Interim report
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One with the Sun October 27, 2026 To The Manager, Listing Department BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai-400 001 Scrip Code: 544277 Dear Sir/Madam, To The Manager, Listing Department National Stock Exchange of India Limited Exchange Plaza, C-1 Block G, Bandra - Kurla Complex, Bandra (East) Mumbai -400 051 Trading Symbol: WAAREEENER \ Subject: Outcome of Board Meeting held on October 27, 2026 Pursuant to Regulation 30 and 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing Regulations"), we wish to inform you that, the Board of Directors of the Company at its meeting held today i.e. October 27, 2026 has, inter alia, considered and approved the following business: a. Unaudited Financial Results (Standalone and Consolidated) of the Company for the Quarter and half year ended September 30, 2026 along with the Limited Review Report. The copy of the said Financial Results along with the Limited Review Report issued by the M/s. S R B C & Co. LLP, Statutory Auditor of the Company is enclosed herewith. b. Acquisition of 100% shareholding of Waaree Green Data Centers Private Limited ("WGDCPL") (formerly known as Sunsantional Energy Private Limited) along with its two wholly-owned subsidiaries, namely, Aurovault Data Centers Private Limited and Sunstar Data Centers Private Limited by Waaree Energies Limited ("Company") from its subsidiary Waaree Renewable Technologies Limited ("WRTL"). Details required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR Regulations") read with SEBI Circular No. H0/49/14/14(7)2025- CFD-POD2/l/3762/2026 dated January 30, 2026 ("SEBI Master Circular") are enclosed as Annexure 'A'. The meeting commenced at 02:00 P.M. and concluded at 5:30 P.M. (IST) The above information is also available on the website of the Company i.e. www.waaree.com Kindly take the information on record. Thanking you, Yours faithfully, For Waaree Energies Limited Rajesh Ghanshyam Gaur Company Secretary & Compliance Officer M.No. A34629 WAAREE Energies Ltd. Registered office: 602, Western Edge- 1, Western Express Highway, Borivali (E), Mumbai - 400 066. INDIA Tel: +91- 22-6644 4444, Fax: +91-22-6644-4400, Email: waaree@waaree.com Website: www.waaree.com Corporate Identity Number: L29248MH1990PLCOS9463
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One with the Sun AnnexureA Sr. Particulars Information No. 1. Name of the target entity, details in Waaree Green Data Centers Private Limited along brief such as size, turnover etc with its two wholly-owned subsidiaries, namely, Aurovault Data Centers Private Limited and Sunstar Data Centers Private Limited. 2. Whether the acquisition would fall Yes, the acquisition is a related party transaction. within related partytransaction(s) and whether the promoter/ promoter The Transaction is done at arm's length basis and group/ group companies have any in ordinary course of business. interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at "arm's length 3. Industry to which the entity being Establishing and operating data centers and allied acquired belongs digital infrastructure and cloud services in India and abroad. 4. Objects and impact of acquisition Waaree Energies Limited is evaluating entering (including but not limited to, into the business of developing, owning and disclosure of reasons for acquisition operating data centers, including hyperscale, Al- of target entity, if its business is ready and edge data centers. outside the main line of business of the listed entity 5. Brief details of any governmental or Not Applicable regulatory approvals required for the acquisition; 6. Indicative time period for completion Financial Year 2026 - 27 of the acquisition; 7. Consideration - whether cash Cash Consideration consideration or share swap or any other form and details of the same. 8. Cost of acquisition and/or the price at Rs. 1,00,000 /- at a face value of Rs. 10/- per share which the shares are acquired divided into 10,000 Equity Shares 9. Percentage of shareholding/control 100% acquired and/or number of shares acquired 10. Brief background about the entity 1. Date Qf ln�orgocatiQn: acquired in terms of products/line of • Waaree Green Data Centers Private Limited - business acquired, date of August 30, 2024, incorporation, history of last 3 years in which the • Aurovault Data Centers Private Limited - turnover, country acquired entity has presence and any September 14, 2026 other significant information (in brief); • Sun star Data Centers Private Limited - September 11, 2026 -- 0 €,<1 eAi>.l , r &� "'" r" � .. , -·} E Energies Ltd. ., � 3 ;:;,. �0 office: • • WAARE Registered 602, Western Edge- 1, Western Express Highway, Borivali (E), Mumbai - 400 066. INDIA Tel: +91- 22-6644 4444, Fax: +91-22-6644-4400, Email: waaree@waaree.comWebsite:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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One with the Sun Sr. Particulars Information No. 2. Country of Incorporation: India 3. History/Turnover: All the above mentioned companies are yet to commence operations. WAAREE Energies Ltd. Registered office: 602, Western Edge- 1, Western Express Highway, Borivali (E), Mumbai - 400 066. INDIA Tel: +91- 22-6644 4444, Fax: +91-22-6644-4400, Email: waaree@waaree.comWebsite:www.waaree.com Corporate Identity Number: L29248MH1990PLCOS9463
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SR 8 C& COLLP Chartered Accountants 1st Floor, Block B-7. North Side Nirlon Knowledge Park. Near Hub Mall Off Western Express Highway Goregaon (E). Mumbai - 400 063, India Tel: +9122 6819 8000 Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended Review Report to The Board of Directors Waaree Energies Limited 1. We have reviewed the accompanying statement of Unaudited Consolidated Financial Results of Waaree Energies Limited (the "Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group") for the quarter ended September 30, 2026 and year to date from April 1, 2026 to September 30, 2026 attached herewith (the "Statement"), being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). 2. The Holding Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Holding Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review oflnterim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India ("ICAI''). This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing issued by ICAI and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. We also performed procedures in accordance with the Master Circular issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable. 4. The Statement includes the results of the entities listed in Annexure I. 5. Based on our review conducted and procedures performed as stated in paragraph 3 above and based on the consideration of the review reports of other auditors referred to in paragraph 7 below, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally ,,-;::==,...._accepted in India, has not disclosed the information required to be disclosed in terms of the Listing &co� << -o SR BC & CO LLP, a Limited Liability Partnership with LLP Identity No. AAB-4318 Regd. Office: 22, Camac Street, Block 'B', 3rd f'!oor, "'olk.cua-700 OH,
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SR BC & CO LLP Chartered Accountants Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement. 6. We draw attention to Note 5 to the accompanying Statement with respect to uncertainty related to the outcome of investigation initiated by U.S. Customs and Border Protection on the Holding Company and one of its subsidiaries, for the exports made by the Holding Company in the United States of America and related provisions made in this regard based on management's assessment and legal advice. Pending final outcome of the investigation, no further adjustments have been made to the unaudited consolidated financial results for the quarter and six months ended September 30, 2026. Our conclusion is not modified in respect of this matter. 7. The Statement includes the unaudited interim financial results and other unaudited financial information, in respect of 55 subsidiaries, whose unaudited interim financial results and other unaudited financial information include total assets of Rs. 8,207.76 crores as at September 30, 2026, total revenues of Rs. 1,485.72 crores and Rs. 2,634.62 crores, total net profit after tax of Rs. 99.55 crores and Rs. 239.20 crores, total comprehensive income of Rs. 119.52 crores and Rs. 259.18 crores, for the quarter ended September 30, 2026 and the period ended on that date respectively, and net cash inflows of Rs. 127.53 crores for the period from April 1, 2026 to September 30, 2026, as considered in the Statement which have been reviewed by their respective independent auditors. The independent auditor's reports on unaudited interim financial results and other unaudited financial information of these entities have been furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures in respect of these subsidiaries is based solely on the report of such auditors and procedures performed by us as stated in paragraph 3 above. Our conclusion on the Statement in respect of matters stated in paragraph 7 above is not modified with respect to our reliance on the work done and the reports of the other auditors. 8. The Statement includes unaudited interim financial results and other unaudited financial information in respect of 7 subsidiaries, whose interim financial results and other financial information reflect total assets of Rs. 557.91 crores as at September 30, 2026, and total revenues of Rs. 82.07 crores and Rs. 118.41 crores, total net loss tax of Rs. 8.25 crores and Rs. 15.74 crores, total comprehensive income of Rs. (8.27) crores and Rs. (15.76) crores, for the quarter ended September 30, 2026 and the period ended on that date respectively and net cash outflows of Rs. 16.44 crores for the period from April 1, 2026 to September 30, 2026. The unaudited interim financial results and other unaudited financial information of these subsidiaries have not been reviewed by their auditors and have been approved and furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the affairs of these subsidiaries, is based solely on such unaudited interim financial results and other unaudited financial information. According to the information and explanations given to us by the Management, these interim financial results are not material to the Group. �=:::::::::, ......
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SR BC& CO LLP Chartered Accountants Our conclusion on the Statement in respect of matters stated in paragraph 8 above is not modified with respect to the unaudited interim financial results/ unaudited interim financial information certified by the Management. For S RB C & CO LLP Chartered Accountants ICAI Firm registration number: 324982E/E300003 � per Pri sh Mahesbwari Partner Membership No.: 118746 UDIN: 26118746TVQLUU6432 Mumbai October 27, 2026
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SR BC & CO LLP Chartered Accountants Annexure I - List of entities included in the Unaudited Consolidated Financial Results Holding Company: Waaree Energies Limited Subsidiaries: Sr.No. Name of Entity I Waaree Renewable Technologies Limited 2 Waaree Solar Americas Inc. 3 lndosolar Limited Waaree Green Aluminum Private Limited (formerly known as Blue 4 Ravs Solar Private Limited) 5 Sangam Solar One Private Limited Waaree Forever Energies Private Limited (formerly known as Sangam 6 Solar Four Private Limited) Waaree Clean Energy Solutions Private Limited (formerly known as 7 Sangam Solar Three Private Limited) Waaree Energy Storage Solutions Private Limited (formerly known as 8 Sangam Solar Two Private Limited) 9 Waaneep Solar One Private Limited 10 Waaree Power Private Limited 11 Waasang Solar One Private Limited 12 Waaree Energies Middle East FZE Waaree Renewable Energies Australia Pty Ltd. (De-Registered w.e.f. 13 June I 0, 2026) 14 Sunsational Solar Private Limited Waaree Green Data Centres Private Limited (formerly known as 15 Sunsational Enerzv Private Limited) 16 Sunsational Power Private Limited Waaree Green Glass Private Limited (Formerly known as Impactgrid 17 Renewables Private Limited) 18 Nezero Forever Renewables Private Limited 19 Panchbhuta Energies Private Limited 20 Voltshift Energies Transition Private Limited 21 Green New Delhi Forever Enerzv Private Limited 22 Waaree Forever Energies One Private Limited 23 Waaree Forever Energies Three Private Limited 24 Waaree Forever Energies Four Private Limited 25 Waaree Forever Energies Five Private Limited Waaree Transpower Private Limited (Formerly known as Kotson's 26 Private Limited) Waaree Smart Meters Private Limited (Formerly known as Racemosa 27 Energy (India) Private Limited) 28 Solaris Horizon Energy Private Limited 29 Eco Flux Renewables Private Limited 30 Windora Energy Private Limited ,- �} ,.,,/, � .. '
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SR BC & CO LLP Chartered Accountants Sr.No. Name of Entity 31 Agni Vayu Energy Private Limited 32 Aqua Ray Renewables Private Limited 33 Vayu Shakti Renewables Private Limited 34 Geo Nova Enerzv Private Limited 35 Zephyr Green Power Private Limited 36 Jal Surya Power Private Limited 37 Hydro Bloom Enerzv Private Limited 38 Lumina Greentech Private Limited 39 Prithvi Vayu Green Energy Private Limited 40 Teias Urja Solutions Private Limited 41 Akash Agni Renewables Private Limited 42 Vavu Jal Energy Private Limited 43 Surya Prakriti Power Private Limited 44 Agni Prithvi Renewables Private Limited 45 Jal Vayu Urja Private Limited 46 NetZero Ventures Private Limited 47 Carbon Positive Energy Solutions Private Limited 48 Positive Impact Renewables Private Limited 49 Green Shift Power Ventures Private Limited 50 Carbon Xcelerate Energy Private Limited 51 Future Grid Energy Private Limited 52 Clean Edge Energy Private Limited 53 Future Volt Energy Private Limited 54 Green Rise Projects Private Limited 55 Blue Leaf Power Private Limited 56 Decarbon X Projects Private Limited 57 Sunbreeze Ninth Cloud Private Limited 58 Waaree India Foundation Associated Power Structures Private Limited (formerly known as 59 Associated Power Structures Limited) (w.e.f. June 18, 2026) 60 Waaree Semicon Private Limited 61 WH Clean Fuels Private Limited (incorporated on August 3, 2026) WH Clean Mobility Systems Private Limited (incorporated on August 62 4, 2026) 63 WCES Two Private Limited (incorporated on August 4, 2026) Sunstar Data Centers Private Limited (incorporated on September 11, 64 2026) Aurovault Data Centers Private Limited (incorporated on September 65 14, 2026)
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WAAREE ENERGIES LIMITED Registered Office:- 602, Western Edge-1, Off Western Express Highway, Borivali (East), Mumbai· 400066 CIN No. l29248MH1990PLC059463 Website :� www.waaree.com Email:- investorrelations@waaree.com Tel No: 022-69395500 Statement of Unaudited Consolidated Financial Results for the quarter and six months ended September 30, 2026 Amount in "( Crores unless otherwise stated Three Months Ended Six Months Ended Year Ended Sr. Particulars No. 30--09-2026 30--06-2026 30--09-2025 30-09-2026 30--09-2025 ll--03-2026 Unaudited Unaudited Unaudited Unaudited Unaudited Audited I Income (a) Revenue from operations (Refer note 6) 7,517.74 7,931.79 6,065.64 15.449.53 10,491.47 26,536.77 (bl Other income 147.07 170.81 160.90 317.88 332.25 708.15 Total Income 7,664.81 8,102.60 6,226.54 15,767.41 10,823.72 27,244.92 II Expenses (al Cost of materials consumed 4,715.29 4,843.93 3,198.96 9,559.22 6,161.39 16,910.94 (bl Purchases of stock-in-trade 510.82 525.46 932.62 1,036.28 1,546.64 1,587.71 (c) Changes In inventories of finished goods, stock-in-trade and work-in-progress (62.06) 97.41 (406.78) 35.35 (1,166.85) (1,954.97) (d) Other manufacturing and engineering, procurement and construction (EPC) project expenses 398.03 416.20 229.72 814.23 414.99 1,537.26 (e) Employee benefits expense 184.08 169.86 152.51 353.94 287.79 599.25 (f) Sales, administration and other expenses 436.38 439.01 552.21 875.39 843.79 1,947.94 (g) Finance costs 105.26 70.37 96.08 175.63 139.33 280.50 (h) Depreciation and amortization expense 347.26 329.98 239.76 677.24 421.82 989.72 Total Expenses 6,635.06 6,892.22 4,995.08 13,527.28 8,648.90 21,898.35 Ill Profit before exceptional items and tax (1-11) 1,029.75 1,210.38 1,231.46 2,240.13 2,174.82 5,346.57 IV Less: Exceptional items (Refer note S) (294.78) v Profit before tax (lll+IV) 1,029.75 1,210.38 1,231.46 2,240.13 2,174.82 5,051.79 VI Tax expense (i) Current tax 213.02 297.81 297.85 510.83 514.29 1,205.83 {ii) Tax for earlier years (12.24) (iii) Deferred tax 63.09 20.70 55.40 83.79 9.43 (25.95) VII Net Profit for the period (V·VI) 753.64 891.87 878.21 1,645.51 1,651.10 3,884.15 Net profit attributable to : (a) Owners of the parent company 718.68 850.22 842.55 1,568.90 1,587.75 3,711.30 (b) Non-controlling interest 34.96 41.65 35.66 76.61 63.35 172.85 VIII Other comprehensive Income Items that will be reclassified to statement of profit or loss in subsequent periods (i) Foreign Currency translation reserve (FCTR) 0.06 0.02 (2.871 0.08 (15.02) (1.66) (ii) Income tax effect on (i) above Items that will not be redassified to statement of profit or loss in subsequent periods (i) Remeasurement gain/(loss) of the net defined benefit liability I asset (2.35) 0.03 (2.16) (2.32) (1.83) (1.00) (ii) Equity Instrument through Other Comprehensive income 20.44 (0.01) 20.43 0.37 (iii) Income tax effect on (i) above (0.09) 0.54 (0.091 0.46 0.17 Total other comprehensive lncome/(loss) (net of tax) 18.06 0.04 (4.49l 18.10 (16.39) (2.121 other comprehensive income attributable to : (al Owners of the parent company 17.99 0.04 (4.42) 18.03 (16.32) (2.03) (b) Non-controlling interest O.Q7 (0.07) 0.07 (0.071 (0.09l IX Total Comprehensive Income for the period (Vtl+Vtll) 771.70 891.91 873.72 1,663.61 1,634. 71 3,882.03 Total comprehensive income attributable to : (al Owners of the parent company 736.67 850.26 838.13 1,586.93 1,571.43 3,709.27 (b) Non-controlling interest 35.03 41.65 35.59 76.68 63.28 172.76 x Paid· Up equity share capital (Face value of� 10/- each) 287.65 287.65 287.64 287.65 287.64 287.65 XI Other Equity 14,149.69 XII Eamings per equity share: (Not Annualised for quarter period) • Basic (In �) 24.98 29.56 29.33 54.54 55.27 129.10 - Diluted (In �) . HIFICATIC 24.94 29.50 29.27 54.44 55.11 128.84 �1r.l\1i::n r=r .... ;)[ N BY \ - � le,( ck-co LLP i s R B • i , MUMBAI I> Q, 'i l J
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WAAREE ENERGIES LIMITED Consolidated Statement of Assets and Liabilities CIN No. L29248MH1990PLC059463 Amount in f Crores unless otheiwise stated Asat Asat Particulars September 30, 2026 March 31, 2026 (Unaudited) (Audited) Assets Non-current assets (a) Property, plant and equipmenl 6,624.35 6,046.67 (b) Capital work-in-progress 7,578.33 3,476.15 (c) Right of use assets 1,323.11 1,217.52 (d) Investment property 77.21 15.10 (e) Other intangible assets 940.06 22.27 (Q Intangible assets under development 35.62 0.56 (g) Goodwill 474.09 26.45 (h) Financial assets (i) Investments 337.87 292.31 (ii) Security deposit 61.91 59.86 (iii) Other financial assets 121.89 492.15 (i) Deferred tax assets (net) 133.81 155.83 U) Income tax assets (net) 113.91 107.60 (k) Other non-current assets 656.34 625.90 Total non-current assets 18,478.50 12,538.37 Current assets (a) Inventories 6,259.54 5,855.64 (b) Financial assets (i) Investments 1,838.99 660.53 (ii) Trade receivables 2.455.44 2.492.32 (iii) Cash and cash equivalents 1,086.43 774.16 (iv) Bank balances other than cash and cash equivalents (iii) above 4,802.71 5,954.21 (v) Loans (vi) Other financial assets 1,004.78 717.51 (c) Other current assets 1,903.79 1,122.63 Total current assets 19,351.68 11,m.oo Total Assets 37,830.18 30,115.37 Equity and liabilities Equity (a) Equity share capital 287.65 287.65 (b) Other equity 15,732.02 14,149.69 Equity attributable to owners of the parent company 16,019.67 14,437.34 (c) Non controlling interest 1,280.68 573.55 Total equity 17,300.35 15,010.89 Liabilities Non-current liabilities (a) Financial liabilities 0) Borrowings 2,011.11 815.14 (ii) Lease liabilities 716.98 646.21 0ii) Other financial liabiltties 0.53 (b) Long-term provisions 313.07 254.36 (c) Deferred tax liabilities (net) 368.94 130.32 (d) Other non-current liabilities 1,310.26 550.75 Total non-current liabilities 4,720.89 2,396.78 Current liabilities (a) Financial liabilities (i) Borrowings 2.493.40 1,676.39 (ii) Lease Liabilities 71.09 74.88 (iii) Trade payables - Total outstanding dues of micro enterprises and small enterprises 230.24 159.78 . Total outstanding dues of creditors other than micro enterprises and small enterprises 2,407.73 2,948.03 (iv) Supplier's I Letter of credit · Acceptances 256.98 479.27 (v) Other financial liabilities 2,297.34 1,083.51 (b) Provisions 402.38 360.60 (c) Other current liabilities 7,258.96 5,631.80 (d) Current tax liabilities (net) 390.82 293.44 Total current liabilities 15,808.94 12,707.70 Total equity and liabilities 37,830.18 30,115.37 ,�, 'JCrJTIFICATION SRskcoLLP MUMBAI SIGNE BY
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WAAREE ENERGIES LIMITED Interim Consolidated Statement of Cash flow for the period ended September 30, 2026 CIN No. L29248MH1990PLC059463 Amount in f Crores unless otherwise stated Particulars Period ended Period ended September 30, 2026 September 30, 2025 A. Cash flow from operating activities : Profit before tax 2,240.13 2,174.82 Adjustments to reconcile profit before tax to net cash flows: Depreciation and amortisation expenses 677.24 421.82 Interest expense (including interest expense on lease liabilities) 173.68 99.02 Interest on income tax 1.95 8.50 Interest income (203.98) (278.85) Interest received on financial assets carried at amortised cost (0.42) Net foreign exchange differences (unrealised) 24.57 (9.79) (Profit) I Loss on disposal of property, plant and equipment (4.27) (0.42) Profit on disposal of current investment (45.31) (12.84) Gain on change in fair value of investment (14.18) (0.65) (Reversal) I Provision for doubtful advances (7.34) 3.66 Employee ESOP expenses {netting of lapsed) 1.91 8.93 Provision for warranty 65.55 45.18 Reversal for expected credit losses on financial assets 10.19 (5.661 Operating profit before working capital changes 2,920.14 2,453.30 Add I (Less): adjustments for change in working capital (Increase) I decrease in inventories (61.90) (2,016.71) Increase in trade receivables 553.28 (139.44) (Increase) I decrease in other current financial assets (328.99) (54.31) (Increase) I decrease in other current assets & non current assets (684.91) 123.67 Increase in security deposits (2.05) (31.04) Decrease in provision 25.69 (67.51) Increase in trade payables (775.63) 666.58 Increase I (decrease) in suppliers buyers credit I Letter of credit-acceptances (210.16) 381.61 Increase I (decrease) in other current and non current financial liabilities 119.28 100.00 Increase I (decrease) in other current and non current liabilities 2,359.63 (411.09) Cash generated from operations 3,914.38 1,005.06 Less : Direct taxes paid (net of refund) (437.32) (430.33) Net Cash Inflow from operating activities 3,477.06 574.73 B. Cash flow from investing activities : Acquisition of property, plant and equipment and intangible assets (including capital advances given) (4,327.30) (2,576.28) Proceeds from sale of property, plant and equipment 10.12 43.22 Acquisition of subsidiary (net of cash acquired) (829.02) Loan given - (34.20) Fixed deposits opened (3,813.13) (5,327.35) Fixed deposits matured 5,415.32 5,427.13 Purchase of current and non current investment (8,309.75) (2,035.23) Proceeds from sale of current investment 7,169.02 1,859.23 Interest received 227.97 265.86 Net cash outflow from investing activities {4,456.77) (2,377.62) C. Cash flow from financing activities : Repayment of borrowings (2,503.09) (478.82) Proceeds from borrowings 4,031.52 1,929.78 Proceeds from issue of equity share of subsidiary 2.57 Proceeds from transaction with shareholders (sale of share in subsidiary) 532.03 Repayment of lease liabilities (47.83) (12.35) Interest paid on lease liabilities (41.23) (16.54) Interest paid (157.11) (99.84) Net cash Inflow from financing activities 1,282.26 1,856.83 Net increase in cash and cash equivalents { A+B+C) 302.55 53.94 Add: Cash and cash equivalents at the beginning of period 774.16 509.83 Less : Effect of Foreign Exchange in Cash and Cash Equivalent 9.72 (6.87) Cash and cash equivalents at the end of period 1,086.43 556.90 Components of cash and cash equivalents considered only for the purpose of cash flow statement Particulars. Period ended Period ended September 30, 2026 September 30, 2025 Balance with banks Fixed deposit with original maturity of less than 3 months Cash on hand 192.94 0.43 47.84 0.02 893.06 509.04 Cash and cash equivalents BY SR F R IDHJTIFICATION Bh--�O LLP MUrv1BAI 556.90
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Notes: The above Unaudited consolidated financial results of Waaree Energies Limited ('the Holding Company') and its subsidiaries (together called as 'Group') has been prepared in accordance with the Indian Accounting Standards ('Ind AS') prescribed under Section 133 of the Companies Act, 2013 (the 'Acr). read with the relevant rules issued thereunder and other accounting principles generally accepted in India and in terms of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended. During the year ended March 31, 2025, the Holding Company had completed its Initial Public Offer (IPO) of 2,87,52,095 equity shares of face value off 10 each at an issue price off 1,503 per share (including a share premium off 1,493 per share). The issue comprised of a fresh issue of 2,39,52,095 equity shares aggregating to f 3,600.00 Crores and offer for sale of 48,00,000 equity shares by selling shareholders aggregating to f 721.44 Crores, totalling to f 4,321.44 Crores. Pursuant to the IPO, the equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on October 28, 2024. The Board of Directors of the Holding Company at its meeting held on June 20, 2025 have approved a proposal for the change in location of the projects, from Odisha to Gujarat (for solar cell and module manufacturing capacity) and Maharashtra (for ingot-wafer manufacturing capacity).The given proposal has been approved by the Shareholders by way of a special resolution through a postal ballot effective from August 02, 2025. Further, the total cost of setting up these plants remains in line with the objects of the issue. The Holding Company's share of total offer expenses are estimated to be f 127.30 Crores. The IPO proceeds (net of provisional IPO expenses off 127.30 Crores) which were unutilised as at September 30, 2026 are temporarily invested in fixed deposits of scheduled commercial banks. The utilization of the IPO proceeds in relation to fresh issue is summarized below: (Amount in , Crores) Objects of the issue as per the prospectus read with further amendment of object clause by the Amount to be utilised Utilised amount upto Unutilised amount upto September 30, Shareholders as per the prospectus September 30, 2026 2026 Part finance the cost of establishing the 6GW of Ingot-Wafer, Solar Cell and Solar PV Module 2,775.00 2,049.74 725.26 manufacturing facility in Gujarat and Maharashtra, India by way of an investment in our wholly owned subsidiary, Sangam Solar One Private Limited ("Project') General corporate purpose 697.70 697.70 - Offer related expenses 127.30 90.69 36.61 Total 3,600.00 2.838.13 761.87 3 The Holding Company had entered into a Share Purchase Agreement ('SPA") with Enel Green Power Development S.r.l ("Seller') on January 10, 2025 for acquisition of 100% of the share capital of Enel Green Power India Private Limited ("larger or "EGPIPL") for a total amount of upto � 792.00 crores and as per the price determination mechanism agreed under the share purchase agreement, subject to condition precedents. During the year ended March 31, 2026, the Seller initialed arbitration proceedings against the Holding Company m the International Court of Arbitration ol the International Chamber of Commerce ('ICC"). The Holding Company disputes the allegations and intends to contest the claims. The Request for Arbitration is on Jhe premise of alleged breaches of SPA by the Holding Company and claims for damages and loss of profits said to have been caused by such alleged breaches. The arbitral tribunal has since been constituted, and the arbitration proceedings are currently in progress. 4 The Board of Directors of the Subsidary Company, Waaree Renewable Technologies Limited on January 26, 2026 approved acquisition of 55% of the stake in the equity share capital of Associated Power Structures Private Limited ("APSPL "), engaged in the business of Power transmission and distribution into infrastructure sector for a total consideration of � 1,225.00 crores through primary and secondary transactions. The Subsidiary company on June 18, 2026 completed acquisition of the aforesaid equity shares of APSPL. Consequently, APSPL has become a step down subsidiary of the Holding Company with effect from June 18, 2026. The above results include the financial results of APSPL w.e.f June 18, 2026. As per Ind AS 103, purchase consideration has been allocated on final fair values of assets and liabilities acquired as per valuation report During the previous year, the U.S. Customs and Border Protection ("CBP") formally commenced an investigation against the Holding Company and its subsidiary, Waaree Solar Americas, Inc. under the Trade Facilitation and Trade Enforcement Act of 2015, known as the Enforce and Protect Act (EAPA). The investigation pertains to the origin of components used in solar modules manufactured by the Holding Company in India and exported to United States of America (USA) and related duties applicable thereon since January 2021. Based on external legal advice and management's assessment. the Holding Company recognised a provision of , 294. 78 Crores (USO 32. 782 million). Further, the Holding Company based on its best estimates perfected its prior disclosure with CBP. During the period ended September 30, 2026, the Holding Company has received notice of determination or evasion ('Notice'). Based on the Notice. the CBP has identified certain entries which are covered under AD/CVD orders. The Holding Company has filed to seek administrative review of the Notice and is awaiting response on the same. Pending final outcome, no further adjustments have been made to these consolidated financial results. Following the verdict issued by Supreme Court of USA, declaring the reciprocal duties levied on exporters as unlawful and based on the status of refund claims accepted by CBP, the Group during the period has recognised income in relation to refund of reciprocal duties levied under IEEPA tariffs or� 360.40 crores (net of amount due to customer) as other operating revenue and f 25.13 crores as a reduction from cost of asset and inventory. 7 The Income - tax authorities ('the department') had conducted investigation on the Holding Company and its subsidiary during the month of November 2025 at their offices and facilities of the Holding Company and its subsidiary in India. The Holding Company and its subsidary have submitted the requested information to the department and responded to the further requests and queries raised, in the process. During the quarter, the Holding Company and its subsidiary has received notice or filling a tax return as per the provisions of section 158 BC of the Income Tax Act. 1961 which has been duly filed. 8 During the quarter, the Board of Directors of the Holding Company ('Amalgamated Company' or 'Transferee Company" or 'Company") vide its resolution dated September 23, 2026, approved the Scheme or Amalgamation of the Holding Company's subsidiary lndosolar Limited ('Amalgamating Company') with the Holding Company pursuant to Sections 230 to 232 and other applicable provisions or the Companies Act. 2013 ('Act') read with the rules framed thereunderw.e.f. appointed date April 1, 2026. Upcn the Scheme becoming effective, the Amalgamated Company will issue and allot to the equity shareholders of the Amalgamating Company (other than Amalgamated Company), 1 equity share of the race value of , 10 each fully paid of the Amalgamated Company, for every 11 equity shares of the face value of , 10 each fully paid held by them in the Amalgamating Company. Equity Shares held by the Amalgamated Company in the Amalgamating Company shall stand cancelled and extinguished. The Amalgamated Company and Amalgamating Company has filed necessary applications for seeking no-objectons certificates from BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) for the Scheme. The proposed Scheme is further subject to necessary statutory and regulatory approvals under the applicable laws. including approval of the jurisdictional Hon'ble National Company Law Tribunal ('NCLT"). 9 The above results have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on October 27, 2026. 10 The full text of Waaree Energies Limited unaudited consolidated financial results releases is available in the Investors section of our website at www.waaree.com and is also available on www.bseindia.com and www.nseindia.com. SIGNED FrtOfNTIFICATION BY SRB COL�- MUMBAI Hitesh P Mehta Whole Time Director (DIN 00207506) Place: Mumbai Date: October 27, 2026 _ __,
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SR BC & COLLP Chartered Accountants 1st Floor, Block B-7, North Side Nirlon Knowledge Park, Near Hub Mall Off Western Express Highway Goregaon (E), Mumbai - 400 063, India Tel: +9122 6819 8000 Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended Review Report to The Board of Directors Waaree Energies Limited l. We have reviewed the accompanying statement of unaudited standalone financial results of Waaree Energies Limited (the "Company") for the quarter ended September 30, 2026 and year to date from April l, 2026 to September 30, 2026 attached herewith (the "Statement"), being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). 2. The Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 (Ind AS 34), "[nterim Financial Reporting", prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India (''ICAI"). This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing issued by ICAI and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 4. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards (Tnd AS') specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement. SR BC & CO LLP, a Limited Liability Partnership with LLP Identity No. AAB-4318 Regd. Office: 22, Camac Street. Block 181, 3rd Floor, Kolkaca-700 016
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SR BC & CO LLP Chartered Accountants 5. We draw attention to Note 5 to the accompanying Statement with respect to uncertainty related to the outcome of investigation initiated by U.S. Customs and Border Protection on the Company and one of its subsidiaries, for the exports made by the Company in the United States of America and related provisions made in this regard based on management's assessment and legal advice. Pending final outcome of the investigation, no further adjustments have been made to the unaudited standalone financial results for the quarter and six months ended September 30, 2026. Our conclusion is not modified in respect of these matters. For S R B C & CO LLP Chartered Accountants ICAI Firm registration number: 324982E/E300003 (� per Prit sh Maheshwari Partner Membership No.: 118746 UDIN: 26l 18746UEQKNQ4666 Mumbai October 2 7, 2026
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WAAREE ENERGIES LIMITED Registered Office:- 602, Western Edge-1, Off Western Express Highway, Borivali (East), Mumbai· 400066 CIN No. L29248MH1990PLC059463 Website :- www.waaree.com Email:· investorrelations@waaree.com Tel No: 022-69395500 Statement of Unaudited Standalone Financial Results for the quarter and six months ended September 30, 2026 Amount in f Crores unless otherwise stated Sr. Three Months Ended Six Months Ended Year Ended No. Particulars 30-09-2026 30-06-2026 30-09-2025 30-09-2026 30-09-2025 31-03-2026 Unaudited Unaudited Unaudited Unaudited Unaudited Audited I Income (a) Revenue from operations (Refer note 6) 4,577.55 6,221.67 4,581.84 10,799.22 7,951.76 20,990.51 (b) Other income 181.59 194.92 734.54 376.51 931.72 1,387.07 Total income 4,759.14 6,416.59 5,316.38 11,175.73 8,883.48 22,377.58 II Expenses (a) Cost of materials consumed 3,173.71 3,887.74 2,927.70 7,061.45 5,616.84 13,758.38 (b) Purchases of stock-in-trade 71.82 650.70 79.72 722.52 205.49 593.51 (c) Changes in inventories of finished goods, stock-in-trade and work-in-progress (96.85) (131.05) (207.56) (227.90) (980.28) (995.16) ( d) Other manufacturing expenses 167.51 366.63 180.28 534.14 327.38 913.14 (e) Employee benefits expense 83.41 91.73 84.67 175.14 165.21 334.74 (f) Sales.administration and other expenses 244.23 317.64 474.93 561.87 725.81 1,604.77 (g) Finance costs 41.11 41.04 57.64 82.15 91.40 198.60 (h) Depreciation and amortization expense 191.12 199.23 183.06 390.35 312.73 706.72 Total expenses 3,876.06 5,423.66 3,780.44 9,299.72 6,464.58 17,114.70 Ill Profit before exceptional items & tax (1·11) 883.08 992.93 1,535.94 1,876.01 2,418.90 5,262.88 IV Less : Exceptional items (Refer note 5) . . . . . (294.78) v Profit before tax (lll+IV) 883.08 992.93 1 535.94 1 876.01 2 418.90 4 968.10 VI Tax Expense (i) Current tax 173.89 248.52 331.05 422.41 518.72 1,110.83 (ii) Deferred tax 38.31 5.31 45.36 43.62 80.76 94.81 VII Net Profit for the period (V-VI) 670.88 739.10 1159.53 1409.98 1 819.42 3 762.46 VIII Other Comprehensive Income (OCI) Items that will not be reclassified into profit or loss in subsequent periods - Remeasurement of the net defined benefit liability I asset (2.57) (0.02) (1.12) (2.59) (1.45) (0.10) - Income tax effect on above 0.64 0.01 0.29 0.65 0.37 0.02 Other Comprehensive Income for the period (1.93) (0.01) (0.83) (1.94) (1.08) (0.08) IX Total Comprehensive Income I (Loss) for the period (Vll+VIII) 668.95 739.09 1158.70 1408.04 1,818.34 3,762.38 x Paid • Up equity share capital ff ace value off 10/· each) 287.65 287.65 287.64 287.65 287.64 287.65 XI Other Equity 12,842.01 XII Earnings per equity share: (Not annualised for quarter period) - Basic (In �) 23.33 25.69 40.36 49.02 63.33 130.88 - Diluted (In �) 23.27 25.65 40.28 48.92 63.16 130.62 SIGNED FOR IDEr\lTIFICATION BY \J SR B � CO LLP MUMBAI
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WAAREE ENERGIES LIMITED Standalone Statement of Assets and Liabilities as at September 30, 2026 CIN No. L29248MH1990PLC059463 Amount in f Crores unless otherwise stated Particulars Assets (1) Non-current assets (a) Property, plant and equipment (b) Capital work-in-progress (c) Right of use assets (d) Investment property (e) Other intangible assets (f) Financial assets (i) Investments (ii) Security deposit (iii) Loans (iv) Other financial assets (g) Income tax assets (net) (h) Other non-current assets Total non-current assets (2) Current assets (a) Inventories (b) Financial assets (i) Current investments (ii) Trade receivables (iii) Cash and cash equivalents (iv) Bank balances other than cash and cash equivalents (iii) above (v) Other financial assets ( c) Other current assets Total current assets Total assets As at As at September 30, 2026 March 31, 2026 (Unaudited) (Audited) 3,761.48 3,946.26 359.74 701.42 174.60 173.06 174.95 176.06 363.58 3.77 5,633.75 2,812.34 11.54 15.67 2,924.60 4,144.63 34.75 18.68 73.70 73.70 34.23 58.03 13,546.92 12,123.62 3,312.78 3,934.10 1,557.85 13.48 1,324.49 1,929.63 451.77 187.82 2,523.85 3,888.76 196.22 317.15 600.13 734.35 9,967.09 11,005.29 23,514.01 23,128.91 759.61 244.63 179.94 174.83 262.69 231.20 130.31 87.34 356.11 316.26 1,688.66 1,054.26 Equity and liabilities (1) Equity (a) Equity share capital (b) Other equity Total equity Liabilities (2) Non-current liabilities (al Financial liabilities (i) Borrowings (ii) Lease liabilities {b) Long-term provisions (c) Deferred tax liabilities (net) (d) Other non-current liabilities Total non-current liabilities 287.65 14,251.35 14,539.00 287.65 12,842.01 13,129.66 302.70 1,575.61 19.50 19.69 69.31 85.67 1,216.33 2,230.26 182.15 446.44 559.87 515.71 282.93 281.68 4,308.32 3,546.87 345.24 243.06 7,286.35 8,944.99 23,514.01 23,128.91 "'r,�....: ti n--------+----------, : Q. Total equity and liabilities ... ti.A I I fl/IR a I (3) Current liabilities (a) Financial liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables Total outstanding dues of micro enterprises and small enterprises Total outstanding dues of creditors other than micro enterprises and small enterprises (iv) Supplier's credit I Letter of credit - acceptances �������������--, (v) Otherfinancialliabilities SIGNED Fr.OENTIFICATION (b) Provisions BY ( c) Other current liabilities (d) Current tax liabilities (net) Total current liabilities S R B C & C O L L p
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WAAREE ENERGIES LIMITED Unaudited Standalone Cash Flow Statement for the six months period ended September 30, 2026 CIN No. L29248MH1990PLC059463 Amount in f Crores unless otherwise stated Particulars Six months ended Six months ended September 30, 2026 September 30, 2025 A. Cash flow from operating activities : Profit before tax 1,876.01 2,418.90 Adjustments to reconcile profit before tax to net cash flows: Depreciation and amortisation expenses 390.40 312.73 Interest expense (including interest expense on lease liabilities) 80.25 5805 Interest on income tax 1.91 8.38 Interest income (276.12) (359.63) Interest received on financial assets carried at amortised cost (0.40) Net foreign exchange differences (unrealised) 9.27 (0.10) Loss on disposal of property, plant and equipment 0.08 0.18 Profit on sale of investment (35.91) (533.92) Gain on change in fair value of investment (7.56) (0.41) Allowance I (Reversal) for credit losses on financial assets 1.64 12.02 (Reversal) I Provision for doubtful advance (7.34) 3.94 Provision for warranty 42.14 38.17 Employee ESOP expenses 1.30 8.68 Operating profit before working capital changes 2,076.07 1,966.59 Add I (Less) : Adjustments for change in working capital (Increase) I decrease in inventories 621.31 (1,372.86) (Increase) I decrease in trade receivables 589.94 104.66 (Increase) I decrease in other financial assets and security deposits 83.80 (25.29) (Increase) I decrease in other current and non-current assets 130.80 42.76 Increase I (decrease) in provision (3.64) (78.99) Increase I (decrease) in Supplier's credit I Letter of credit - acceptances (249.14) 151.71 Increase in trade payables (1,027.01) 206.14 Increase I (decrease) in other current and non-current financial liabilities 117.38 100.33 Increase I (decrease) in other liabilities 801.30 (208.05) Cash generated from operations 3,140.81 887.00 Less : Direct taxes paid (net of refund) (322.14) (372.13) Net cash inflow from operating activities 2,818.67 514.87 B. Cash flow from investing activities : Acquisition of property, plant and equipment I intangible assets (including capital advances given) (253.24) (628.21) Proceeds from sale of property, plant and equipment 4.64 1.61 Loans received back 1,673.71 245.07 Loans given (453.69) (1,841.71) Purchase of current investment (7,320.50) (1,356.42) Proceeds from sale of current investment 5,819.60 2,431.19 Proceeds from sale of investment in subsidiary (532.03) Investment in subsidiary (2,821.41) (300.03) Interest received 301.28 349.96 Fixed deposits opened (1,752.97) (4,784.60) Fixed deposits matured 3,102.05 5,123.84 Net cash outflow from investing activities (1,700.53) {1,291.33) C. Cash flow from financing activities : Proceeds from borrowings 1,581.00 1,360.23 Repayment of borrowings (2,340.93) (448.54) Proceeds from issue of equity shares 2.57 Share application money pending allotment (0.00) Repayment of lease liabilities (8.32) (23.43) Interest paid (87.55) (66.38) Interim Dividend paid (8.12) (8.90) Net cash inflow from financing activities (863.92) 815.55 Net Increase in cash and cash equivalents ( A+B+C) 254.22 39.09 Add: Cash and cash equivalents at the beginning of year 187.82 322.51 Add: Effect of foreign exchange on cash and cash equivalents 9.73 6.87 Cash and cash equivalents at the end of year 451.77 368.47 Particulars Cash on hand Balance with banks Fixed deposit with ori inal maturity of less than 3 months Cash and cash uivalents IDENTIFICATION SR BC & CO LLP MUMBAr-- As at September 30, 2026 0.01 414.91 36.85 451.77 Components of cash and cash e uivalents considered on! for the u ose of cash flow statement
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Notes: The above Unaudited standalone financial results of Waaree Energies Limited {'the Company") has been prepared in accordance with the Indian Accounting Standards {'Ind AS") prescribed under Section 133 of the Companies Act, 2013 {the "Act"). read with the relevant rules issued thereunder and other accounting principles generally accepted in India and in terms of Regulation 33 of the Securities and Exchange Board of India {Listing Obligations and Disclosure Requirements) Regulations,2015, as amended. 2 The Company has identified 'Manufacturing & Trading of Solar Photovoltaic Cell/ Modules' and "Power Generation" as its reportable segment in accordance with the requirements of Ind AS 108, 'Operating Segments'. The information related to disclosures of operating segments required under IND AS 108 - 'Operating Segments' is given by the Company in unaudited consolidated financial results. Accordingly, no separate segment infomnation has been provided in unaudited slandalone financial results. During the year ended March 31, 2025, the Company had completed its Initial Public Offer (IPO) of 2,87,52,095 equity shares of face value of i!' 10 each at an issue price of i!' 1,503 per share (including a share premium of i!' 1,493 per share). The issue comprised of a fresh issue of 2,39,52,095 equity shares aggregating to i!' 3,600.00 crores and offer for sale of 48,00,000 equity shares by selling shareholders aggregating to i!' 721.44 crores, totalling to i!' 4,321.44 crores. Pursuant to the IPO, the equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and BSE Limited {BSE) on October 28, 2024. The Board of Director's at its meeting held on June 20, 2025 had approved a proposal for the change in location of the Project, from Odisha to Gujarat (for solar cell and module manufacturing capacity) and Maharashtra {for ingot-wafer manufacturing capacity). The given proposal has been approved by the Shareholders by way of a special resolution through a postal ballot effective from August 02, 2025. Further, the total cost of setting up these plants remains in line with the objects of the issue. The Company's share of total offer expenses are estimated to be i!' 127.30 crores. The IPO proceeds (net of provisional IPO expenses of i!' 127.30 crores) which were unutilised as at September 30, 2026 are temporarily invested in fixed deposits of scheduled commercial banks. The utilization of the IPO proceeds in relation to fresh issue is summarized below: Amount in i!' crores Objects of the issue as per the prospectus read with further amendment of object clause by Amount to be utilised Utilised amount upto Unutilised amount upto the Shareholders as per the prospectus September 30, 2026 September 30, 2026 Part finance the cost of establishing the 6GW each of Ingot-Wafer, Solar Cell and Solar PV 2,775.00 2,049.74 725.26 Module manufacturing facility in Gujarat and Maharashtra, India by way of an investment in our wholly owned subsidiary, Sangam Solar One Private Limited {'Projecr) General corporate purpose 697.70 697.70 Offer related expenses 127.30 90.69 36.61 Total 3 600.00 2,838.13 761.87 4 The Company had entered into a Share Purchase Agreement {"SPA') with Enel Green Power Development S.r.l ('Seller') on January 10, 2025 for acquisition of 100% of the share capital of Enel Green Power India Private Limited ('Target' or 'EGPIPL') for a total amount of upto i!' 792.00 crores and as per the price determination mechanism agreed under the share purchase agreement, subject to condition precedents. During the year ended March 31, 2026, the Seller initiated arbitration proceedings against the Company in the International Court of Albitration of the International Chamber of Commerce ('ICC'). The Company disputes the allegations and intends to contest the claims. The Request for Arbitration is on the premise of alleged breaches of SPA by the Company and claims for damages and loss of profits said to have been caused by such alleged breaches. The arbitral tribunal has since been constituted, and the arbitration proceedings are currently in progress. During the previous year, the U.S. Customs and Border Protection {"CBP') formally commenced an investigation against the Company and its subsidiary, Waaree Solar Americas, Inc. under the Trade Facilitation and Trade Enforcement Act of 2015, known as the Enforce and Protect Act {EAPA). The investigation pertains to the origin of components used in solar modules manufactured by the Company in India and exported to United States of America {USA) and related duties applicable thereon since January 2021. Based on external legal advice and management's assessment, the Company recognised a provision of i!'294.78 crores (USD 32.782 million). Further, the Company based on its best estimates perfected its prior disclosure with CBP. During the period ended September 30, 2026, the Company has received notice of determination of evasion ('Notice'). Based on the Notice, CBP has affirmed the Company position about not using the Chinese cell in the export of goods to USA over the period covered by investigation. However, the CBP has highlighted certain entries within identified period that require further review under AD/CVD orders. The Company has filed to seek administrative review of the Notice and is awaiting response on the same. Pending final outcome, no further adjustments have been made to these standalone financial results. 6 Following the verdict issued by Supreme Court of USA, declaring the reciprocal duties levied on exporters as unlawful and based on the status of refund claims accepted by CBP, the Company during the period has recognised income in relation to refund of reciprocal duties levied under IEEPA tariffs of i!' 282.30 crores (net of amount due to customer) as other operating revenue. SIGNED FtlDENTIFICATION BY S R B CO LLP MUMBAI
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The Income tax authorities ('the department') had conducted investigation on the Company during the month of November 2025 at their offices and facilities of the Company and its subsidiary in India. The Company and its subsidiary have submitted the requested information to the department and responded to the further requests and queries raised in the process. During the quarter, the Company has received notice of filing a tax return as per the provisions of section 158BC of the Income Tax Act, 1961 which has been duly filed. 8 During the quarter, the Board of Directors of the Company (" Amalgamated Company" or "Transferee Company" or "Company") vide its resolution dated September 23, 2026, approved the Scheme of Amalgamation of the Company's subsidiary lndosolar Limited ("Amalgamating Company") with the Company pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ("Act') read with the rules framed thereunder w.e.f. appointed date April 1, 2026. Upon the Scheme becoming effective, the Amalgamated Company will issue and allot to the equity shareholders of the Amalgamating Company (other than Amalgamated Company), 1 equity share of the face value of� 10 each fully paid of the Amalgamated Company, for every 11 equity shares of the face value of� 10 each fully paid held by them in the Amalgamating Company. Equity Shares held by the Amalgamated Company in the Amalgamating Company shall stand cancelled and extinguished. The Company has filed necessary applications for seeking no-objections certificates from BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) for the Scheme. The proposed Scheme is further subject to necessary statutory and regulatory approvals under the applicable laws, including approval of the jurisdictional Hon'ble National Company Law Tribunal ("NCLT"). 9 The above results have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on October 27, 2026. 1 O The full text of Waaree Energies Limited unaudited standalone financial results releases is available in the Investors section of our website at www.waaree.com and is also available on www.bseindia.com and www.nseindia.com. For and on behalf of the Board of Directors of Waaree Energies Limited SIGNED FOrOE TIFICATION BY SRB COLLP MUMBAI Hitesh P Mehta Whole Time Director (DIN 00207506) Place: Mumbai Date: October 27, 2026