Dear Members,

The Board of Directors of ACME Solar Holdings Limited ("ASHL" or "the Company") is pleased to present the 11^thAnnual Report, along with the Standalone and Consolidated Audited Financial Statements, of the Company for the financial year ended 31^st March 2026.

1. FINANCIAL RESULTS

The financial performance of the Company for FY 2026 is summarized below:

(Amount in INR millions except Earnings Per Share)

2. RESULTS OF OPERATIONS AND THE STATE OF COMPANY'S AFFAIRS

The standalone revenue from operations of the

Company was INR 39,109.50 million during the financial year ended 31^st March 2026 as against INR 13,521.01 million during the previous financial year ended 31st March 2025. The Earnings before Finance Cost, Depreciation, Amortization expenses, taxes and exceptional items (EBITDA) was at INR 7435.71 million for FY 2026 as compared to INR 4,282.58 million during FY 2025. The Net Profit for the year under review was INR 3,401.58 million, as against INR 1,887.71 million in FY 2025.

The exceptional items represent contingent consideration received related to investments disposed in earlier years amounting to INR

167.56 million during FY 2026 (Gain on sale of investments made by the Company amounting to INR 11.96 million during year FY 2025).

The consolidated revenue from operations of the Company was INR 20,233.79 million during FY 2026, as compared to INR 14,051.31 million in

FY 2025. The consolidated Earnings before finance cost, depreciation, amortization expenses, taxes and exceptional items (EBITDA) was INR 22,650.37 million for FY 2026 as compared to INR 14,055.40 million for FY 2025. On a consolidated basis, the Company earned a Net Profit of INR 4978.85 million for FY 2026 as against INR 2,508.21 million for FY 2025.

The exceptional items include (a) ancillary cost of INR 159.11 million incurred on prepayment of borrowings by the Company's subsidiaries during

FY 2026 and ancillary cost of INR 259.03 million incurred on prepayment by the Company's subsidiaries during FY 2025; and (b) contingent consideration received related to investments disposed in earlier year(s) amounting to INR

185.88 million during FY 2026 and contingent consideration received related to investments disposed in earlier year(s) amounting to INR 49.19 million during FY 2025.

The Company is a pure play fully integrated renewable energy producer in India with a diversified portfolio comprising solar, wind, hybrid & Firm and Dispatchable Renewable Energy (FDRE) projects. It is one of the top 10 renewable energy Independent Power Producer in India with an operational capacity of 2,982¹ MW, commissioned Battery Energy Storage Systems

(BESS) of 1,324 MWh and under construction capacity of 5,0882 MW at the end of FY 2026. Since 31^st March 2026, we have commissioned

2,297 MWh of BESS capacity, taking the total BESS operational capacity to 3,621 MWh at the end of July 2026. It generates long-term stable cashflows through the sale of electricity to various off-takers including central and state government-backed entities through long-term contracted PPA typically for 25 years. The Company has in-house engineering, procurement, construction and operation & maintenance capabilities allowing it to control processes, costs and timelines and giving flexibility in the choice of technology and suppliers.

The Company is well-positioned to lead the transition towards integrated, scalable and firm renewable energy solutions. It has significantly expanded the operational portfolio and successfully commissioned 3.6 GWh of BESS capacity, one of India's largest BESS capacity. This capacity build-out, aligned with disciplined capital structuring, is now translating into stronger earnings performance. As the Company continues to scale its presence in the hybrid and FDRE space, its business is becoming more resilient and future ready. With over 5 GW under construction capacity and strong alignment across stakeholders, the Company is confident of delivering sustained growth and long-term value creation. Looking ahead, the company is targeting a operational renewable energy generation portfolio of 10 GW by 2030, reinforcing a strong commitment to sustainable growth and energy transition leadership.

As of the end of the FY 2026, the Company has an aggregate operational capacity of 2,9821 MW, commissioned BESS of 1,324 MWh and under construction pipeline of 5,088² MW. Cumulative FY26 PPA signed capacity stood at 3,288³ MW and 550 MWh standalone BESS. Further during FY 2026, we were awarded projects for 1,400 MW².

Since 31^st March 2026, the Company, through its subsidiaries, has commissioned 2,297 MWh of BESS capacity, taking our total BESS operational capacity to 3,621 MWh at the end of July 2026.

3. UTILISATION OF IPO PROCEEDS

The Company completed its Initial Public Offer ("IPO") and the listing of its equity shares during the financial year 2024 25. During the financial year 2025 26, the Company continued to submit to the Stock Exchanges, the Monitoring Agency

Reports received from ICRA Limited on the utilisation of the IPO proceeds, in accordance with the applicable regulatory requirements. The last Monitoring Agency Report for the quarter ended 30th September 2025 was submitted to the Stock Exchanges on 03rd November 2025.

The IPO proceeds were utilised in accordance with the objects of the offer as disclosed in the

Company's Prospectus dated 09^th November 2024.

4. QUALIFIED INSTITUTIONAL PLACEMENT

Subsequent to the close of the financial year, the Company successfully completed a Qualified Institutions Placement ("QIP") of 10,01,78,890 equity shares of face value INR2 each ("Equity Shares") in accordance with the provisions of Chapter VI of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("SEBI ICDR Regulations"), and Sections 42 and 62(1)(c) of the

Companies Act, 2013, read with the rules made thereunder and other applicable laws.

Pursuant to the QIP, the Company allotted

10,01,78,890 Equity Shares to eligible Qualified

Institutional Buyers ("QIBs") at an issue price of

INR 279.50 per Equity Share (including a premium of INR 277.50 per Equity Share), which was at a discount of INR 14.63 per Equity Share (4.97% of the floor price) determined in accordance with the SEBI ICDR Regulations. The QIP resulted in an aggregate fund raise of approximately INR 28,000.00 million.

5. DIVIDEND

During the FY 2026, the Board of Directors has not recommended any dividend for the FY 2026. However, during the financial year under review, the Board of Directors in its meeting held on 25^th April 2025, had declared an Interim Dividend of INR 0.20 per Equity Share of the Company (i.e. 10% of the face value of INR 2 each of Equity Share). Further, the Board of Directors in its meeting held on 29^th January 2026, declared an Interim

Dividend of INR 0.20 per Equity Share of the Company (i.e. 10% of the face value of INR 2/- each of equity share).

The Interim Dividend was paid subject to deduction of tax at source, wherever applicable. The dividend payment was based on the parameters outlined and in compliance with the Dividend Distribution Policy of the Company which is in accordance with Regulation 43A of the SEBI

(Listing Obligations and Disclosure Requirements)

Regulations, 2015 (hereinafter referred to as SEBI

Listing Regulations) and may be accessed at https://www.acmesolar.in/assets/pdf/Policies/

ACMESolarHoldings_Dividend_Distribution_ Policy.pdf

6. RESERVES

The Company does not propose to transfer any amount (previous year: NIL) to the reserves for the financial year under review.

7. CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of the Company during the financial year under review except as disclosed elsewhere in this Report.

8. FINANCIAL STATEMENTS

The Audited Standalone and Consolidated Financial Statements of the Company, which form a part of this Annual Report, have been prepared in accordance with the provisions of the Companies Act, 2013 ("Act"), Regulation 33 of the SEBI Listing Regulations and the Indian Accounting Standards.

9. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES COMPANIES AND REPORT ON PERFORMANCE AND FINANCIAL POSITION OF SUBSIDARIES COMPANIES

As on 31st March 2026, the Company has 75 subsidiary companies (including step down subsidiaries). The following are the key change(s) in subsidiary(ies) during FY 2026: (a) During the financial year under review, the Company invested in the equity share capital of ACME Sigma Urja Private Limited, a subsidiary of the Company, pursuant to which the Company's shareholding in Target

Company increased from 49% to 100%.

(b) During the financial year under review, the following companies became wholly owned subsidiary companies:

The Board of Directors reviewed the affairs of the subsidiaries of the Company. In accordance with the provisions of Section 129 (3) of the Act read with Rule 5 of Companies

(Accounts) Rules, 2014, a statement containing the salient features of the financial statements of subsidiaries of the

Company forming part of Annual Report in the Form AOC-1 is enclosed as Annexure A. The highlights of the performance of subsidiaries and their contribution to the overall performance of the Company are included in note no. 48 of the Consolidated Financial Statements of the Company and form part of this Annual Report.

In accordance with Section 136 of the Act, the standalone and consolidated financial statements and the related information of the Company as well as the audited accounts of each of its subsidiaries, are available on the website of the Company at https://www. acmesolar.in/investor-presentation

In terms of Regulation 16 of the SEBI Listing Regulations, a subsidiary shall be considered a material subsidiary if, its turnover or net worth exceeds ten per cent of the consolidated turnover or net worth respectively, of the listed entity and its subsidiaries in the immediately preceding accounting year. The Company has in place the "Policy For Determining Material Subsidiaries" and the same can be accessed at https://www.acmesolar.in/assets/pdf/Policies/

ACMESolarHoldings_Determining_Material_ Subsidiaries_Policy.pdf

Basis the abovementioned definition and the audited financial statements of the Company as of 31st March 2025, the Company had 3 (three) material unlisted subsidiaries viz. ACME Solar

Energy Private Limited, ACME Heergarh Powertech

Private Limited and ACME Aklera Power Technology Private Limited. Further, basis this definition and the consolidated audited financial statements of the Company as of 31^st March 2026, the Company has 1 (one) material unlisted subsidiary viz. ACME

Solar Energy Private Limited.

In addition to the above, Regulation 24(1) of the SEBI Listing Regulations, requires at least one Independent Director on the Board of Directors of the listed entity to be a director on the Board of Directors of an unlisted ‘material subsidiary', whether incorporated in India or outside India. For this purpose, a "material subsidiary" means a subsidiary whose income or net worth exceeds twenty per cent of the consolidated income or net worth, respectively, of the listed entity and its subsidiaries, based on the immediately preceding accounting year. Basis this definition and the consolidated audited financial statements of the Company as of 31st March 2025, the Company did not have any material unlisted subsidiary.

However, based on the aforesaid definition and the consolidated audited financial statements of the Company as at 31^st March 2026, ACME Solar

Energy Private Limited qualifies as a material unlisted subsidiary of the Company. Accordingly, Mr. Atul Sabharwal, an Independent Director of the Company, continues to serve on the Board of Directors of ACME Solar Energy Private Limited, with effect from 10^th June 2024.

The Company has complied with the requirements of Regulation 24 of the SEBI Listing Regulations relating to the corporate governance of its subsidiary companies.

During the financial year under review, there was no change in the Authorised share capital of the Company. The Authorised share capital as at

31st March 2026 was 5,000,000,000 Equity Shares of face value of INR 2 each.

The paid-up equity share capital of the Company as at 31st March 2025 was INR 1,21,01,75,562, comprising 60,50,87,781 equity shares of face value of INR 2 each.

During the financial year under review, the Company allotted 8,84,023 equity shares of face value of INR 2 each on 6^th November 2025 to the ACME Employees Welfare Trust ("Trust") pursuant to the ACME Employee Stock Option

Plan 2024 ("Scheme"). Consequent to the said allotment, the paid-up equity share capital of the Company increased to INR 1,21,19,43,608, comprising 60,59,71,804 equity shares of face value of INR 2/- each.

Accordingly, as at 31^st March 2026, the paid-up equity share capital of the Company stood at

INR 1,21,19,43,608, comprising 60,59,71,804 equity shares of face value of INR 2 each.

Subsequent to the close of the financial year, the Company undertook a Qualified Institutions

Placement ("QIP") of equity shares of face value of INR 2 each ("Equity Shares"). Pursuant to the allotment of Equity Shares to eligible Qualified

Institutional Buyers on 04^th June 2026, the paid-up equity share capital of the Company increased from INR 1,21,19,43,608, comprising 60,59,71,804 Equity Shares, to INR 1,41,23,01,388, comprising 70,61,50,694 Equity Shares.

Further, on 18^th June 2026, the Company allotted

7,23,642 equity shares of face value of INR 2 each to the Trust pursuant to the Scheme. Consequent to the said allotment, the paid-up equity share capital of the Company increased to INR

1,41,37,48,672, comprising 70,68,74,336 equity shares of face value of INR 2 each, and remained unchanged up to the date of this Report.

During the year under review, the Business Responsibility and Sustainability Report under the SEBI Listing Regulations is applicable to the Company and is enclosed as Annexure B.

As required by Regulation 34 (2) of the SEBI Listing

Regulations, a detailed Management Discussion and Analysis Report is presented in a separate section forming part of the Annual Report.

The Company is committed to adhere to best corporate governance practices. A separate section on Corporate Governance and a Certificate from the Practicing Company

Secretary regarding compliance of conditions of Corporate Governance as stipulated under

SEBI Listing Regulations forms part of the Annual Report.

The Board of Directors of the Company has an optimum balance of Executive and Non-Executive Directors, representing a blend of professionalism, knowledge and experience. The composition of the Board is in compliance with

Regulation 17 of the SEBI Listing Regulations.

Mr. Manoj Kumar Upadhyay is the Chairman & Managing Director of the Company and as of 31^st March 2026 and as on the date of this report, the Board of Directors of the Company had 3 (three) Executive Directors and 3 (three) Non-

Executive Independent Directors (including 1 (one) Woman Independent Director).

• Mr. Manoj Kumar Upadhyay, Chairman and Managing Director

• Mr. Shashi Shekhar, Vice-Chairman and

Whole Time Director

• Mr. Nikhil Dhingra, Whole Time Director and Chief Executive Officer

• Mr. Atul Sabharwal, Non-Executive Independent Director

• Ms. Anuranjita Kumar, Non-Executive Independent Director

• Mr. Hemant Sahai, Non-Executive Independent Director

None of the aforesaid Directors are disqualified under Section 164(2) of the Act. Further, they are not debarred from holding the office of Director pursuant to order of Securities and Exchange Board of India or any other authority.

During the year under review and between the end of the financial year and date of this

Report, following were the changes in Directors of the Company:

• Mr. Sanjay Dhawan (DIN: 01275608), who was appointed as an independent director of the Company, for a term of five years commencing from 29^th June 2024, not liable to retire by rotation, resigned from the position of Independent Director w.e.f. close of business hours on 30th May 2025 due to pre-occupation and other personal commitments. The Board places on record its sincere appreciation and gratitude for his invaluable contributions.

• Pursuant to the performance review and based on the recommendation of Nomination and Remuneration Committee, the Board of

Directors at their meeting held on 27^th August 2025, had approved and recommended to the Members, the appointment of Mr. Shashi

Shekhar (DIN: 01747358) as Whole-time Director and Vice-Chairman of the Company for a period of 1 (one) year commencing from 09^th April 2026 till 08^th April 2027, liable to retire by rotation. His appointment was subsequently approved by the members in its 10^th AGM held on 29th September 2025. b) Key managerial personnel (KMP)

As of the date of this report, the Key Managerial Personnel of the Company, in accordance with the provisions of Section 2(51) and Section 203 of the Act, are as follows:

• Mr. Manoj Kumar Upadhyay, Chairman and Managing Director

• Mr. Nikhil Dhingra, Whole Time Director and Chief Executive Officer

• Mr. Rajesh Sodhi, Company Secretary and

Compliance Officer

• Mr. Arun Chopra, Chief Financial Officer

During the year under review, Mr. Purushottam Kejriwal, who had been designated as the

Chief Financial Officer and appointed as a Key

Managerial Personnel ("KMP") under Section

203 of the Act with effect from 22^nd June 2024, ceased to be the Chief Financial Officer and KMP of the Company with effect from 20^th May 2025. Thereafter, Mr. Purushottam Kejriwal transitioned from his role as a KMP under Section 203 of the

Act and continued to play an active role in the Company's leadership, contributing his extensive institutional knowledge and experience to the Company's financial and strategic initiatives.

Based on the recommendations of the Nomination and Remuneration Committee and the Audit Committee, the Board of Directors appointed Mr. Rajat Kumar Singh as the Group Chief Financial Officer, designated as the Key Managerial Personnel under Section 203 of the

Act and the Senior Management Personnel under the SEBI Listing Regulations with effect from 20^thMay 2025.

Subsequently, Mr. Rajat Kumar Singh tendered his resignation from the position of Group Chief Financial Officer vide his letter dated 28 ^th February 2026 due to personal reasons. He was relieved from the services of the Company with effect from 8^th May 2026 and, consequently, ceased to be the Key Managerial Personnel and Senior Management Personnel of the Company. Thereafter, based on the recommendations of the Nomination and Remuneration Committee and the Audit Committee, the Board of Directors appointed Mr. Arun Chopra as the Chief Financial

Officer, designated as the Key Managerial Personnel under Section 203 of the Act and the

Senior Management Personnel under the SEBI Listing Regulations, with effect from 8^th May 2026.

c) Directors retiring by rotation

In terms of Section 152 of the Act, the Companies

(Management & Administration) Rules, 2014, and the Articles of Association of the Company,

Mr. Nikhil Dhingra, Whole Time Director and Chief Executive Officer of the Company, is due to retire by rotation in the ensuing Annual General Meeting. Mr. Nikhil Dhingra, being eligible, has offered himself for reappointment. Pursuant to the recommendation of the Nomination and Remuneration Committee, the Board of Directors recommends his reappointment, acknowledging his invaluable contributions to the Board of Directors and the Company.

The particulars in respect of director(s) seeking re-appointment as required under Regulation

36(3) of SEBI Listing Regulations and Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India forms part of the explanatory statement pursuant to Section 102 of the Act forming part of the AGM Notice.

In terms with Section 149(7) of the Act read with Regulation 25(8) of the SEBI Listing Regulations,

Independent Directors of the Company have submitted declarations that they meet the criteria of Independence as provided in Section

149(6) of the Act and Regulation 16(I)(b) of the SEBI

Listing Regulations.

All the Independent Directors have declared that they meet the criteria of independence as laid down under the Act/SEBI Listing Regulations and have also complied with the Code for Independent Directors as per Schedule IV of the Act. All the Independent Directors have also given declaration of compliance with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014 as amended from time to time. The Board of Directors is of the opinion that the independent directors possess requisite qualifications, expertise, and experience, hold the highest standards of integrity, and have significantly contributed towards good governance of the Company.

All directors of the Company have confirmed that there are no disqualifications against them for continuing as directors, in accordance with

Section 164 of the Act. The remuneration paid/ to be paid to the Executive and Non-Executive

Independent directors is detailed out in Clause 5,

Remuneration of Directors in the Corporate governance report forming part of this report.

Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Nomination and Remuneration Committee has put in place a framework for annual evaluation of the performance of the Board of Directors, Board Committees and individual directors, including the Independent Directors and Chairperson of the Company. For the FY 2026, the evaluation process was undertaken in accordance with the abovementioned framework and applicable laws. Details on the same forms part of the

Corporate Governance Report which forms part of this Annual Report.

During the year under review, pursuant to the provisions of Schedule IV of the Act and

Regulation 25 of the SEBI Listing Regulations, a separate meeting of the Independent Directors of the Company was held on 28^th March 2026. Further details in relation to the matters discussed in the meeting are mentioned in the Corporate Governance Report.

g) Nomination & Remuneration Policy

The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, laid down a Nomination and Remuneration Policy for selection and appointment of the Directors, Key Managerial Personnel and Senior Management and their remuneration. The extract of the Nomination and Remuneration Policy covering the salient features are provided in the

Corporate Governance Report forming part of

Annual Report.

The Nomination & Remuneration Policy of the Company is available on the website of the Company at https://www.acmesolar.in/assets/ pdf/Policies/ACMESolarHoldings_Nomination_ and_Renumeration_Policy.pdf

The Company has formulated a Code of Conduct for Directors and Senior Management and has complied with all the requirements mentioned in the aforesaid Code. All the members of the Board and Senior Management Personnel have affirmed their compliance of the same. A copy of the Code of Conduct for Directors and Senior Management is available on the website of the Company https://www.acmesolar.in/assets/ pdf/Policies/ACMESolarHoldings_Code_of_

Conduct_Policy.pdf.

During the year under review, the Company did not invite or accept any deposits from the public under Section 76 of the Act, and the Companies

(Acceptance of Deposits) Rules, 2014.

In terms of Section 134(3)(l) of the Act except as disclosed elsewhere in this Report, no material changes and commitments which could affect the Company's financial position have occurred between the end of the financial year of the

Company and date of this Report.

As per Section 134(3)(a) of the Act read with Section 92(3) of the Act read with Rule 12 of the Companies

(Management and Administration) Rules, 2014, the Annual Return (MGT-7) of the Company as of 31^st March 2026, has been placed on the website of the Company www.acmesolar.in under the Investor Corner section at https://www. acmesolar.in/annual-returns#AnnualReturns.

In terms of provisions of Section 139 of the Act, the shareholders of the Company at their 6^thAnnual

General Meeting ("AGM") held on 29^th November 2021 approved re-appointment of M/s Walker Chandiok & Co., LLP (FRN:001076N/N500013),

Chartered Accountants as Joint Statutory Auditor of the Company for a period of 5 (five) consecutive years i.e. till the conclusion of 11^th Consecutive

AGM to be held in the year 2026. Accordingly, the tenure will come to an end after the conclusion of the ensuing AGM.

Further, in compliance with Sections 139, 141, 142, of the Act read with Companies (Audit and Auditors) Rules, 2014, the Board, on the recommendation of the Audit Committee, has recommended for the approval of the Members the appointment of

M/s BSR & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022) for a term of 5 (five) consecutive years from the conclusion of 11^th AGM to the conclusion of 16th AGM. Accordingly, details proposing appointment of M/s BSR & Co.

LLP, Chartered Accountants as the Joint Statutory Auditors of the Company forms part of the Notice of ensuing 11^th AGM of the Company.

The Notes on financial statements referred to in the Auditor's Report are self-explanatory and, therefore, do not call for further clarification. Auditor's Report for financial year 2025-26 does not have any qualification, reservation or adverse remarks.

In terms of the provisions of Section 139 of the

Act, the shareholders of the Company at their 10^th AGM held on 29 th September 2025 approved the appointment of M/s A Prasad & Associates, Chartered Accountants, (Firm Registration No.: 004250C) to hold the office as Joint Statutory

Auditors for a term of 5 (five) consecutive years from the conclusion of the 10^th AGM until the conclusion of the 15th AGM of the Company to be held in the year 2030.

b) COST AUDITORS

The provisions of Section 148 of the Act read with Companies (Cost Records and Audits) Rules, 2014, were not applicable on the Company for financial year under review.

During the year under review, in terms of Section

138 of the Act read with rules made thereunder, and on the recommendation of the Audit Committee, the Board of Directors had appointed

M/s AAPT & Associates, Chartered Accountants (Firm Registration No. 032383N), as Internal Auditor of the Company for the financial year 2025-26 in its meeting held on 31st March 2025.

Internal audit reports are discussed with the management and are also reviewed by the Audit Committee of the Company. During the year under review, the Internal Auditors carried out their functions as per the scope of work assigned and placed their reports at the meetings of the Audit Committee.

d) SECRETARIAL AUDITORS

The members of the Company in its 10^th AGM held on 29th September 2025 appointed M/s DMK Associates, Peer reviewed firm of Practicing

Company Secretaries (Firm Registration No.

P2006DE00310, Peer Review No. 6896/2025), as the

Secretarial Auditor of the Company to carry out

Secretarial Audit for a term of 5 (five) consecutive years commencing from financial year 2025-26 to financial year 2029-30, at such remuneration as may be mutually agreed between the Board of Directors (including its committees thereof) and the Secretarial Auditor.

The Secretarial Audit report for FY 2025-26 is annexed at Annexure-C. The said report does not contain any qualification, reservation, adverse remark or disclaimer. However, there was a procedural non-compliance in relation to the grant of options under the ACME Employee

Stock Option Plan 2024 ("ESOP Scheme") before obtaining in-principle approval under the SEBI SBEB Regulations and passing a separate shareholders' resolution for the grant of options to employees of subsidiary and holding companies, while ratifying the Scheme. While granting in-principle approval, the Stock Exchange(s) advised the Company to exercise due diligence and the Company is ensuring compliance with the applicable provisions.

The aforesaid non-compliances were inadvertent technical lapses, without any prejudice to the investors or employees. The Company ensured that no equity shares (pursuant to exercise of the options) were allotted to any eligible employees prior to receipt of the in-principle approval. Accordingly, the Company applied for and successfully obtained the in-principle approval before any such allotment. Further, the shareholders of the Company approved the grant of options to employees of the subsidiary and holding companies of the Company by way of a separate shareholder resolution dated 12^th June 2026. The Company ensured that no equity shares (pursuant to exercise of the options) were allottedtoanyeligibleemployeesofthesubsidiary and holding companies of the Company prior to passing of the abovementioned resolution. In terms of Regulation 24(A)(1) of the SEBI Listing Regulations, the ‘material subsidiaries' of the

Company are required to undertake secretarial audit. For the year under review, the Company had 3 (three) material unlisted subsidiaries viz.

ACME Solar Energy Private Limited, ACME Heergarh

Powertech Private Limited and ACME Aklera Power Technology Private Limited, which qualified as

‘material subsidiaries' of the Company pursuant to the Regulation 16(1) (c) of the SEBI Listing Regulations. Accordingly, the Secretarial Audit Report of (a) ACME Solar Energy Private Limited for FY 2025-26 issued by M/s Katira & Associates,

Company Secretaries, (b) ACME Heergarh

Powertech Private Limited for FY 2025-26 issued by M/s Ankit Tiwari & Co., Company Secretaries and (c) ACME Aklera Power Technology Private Limited for FY 2025-26 issued by M/s Ankit Tiwari

& Co., Company Secretaries are annexed as

Annexure-C1, C2 and C3 respectively. The said reports are self-explanatory and do not contain any qualification, reservation, adverse remark or disclaimer.

During the year under review, 7 (seven) meetings of Board of Directors were convened and held. The intervening gap between the meetings was within the period prescribed under the Act and the SEBI Listing Regulations. The details of all Board of Directors/Committee meetings are mentioned in the Corporate Governance Report, which forms part of the Annual Report.

The details of the Audit Committee including its composition and terms of reference, are mentioned in the Corporate Governance Report, which forms part of the Annual Report.

The Board of Directors, during the year under review, had accepted all recommendations made to it by the Audit Committee.

The Company has formulated a vigil mechanism through its Whistle Blower Policy to deal with instances of unethical behaviour, actual or suspected, fraud or violation of Company's code of conduct or ethics policy. The details of the policy are explained in the Corporate Governance Report and also posted on the website of the Company. The vigil mechanism and whistle blower policy may be accessed on the Company's website at https://www.acmesolar.in/assets/pdf/Policies/

ACMESolarHoldings_Whistle_Blower_Vigil_ Mechanism_Policy.pdf

Pursuant to requirements under the Act and SEBI Listing Regulations, the Board of Directors has constituted various Committees such as Audit Committee, Nomination and Remuneration

Committee, Stakeholders Relationship Committee, Risk Management Committee and Corporate Social

Responsibility and Sustainability Committee. The details of composition and terms of reference of these Committees are mentioned in the Corporate

Governance Report.

Pursuant to Regulation 21 of the SEBI Listing Regulations, the Board of Directors has formed a Risk Management Committee for overseeing the Company's risk management processes and systems, and implementation of the Risk

Assessment and Management Policy of the

Company. The Risk Management Committee is responsible for monitoring, reviewing, and evaluating the risk management plans and systems so that management controls risk through a properly defined network.

The Company sees risk management as a core business discipline, vital for achieving its strategic goals, meeting business objectives, and creating sustainable value for stakeholders. Given the dynamic nature of the renewable energy sector, the Company continuously monitors external and internal risks to create mitigation strategies that are specifically designed to capitalize on the right opportunities and appropriately address potential threats and vulnerabilities.

The strong governance framework of the

Company ensures prudent analysis and management of risks. It has strengthened the Company's business resilience and fortified its capabilities to maximize stakeholder value creation.

Key risks of the Company and its response strategies are set out in the Management Discussion and Analysis section, which forms part of this Annual Report.

The Risk Assessment and Management Policy may be accessed on the Company's website at https://www.acmesolar.in/assets/pdf/Policies/ ACMESolarHoldings_Risk_Management_Policy. pdf

The Company has internal financial controls considering the essential components of various critical processes, both physical and operational. This includes its design, implementation and maintenance, along with periodic internal review of operational effectiveness and sustenance and assessing whether these are commensurate with the nature of its business and the size and complexity of its operations.

This ensures orderly and efficient conduct of its business, including adherence to the Company's policies, safeguarding of its assets, prevention of errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial information.

As per Independent Auditor's report, internal financial controls with reference to the financial statements were adequate and operating effectively.

During the year under review, the Company has complied with the provisions of the Secretarial Standards on Meetings of the Board of Directors

(SS-1) and the Secretarial Standard on General

Meetings (SS-2) issued by the Institute of Company Secretaries of India.

Pursuant to the provisions of Section 134(5) of the Act, the Directors hereby confirm that: a. in the preparation of the annual accounts for the FY 2025-26, the applicable Accounting

Standards have been followed along with proper explanation and there are no material departures; b. they had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31^st March 2026 and of the profit of the Company for the financial year ended on that date; c. they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d. they had prepared the annual accounts of the Company on a going concern basis; e. they had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and f. they had devised proper system to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.

The Company has in place a Corporate Social Responsibility Policy ("CSR Policy") which outlines its CSR vision, statement and objectives for enhancing value creation in the society and in the community in which it operates, so as to promote sustained growth for the society and the community, with environmental concern.

The CSR Policy lays down the framework for undertaking CSR activities to integrate economic, environmental and social objectives with the Company's operations and growth for common good and to make visible and tangible contribution to communities and environment. The CSR Policy of the Company is available on the website of the Company at: https://www.acmesolar.in/assets/pdf/Policies/

ACMESolarHoldings_CSR_Policy.pdf

In line with the Company's CSR Policy and strategy, during the financial year 2025 26, the Company spent INR 55.00 lakh towards its Corporate Social

Responsibility ("CSR") initiative for the promotion of higher education and skill development under

Schedule VII of the Act. The contribution was made to RNB Global University, Bikaner, Rajasthan, to ensure continuity of high-impact academic and community engagement programs that directly support rural transformation. The entire CSR contribution was fully utilised during the year for the intended purpose. The detailed annexure is enclosed as Annexure D.

There was no fraud reported in the Company during the FY 2026. This is also being supported by the report of the auditors of the Company as no fraud has been reported in their audit report under Section 143 (12) of the Act for the FY 2026.

The details of loans, guarantees and investments covered under the provisions of Section 186 of the Act are as set out in the notes (see Note no. 6 &

15) to the accompanying financial statements of the Company.

All transactions with related parties are placed before the Audit Committee for its prior approval in accordance with the SEBI Listing Regulations. All transactions with related parties entered into during the year under review were at arm's length basis, and in the ordinary course of business and in accordance with the provisions of the Act and the rules made thereunder, the SEBI Listing Regulations and the Company's Policy on Related

Party Transactions, which has been formulated by the Company in terms of the provisions of the Act and the SEBI Listing Regulations. The same is available on the website of the Company at https://www.acmesolar.in/assets/pdf/ Policies/ACMESolarHoldings_%20Related_Party_

Transactions_Policy.pdf

During the year, your Company has not entered into any contracts, arrangements or transactions that fall under the scope of Section 188 (1) of the Act. Accordingly, the prescribed Form AOC-2 is not applicable to your Company for FY 2026.

During the year under review, the Company has entered into various material related party transactions duly approved by the shareholders of the Company. All the related party transactions are in compliance with the provisions of the SEBI Listing Regulations as applicable during the financial year ended 31^st March 2026. Further, the disclosures on related party transactions as required under IND AS-24 and Schedule V of the SEBI Listing Regulations including the names of the related parties and specifics of the transactions, are provided in the financial statements of the Company for FY 2026. Members seeking further details may refer the notes (Note no. 38) accompanying the Standalone Financial Statements of the Company for FY 2026. Pursuant to the provisions of Regulation 23(9) of the SEBI Listing Regulations, for the FY 2026, the Company has filed half yearly reports to the stock exchanges disclosing the related party transactions.

The Company has zero tolerance towards sexual harassment of women at workplace and values the dignity of individuals and is committed to provide an environment, which is free of discrimination, intimidation and abuse.

As per the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act") and rules made there under, the Company has adopted a Prevention of Sexual Harassment of Women at Workplace Policy to ensure healthy working environment for women without fear of prejudice, gender bias and sexual harassment and the Company is complying with the applicable provisions of the POSH Act.

In terms of the provisions the POSH Act and rules made thereunder, the Company constituted an

Internal Committee to redress the complaints received regarding sexual harassment.During

FY2026, the number of complaints of sexual harassment received was Nil, the number of complaints disposed of during the year was Nil and the number of cases pending for more than ninety days was Nil.

1. Implemented advanced power quality improvement systems, including Static

Var Generators (SVGs) for dynamic reactive power compensation and Harmonic Filters (HF) for harmonic mitigation across its Solar and BESS plants. These systems improve power factor, maintain voltage stability, reduce transformer and cable losses, minimize harmonic-induced heating, enhance equipment efficiency, and optimize auxiliary power consumption, thereby contributing to overall energy conservation and reliable grid operation.

2. Adopted energy-efficient HVAC systems with optimized temperature and humidity control across substation control rooms. By maintaining the required environmental conditions through intelligent cooling control rather than continuous full-capacity operation, the initiative reduces auxiliary energy consumption, improves equipment efficiency, enhances asset reliability, and extends the operational life of critical protection and automation systems.

3. Deployed mechanised and dry robotic module-cleaning systems at identified utility-scale solar projects, including across approximately 2.9 GWp of the

Rajasthan solar portfolio. These systems reduce reliance on water-based cleaning, shorten cleaning cycles and support consistent module performance by mitigating soiling losses.

4. Deployed liquid-cooled Battery Energy

Storage Systems (BESS), utilizing high-efficiency chiller units for precise thermal management. The liquid cooling system maintains uniform cell temperatures, reduces the energy required for cooling compared to conventional air-cooled systems, improves battery performance and lifecycle, and contributes to lower auxiliary energy consumption and higher overall system efficiency.

5. Implemented intelligent automation for auxiliary equipment through timer-based scheduling and temperature-driven controls, including automatic operation of plant lighting and WTI-based transformer cooling fans. These measures ensure that auxiliary systems operate only when required, reducing unnecessary energy consumption, optimizing auxiliary power usage, and improving overall operational efficiency.

6. Deployed autonomous battery-operated robotic grass mowers for vegetation management has reduced dependence on conventional fuel-operated equipment, lowered energy consumption and emissions associated with grass-cutting activities, and ensured consistent vegetation control to support efficient solar plant operation.

7. Replaced conventional lighting with energy-efficient LED lighting across the boundary areas of its utility-scale solar power plants. This initiative has significantly reduced auxiliary power consumption during night-time operations while maintaining adequate site illumination and safety.

8. Adopted naturally cooled outdoor solar inverters, eliminating the need for forced ventilation and air-conditioning systems. This has reduced auxiliary energy consumption by approximately

3 4% compared to conventional actively cooled inverter installations.

9. Implemented temperature-sensing

PCB-based intelligent cooling systems within electrical equipment, enabling ventilation fans to operate only when required. This demand-based cooling approach prevents unnecessary continuous fan operation, thereby reducing auxiliary power consumption and improving equipment operating efficiency.

1. Deployed autonomous dry robotic module-cleaning systems, powered through integrated self-charging solar panels, at identified solar projects.

These systems operate without external grid electricity for their routine cleaning operations and reduce reliance on water-based module cleaning. Based on the number of systems deployed and their expected operating profile, the Company estimates that the use of integrated solar charging avoids approximately 5,214 kWh of grid electricity consumption per day, equivalent to approximately 1.9 GWh annually. This estimate is based on an average avoided grid electricity consumption of approximately 500 Wh per robot per operating day.

2. Dry robotic module cleaning has been implemented across 2.9 GWp Rajasthan solar portfolio, eliminating the need for water-based cleaning.

3. Introduced electric vehicles for selected inspection, patrolling and maintenance activities at certain solar and BESS facilities. Their use for these activities has reduced reliance on conventional petrol- and diesel-powered vehicles and the associated fossil-fuel consumption and emissions.

NIL

1. Sanch AI – AI-Powered Operations Intelligence

Deployed Sanch AI, a third-party AI-powered Operations Intelligence platform, to enhance digitalization of renewable energy operations through AI-assisted operational insights, performance assessment, automated data retrieval, and intelligent decision support.

2. Fibre Optic Intrusion Detection System (FOIDS)

Implemented a Fibre Optic Intrusion Detection System (FOIDS) on a pilot basis for continuous perimeter monitoring, real-time intrusion detection, and automated security alerts to strengthen security across utility-scale renewable energy assets.

3. AI-Enabled Smart CCTV Surveillance

Implemented AI-enabled Smart CCTV Surveillance incorporating intelligent video analytics for automated monitoring of operational sites, enabling detection, classification, and tracking of security events in real time.

4. Renew Analytics Digital Performance Platform

Implemented the Renew Analytics Digital Performance Platform to enable centralized monitoring of operational KPIs, asset benchmarking, performance analytics, and portfolio-wide digital reporting for solar power plants.

1. Sanch AI – AI-Powered Operations Intelligence

• Reduced manual effort in data analysis and report preparation.

• Improved operational efficiency through AI-assisted decision-making.

• Faster retrieval of operational information and performance insights.

• Improved productivity and quicker management decision-making.

• Enhanced digitalization of operational processes.

2. Fibre Optic Intrusion Detection System (FOIDS)

• Improved perimeter security through

Outflow continuous monitoring.

• Early detection of unauthorized access.

• Reduced dependence on manual patrolling.

• Improved response time to security incidents.

• Demonstrated the feasibility of AI-enabled physical security for utility-scale renewable assets.

3. AI-Enabled Smart CCTV Surveillance

• Improved surveillance accuracy.

• Automated identification of unauthorized activities.

• Faster incident detection and response.

• Reduced dependence on manual surveillance.

• Enhanced security and operational reliability.

4. Renew Analytics Digital Performance Platform

• Centralized monitoring of operational performance.

• Improved asset benchmarking and performance analytics.

• Faster preparation of management reports.

• Better data-driven operational decision-making.

• Improved reliability and operational excellence across the renewable portfolio.

Not Applicable

Nil

During the year under review, the details of foreign exchange earnings and outflows are as follows:

(Amount in INR Million)

During the year under review, there has been no significant and material order passed by any Regulator/Court/ Tribunal impacting the

Company's going concern status and operation in future.

The Company had adopted the ACME Employee Stock Option Plan 2024 ("ESOP Scheme") pursuant to approval from the shareholders in their meetings held on 27^th June 2024, 08^th October 2024, 17^th October 2024 and 21^st February 2025, with a view to reward employee performance and dedication towards the Company; retain, attract and motivate employees and encourage employees to align performance with the Company's objectives and goals. Further, the renewable industry is witnessing high growth resulting in a demand-supply gap for talent, necessitating long-term incentive programs such as the ESOP Scheme.

During the period from the end of the financial year and till the date of this report, the ESOP Scheme has been reviewed to align it with the governance and regulatory framework applicable to listed companies. As part of this review, certain provisions primarily relevant to the period when the Company was an unlisted entity were identified for deletion or modification. Accordingly, the Board of Directors, at its meeting held on 07^thMay 2026, based on the recommendation of the Nomination and Remuneration Committee approved certain amendments to the ESOP

Scheme, to inter alia: (a) delete provisions that were applicable only to the pre-listing phase of the Company; (b) remove references and procedural provisions which are no longer relevant after listing; and (c) incorporate certain administrative clarifications to facilitate efficient implementation and administration of the ESOP Scheme in a listed company environment.

Further, in order to align the interests of employees with those of the Company and its subsidiary(ies) and/or holding company(ies), and to attract, retain and incentivize talent across the group and to create a sense of ownership and participation amongst them, the benefits of the

ESOP Scheme were proposed to be extended to eligible employees of the subsidiary(ies) and/or holding company(ies) of the Company by way of a separate shareholders' resolution.

Subsequently, the members of the Company approved(a)theabove-mentionedamendments to the ESOP Scheme and (b) grant of options to the eligible employees of the subsidiary(ies) and/or holding company(ies) of the Company under the ESOP Scheme, through postal ballot on 12^th June 2026.

During the FY 2026, Company has granted 3,911,414 stock options under the ESOP Scheme. A detailed report with respect to options exercised, vested, lapsed, exercise price, vesting period is annexed as Annexure E to this report. Further, the ESOP

Scheme is in compliance with SEBI (Share Based

Employee Benefits and Sweat Equity) Regulations,

2021 ("SEBI SBEB Regulations"). The Company formed an irrevocable trust under the name and style of "ACME Employees Welfare Trust" for the purpose of administration of the ESOP Scheme. The ESOP Scheme is implemented and administered through a trust route for extending the benefits to the eligible employees.

The certificate from the Secretarial Auditor of the Company, that the ESOP Scheme has been implemented in accordance with the SEBI SBEB Regulations along with the resolutions passed by the Members, would be available for electronic inspection by the Members at the ensuing 11^th AGM.

Further, the details specified under Regulation 14 of the SEBI SBEB Regulations, are available on the Company's website at https://www.acmesolar. in/shareholders-information

The disclosure 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 as Annexure F to this Report.

The disclosures required under Rule 5(2) and 5(3) of the Companies (Appointment and

Remuneration of Managerial Personnel) Rules, 2014 form a part of this Report. However, as per first proviso to Section 136(1) of the Act and second proviso of Rule 5(3) of the Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Report and Financial Statements are being sent to the Members of the Company excluding the said statement. Any Member interested in obtaining a copy of the said statement may write to the Company Secretary at cs.acme@acme.in.

During the FY 2026, CRISIL has upgraded the credit rating as Crisil AA-/Stable for bank loan facilities of INR 1,500 Crores and ICRA has assigned [ICRA]AA- (Stable) for bank loan facilities of INR

2,500 Crores:

During the year under review:

• There has been no issue of equity shares with differential rights as to dividend, voting or otherwise;

• The Company has not bought back any of its securities;

• The Company has not issued any sweat equity shares;

• The equity shares of the Company have not been suspended from trading by the SEBI and/ or Stock Exchanges;

• There are no applications made or any proceeding pending against the Company under Insolvency and Bankruptcy Code, 2016;

• There was no transfer of unpaid and unclaimed dividend amount and shares to Investor

Education and Protection Fund (IEPF); However, following is the amount of unpaid/unclaimed dividend lying in the unpaid account:-

• There was no such case in which there was 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 Company has complied with the provisions of the Maternity Benefit Act, 1961 and provisions of the Code on Social Security, 2020 pertaining to maternity benefits (as applicable).

During the year under review, the Company and its subsidiaries have been conferred with the awards and accolades:

• ACME Raisar Solar Energy Private Limited (300 MW) and ACME Heergarh Powertech Private Limited

(300 MW) received the Silver Award under the

Large Scale-Manufacturing Category at the 12^th CII Northern Region Environment, Health & Safety (EHS) Award.

• Niranjana Solar Energy Private Limited received the Silver Award for the Industrial Safety Leadership

Award (Category Power & Energy) at the CII Andhra

Pradesh Industrial Safety Excellence Awards.

The Directors would like to place on record their deep appreciation to our shareholders, customers, business partners, vendors, bankers and financial institutions for all the support rendered during the year.

The Directors are thankful to the Government of India, the various ministries of the State Governments, the

Central and State electricity regulatory authorities, communities in the neighbourhood of our operations, municipal authorities and local authorities in areas where we are operational as also other partners and stakeholders, for all the support rendered during the year.

The Board of Directors also extends its heartfelt thanks to the employees of the Company for their dedicated efforts, commitment, and contribution throughout the year, which have been instrumental in driving the Company's progress and performance.

For & on behalf of the Board of Directors of