANTONY WASTE HANDLING CELL LIMITED |
|
JOSE JACOB KALLARAKAL |
| Date : July 28, 2026 |
CHAIRMAN AND MANAGING DIRECTOR |
| Place : Thane |
DIN: 00549994 |
|