For Financial Year 2025-26

BOARD'S REPORT

Dear Shareholders,

The Board of Directors of the Company (hereinafter referred to as the Board) hereby present its 9th Board's Report ("Report") on the business, operations, and performance of Ola Electric Mobility Limited ("the Company" or "OEM") together with the audited financial statements for the financial year ended (Standalone and Consolidated) on March 31, 2026.

This Report has been prepared in compliance with the applicable provisions of the Companies Act, 2013, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) ("Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended ("SEBI Listing Regulations").

The key financial highlights of the Company on a standalone and consolidated basis are as follows:

1. FINANCIAL HIGHLIGHTS

(4in Crores except per share data)

2. STATE OF COMPANY'S AFFAIRS / OVERVIEW:

Financial year 2025-26 was a year of structural reset for the Company. Against a backdrop of slower electric twowheeler penetration, heightened competitive intensity and service-related execution challenges, the Company recalibrated its operating model from rapid expansion towards sustainable growth, stronger unit economics and greater cash discipline.

During the year, the Company focused on strengthening service operations, improving product quality, rationalising its retail footprint, reducing operating costs and progressing Cell manufacturing from validation to commercial deployment. While these actions were undertaken against lower volumes, they established a leaner and more scalable foundation for future growth.

Despite the operating challenges, the Company achieved several important milestones:

• Margin Expansion and Improved Cash Flow:

Consolidated gross margin increased from 17.9% in FY25 to 30.6% in FY26, with Q4 FY26 gross margin reaching 38.5%. Consolidated cash flow from operations improved from negative ^2,391 crore in FY25 to negative ^775 crore in FY26, while Q4 FY26 became the Company's first positive operating cashflow quarter.

• Operating Model Reset: Consolidated operating expenses, reduced from ^779 crore in Q4 FY25 to ^383 crore in Q4 FY26. This improvement was driven by network rationalisation, higher workforce productivity, automation, tighter operating governance and a leaner corporate cost structure.

• Service Stabilisation: The Company materially strengthened its service operations through improved parts availability, higher technician productivity, stronger repair capabilities and tighter daily governance. Average service turnaround time reduced by approximately 88%, while the service

backlog and parts pendency also reduced materially. Warranty expenditure declined from ^555 crore in FY25 to ^59 crore in FY26, supported by improved service execution and the stronger quality profile of Gen 3 products.

• Product and Technology Maturity: Gen 3 became the foundation of the Company's product portfolio, delivering improved quality, lower warranty requirements and stronger unit economics. The Company also expanded the use of AI across sales, registration, fulfilment, service, warranty processing and Cell R&D, supporting a leaner and more scalable operating model.

• Progress in Cell Manufacturing: The Company commenced commercial deployment of its indigenously developed 4680 Bharat Cell in vehicles delivered to customers. The Gigafactory operated at approximately 2.5 GWh capacity during the year, with the installation required for the 6 GWh scale-up substantially completed. This marked the transition of the Cell business from technology validation towards commercial manufacturing and integration.

• Entry into Energy Storage: The Company launched Shakti, its distributed energy-storage product developed using in-house Cell technology. The Company also progressed Mahashakti for commercial, industrial and utility-scale storage, expanding the potential application of its Cell platform beyond electric mobility.

As FY2025-26 concludes, the Company has a materially lower operating-cost base, stronger gross margins, improved service capabilities and manufacturing infrastructure already in place across the Auto and Cell businesses. The focus in FY2026-27 will be on rebuilding volumes and market share, maintaining service consistency, expanding distribution, increasing utilisation of existing manufacturing capacity and improving operating cash generation.

In the Cell business, the Company will focus on commissioning and utilising the 6 GWh Gigafactory and building demand across captive Auto consumption, distributed and utility-scale energy storage, external Cell sales and specialised applications. These priorities are expected to support the Company's evolution into an integrated mobility and energy business while maintaining disciplined capital allocation and a continued focus on sustainable growth.:

3. REPORT ON THE PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:

As on March 31, 2026, the Company has a total of five (5) subsidiaries, comprising of three (3) Indian subsidiaries and two (2) foreign subsidiaries. In addition, the Company has five (5) step-down foreign subsidiaries. The Company does not have any associate companies or joint venture entities as on the date of this Report.

The details of the Company's subsidiaries are as follows

During the financial year under review, the Company did not incorporate, liquidate, close, or strike off any subsidiary, joint ventures or associate companies. Additionally, there were no divestments or reductions in stake in any of the Company's subsidiaries provided above.

There has been no material change in the nature of the business of the subsidiary companies during the year.

Report on Subsidiary of Company: Pursuant to the provisions of Section 129 (3) of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements and highlights of the performance of the subsidiaries is provided in Form AOC-1, which is annexed to this Report and marked as Annexure-I and forms an integral part of this Report.

Financial Statements of Subsidiaries: The financial and operational contributions of the subsidiaries have been consolidated and disclosed in the consolidated financial statements of the Company for the financial year ended March 31, 2026, which forms part of this Annual Report.

In accordance with the provisions of Section 136 of the Act, the audited standalone financial statements of the Company's subsidiaries are available on the Company's website at: https://www.olaelectric.com/ investor-relations/financials

Policy for Material Subsidiary: Pursuant to Regulation 16(1)(c) of the SEBI Listing Regulations and in accordance with the Company's policy for Determining Material Subsidiaries, Ola Electric Technologies Private Limited and Ola Cell Technologies Private Limited continue to be identified as material subsidiaries of the Company. The said policy is available on the Company's website at https://www.olaelectric.com/ investor-relations/policies

Consolidated Financial Statements- The Consolidated Financial Statements of the Company and its subsidiaries prepared in accordance with the Act and applicable Indian Accounting Standards along with all relevant documents and the Auditors' Report forms part of the Annual Report and the audited consolidated financial statements of the Company are available on the Company's website at: https://www.olaelectric. com/investor-relations/financials.

4. CHANGE IN NATURE OF BUSINESS:

During the financial year under review, there has been no change in the nature of the business carried out by the Company.

5. DIVIDEND AND DIVIDEND DISTRIBUTION POLICY:

During the financial year under review, the Board has not recommended any dividend on Equity Shares.

In accordance with Regulation 43A of the SEBI Listing Regulations, the Company has formulated a Dividend Distribution Policy to provide a clear framework for dividend distribution to its stakeholders. The Policy outlines various internal and external factors that the Board will consider while determining dividend payouts.

The Dividend Distribution Policy is available on the Company's website at: https://www.olaelectric.com/investor-relations/policies

6. TRANSFER TO RESERVES:

During the financial year under review, the Company did not transfer any amount to the reserves.

7. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND & UNPAID DIVIDEND:

During the financial year under review, the Company did not transfer any funds or equity shares to the Investor Education and Protection Fund (IEPF) pursuant to the provisions of Section 125 of the Act. The Company also does not have any unclaimed dividend pending transfer to the Unpaid Dividend Account.

8. CAPITAL STRUCTURE:

During the financial year under review, there is no change in the authorised, issued, subscribed and paid up share capital of the Company

Authorized Share Capital: The Authorized Share Capital of the Company as on March 31, 2026, is INR 8318,49,98,850 (Indian Rupees Eight Thousand Three Hundred Eighteen Crore Forty-Nine Lakh Ninety-Eight Thousand Eight Hundred Fifty only), divided into:

i. 479,66,26,443/- (Four Hundred Seventy-Nine Crores, Sixty-Six Lakhs, Twenty-Six Thousand, Four Hundred Forty-Three) equity shares of face value INR 10/- (Indian Rupees Ten only) each;

ii. 43,81,62,753 (Forty-Three Crore Eighty-One Lakh Sixty-Two Thousand Seven Hundred Fifty-Three) Series A compulsorily convertible preference shares of face value INR 10/- each;

iii. 14,25,44,269 (Fourteen Crore Twenty-Five Lakh Forty-Four Thousand Two Hundred Sixty-Nine) Series A1 compulsorily convertible preference shares of face value INR 10/- each;

iv. 84,70,75,656 (Eighty-Four Crore Seventy Lakh Seventy-Five Thousand Six Hundred Fifty-Six) Series B compulsorily convertible preference shares of face value INR 10/- each;

v. 24,08,23,765 (Twenty-Four Crore Eight Lakh Twenty-Three Thousand Seven Hundred Sixty-Five) Series C compulsorily convertible preference shares of face value INR 10/- each;

vi. 4,50,44,769 (Four Crore Fifty Lakh Forty-Four Thousand Seven Hundred Sixty-Nine) Series C1 compulsorily convertible preference shares of face value INR 10/- each;

vii. 15,00,00,000 (Fifteen Crore) Series D Compulsorily Convertible Preference Shares of face value INR 10/- each; and

viii. 165,82,22,230 (One Hundred Sixty-Five Crore Eighty-Two Lakh Twenty-Two Thousand Two Hundred Thirty) Series E compulsorily convertible preference shares of face value INR 10/- each

Issued, Subscribed and Paid Up Share Capital: The

Issued, Subscribed and Paid Up Share Capital of the Company as on March 31, 2026 is INR 4410,82,98,850/- (Indian Rupees Four Thousand Four Hundred Ten Crores Eighty-Two Lakh Ninety-Eight Thousand Eight Hundred Fifty Only) divided into 441,08,29,885 (Four Hundred Forty-One Crore Eight Lakh Twenty-Nine Thousand Eight Hundred Eighty-Five Only) equity shares of Rs. 10/- each.

Equity shares with differential rights and sweat equity shares: During the financial year under review, the Company did not issue any equity shares with differential rights as to dividend, voting or otherwise, nor did it issue any sweat equity shares, in accordance with the provisions of the Act and applicable rules made thereunder.

9. DEBENTURES:

As on March 31, 2026, the Company had 61,000 Redeemable Non-Convertible Debentures (NCD) having a face value of INR 100,000 (Indian Rupees one lakh only) each.

The Company does not have any outstanding bonds / warrants / other non-convertible securities.

10. CORPORATE SOCIAL RESPONSIBILITY:

In terms of the provisions of Section 135 of the Act, read with Companies (Corporate Social Responsibility Policy) Rules, 2014, (as amended) the Board has constituted a Corporate Social Responsibility ("CSR") Committee. Further, in view of the losses incurred by the Company during the previous financial year, the Company has no obligation for spending CSR during the financial year.

The Company has in place a CSR Policy that articulates its philosophy and approach towards fulfilling its social responsibility. The policy lays down the guiding principles and mechanisms for undertaking socially impactful programs that promote the welfare and sustainable development of the community, especially in areas surrounding the Company's operations. The CSR Policy is available on the Company's website at: https://www.olaelectric. com/investor-relations/policies.

The Annual Report on CSR activities for the financial year 2025-26, prepared in accordance with Sections 134 and 135 of the Act read with Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 (as amended) and Rule 9 of the Companies (Accounts) Rules, 2014, is annexed to this Report and marked as Annexure-II.

11. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

In accordance with the provisions of Section 177(9) and 177(10) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, and Regulation 22 of the SEBI Listing Regulations, the Company has established a Vigil Mechanism and adopted a Whistle Blower Policy.

The Company is committed to upholding the highest standards of integrity, transparency, professionalism, and ethical conduct in all its dealings. The Whistle Blower Policy provides a framework and mechanism for directors, employees, and other stakeholders to report genuine concerns regarding unethical behavior, actual or suspected fraud, or violations of the Company's Code of Conduct, without fear of retaliation. The Policy also ensures direct access to the Chairperson of the Audit Committee.

The Whistle Blower Policy is available on the Company's website at:

https://www.olaelectric.com/investor-relations/ disclosures-under-regulation-46-of-lodr

During the financial year under review, the Company did not receive any complaints under the Vigil Mechanism.

12. RISK MANAGEMENT:

The Company has in place a comprehensive Risk Management Policy, which provides an effective framework for identifying, assessing, mitigating, reporting, and periodically reviewing critical risks that may affect the Company's objectives or continuity. The policy is available on the Company's website at: https://www. olaelectric.com/investor-relations/policies.

The Company's business units and corporate functions follow a structured and institutionalised approach to risk management, aligned with its overall strategic goals. The Risk Committee oversees the organization's overall risk management process through our Enterprise Risk Management program. The Risk Management Committee reviews key business risk areas, encompassing operational, financial, strategic, and regulatory aspects including the mitigation strategies. The Risks and its management is currently handled by the Internal Audit team. The Risks are periodically presented to the Management and the Audit Committee.

The composition and key terms of reference of the Risk Management Committee have been discussed in detail in the Management Discussion and Analysis section and Corporate Governance Report which forms an integral part of the Annual Report.

13. AUDITORS & REPORTS:

A. Statutory Auditors: M/s. B S R & Co. LLP, Chartered Accountants (ICAI Firm Registration No.: 101248W/ W-100022), were appointed as the Statutory Auditors of the Company for a term of five (5) years, from the conclusion of the 5th Annual General Meeting until the conclusion of the 10th Annual General Meeting, to be held in the year 2027.

Pursuant to the provisions of Sections 139 and 141 of the Act, and the relevant rules made thereunder, the Statutory Auditors have confirmed that they are eligible and not disqualified to continue as Auditors of the Company. They have also confirmed that they have undergone the peer review process conducted by the Institute of Chartered Accountants of India (ICAI) and hold a valid certificate issued by the Peer Review Board of the ICAI.

The Statutory Auditors have issued an unmodified opinion on the standalone financial statements of the Company for FY 2025-26. The Statutory Auditors have also issued an unmodified opinion on the consolidated financial statements of the Company. However, the auditors have expressed a qualified opinion in respect of the internal financial controls with reference to the consolidated financial statements, arising from a material weakness identified in relation to the physical verification of finished goods and raw materials at the plant and stores of one of the wholly owned subsidiaries. The auditors have stated that this matter does not affect their opinion on the consolidated financial statements of the Group.

Management Response

At the outset, the Management wishes to highlight that the observation with respect to Internal Financial

Controls ("IFC") represents an isolated case relating to the physical verification of inventory at Ola Electric Technologies Private Limited ("OET"), a wholly owned subsidiary of the Company.

While the Statutory Auditors, M/s. B S R & Co. LLP, have brought this matter to the attention of the shareholders as part of their independent reporting on IFC, they have also provided an unmodified opinion on the standalone and consolidated financial statements of the Company, stating that the financial statements present a true and fair view of the financial position of the Company.

The Company recognises that strong internal controls are a cornerstone of sound corporate governance and sustainable business growth. The Company believes that its existing comprehensive framework supports operational excellence, financial integrity and compliance with applicable regulatory requirements. The Company and its Management remain fully committed to establishing, implementing and maintaining robust IFC and strengthening the existing IFC framework.

During Q4 FY 2025-26, the Company undertook a redesign of its network operations with a view to achieving significant operational and cost efficiencies. As part of this exercise, there was a temporary realignment of inventory processes, which was commented upon by the Statutory Auditors. During the said period of realignment, physical verification of inventory at the relevant wholly owned subsidiary could not be conducted by the Management as at the year-end. The inventory was, however, validated through a review of the relevant data in the Company's ERP system, which did not report any discrepancy. The Company also has a practice of conducting periodic physical verification of inventory, which was undertaken before and after the network redesign.

Based on the above, the Management is of the view that there was no misplacement of inventory and, consequently, no financial impact on the Company. The observation relates to the conduct of physical verification by the Management as at the year-end and is an Internal Financial Controls reporting matter.

The Management has implemented structured measures and controls, including investments in technology and other systemic changes in processes across the value chain, to further strengthen inventory management and specifically ensure that controls relating to physical verification are robust, consistent and effective.

B. Cost Auditor: The provisions of Section 148 the Act, read with Rule 3 of the Companies (Cost Records and Audit) Rules, 2014, are not applicable to the Company. Accordingly, the Company was not required to and has not appointed a Cost Auditor for the financial year under review.

C. Secretarial Auditor: Pursuant to the provisions of Section 204 of the Act, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI Listing Regulations, the Board of Directors appointed M/s. BMP & Co. LLP, Practicing Company Secretaries, to conduct the Secretarial Audit of the Company for the financial year ended March 31, 2026.

Secretarial Audit Report: In compliance with the provisions of Section 204 of the Act and Regulation 24A of the SEBI Listing Regulations, the Secretarial Audit Report of the Company for the financial year ended March 31, 2026, issued by CS Komal S Shrimankar (ACS No.: 47702; CP No.: 27905), Partner, M/s. BMP & Co. LLP, Practising Company Secretaries, is annexed to this Board's Report as Annexure- 1U. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

Secretarial Audit Report of material unlisted subsidiaries: In compliance with the provisions of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI Listing Regulations, the Secretarial Audit Reports of the Company's material unlisted subsidiaries, namely Ola Electric Technologies Private Limited and Ola Cell Technologies Private Limited, for the financial year ended March 31, 2026, issued by CS Komal S Shrimankar (ACS No.: 47702; CP No.: 27905), Partner, M/s. BMP & Co. LLP, Practising Company Secretaries, have been annexed to this Board's Report as Annexure-IV.

Annual Secretarial Compliance Report: In compliance with Regulation 24A of the SEBI Listing Regulations, the Company has undertaken an audit for the financial year 2025-26 for all applicable compliances as per SEBI Regulations and Circulars / Guidelines issued thereunder. The Annual Secretarial Compliance Report issued by CS Subhashri K (ACS No.: 62771; CP No.: 27534), Partner, M/s. BMP & Co. LLP, Practising Company Secretaries, has been submitted to the Stock Exchanges within the prescribed timelines.

Further, pursuant to Regulation 24A of the SEBI Listing Regulations and other applicable provisions of the Act, the Board of Directors, based on the recommendations of the Audit Committee and Board of Directors, at its meeting held on July 25, 2025, approved and recommended for the approval of the shareholders, the appointment of M/s. BMP & Co. LLP, Practicing Company Secretaries, a peer reviewed firm of Company Secretaries in whole time practice, as the Secretarial Auditors of the Company for a term of five consecutive financial years, commencing from FY 2025-26 and ending on FY 2029-30, i.e., from the conclusion of the 8th Annual General Meeting until the conclusion of the 12th Annual General Meeting of the Company.

D. Internal Auditor: During the financial year under review, the Company had dedicated internal resources for monitoring and reviewing its internal controls and processes while the Company did not have any external auditor during the year, the internal control environment was monitored using the existing internal resources and other control mechanisms for periodic reporting. Subsequent to the close of the financial year, the Company has appointed TRC Corporate Consulting Private Limited as the internal auditor to further strengthen its internal audit framework and provide an independent assessment of the Company's internal controls, risk management and governance processes. The Internal Auditor will periodically report its findings to the Management and the Audit Committee for review and appropriate action.

All the reports are regularly presented to the management and the Audit Committee to facilitate timely corrective actions and continuous improvement.

Reporting of Frauds by Auditors: Pursuant to the provisions of Section 143(12) of the Act, during the financial year under review, neither M/s. B S R & Co. LLP, Chartered Accountants, Statutory Auditors, nor M/s. BMP & Co. LLP, Company Secretaries, Secretarial Auditors, of the Company, have reported any instance of fraud committed by the officers or employees of the Company to the Audit Committee.

14. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY:

The Company has established a framework of internal financial controls commensurate with the size, scale and complexity of its operations. The framework is designed to provide reasonable assurance regarding the orderly and efficient conduct of the Company's business, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information.

The Board of Directors, Audit Committee and Management periodically review the adequacy and effectiveness of the Company's internal financial controls through the internal audit and other control monitoring mechanisms. The internal financial controls are designed to ensure compliance with applicable laws and regulations and to support the reliability of financial reporting.

During FY 2025-26, the internal financial controls, including their design and operating effectiveness, were reviewed and tested by the Management and the Statutory Auditors in accordance with the applicable provisions of the Companies Act, 2013.

The Statutory Auditors have issued an unmodified opinion on the standalone financial statements and an unmodified opinion on the consolidated financial statements of the Company for FY 202526. However, in their report on the internal financial controls with reference to the consolidated financial statements, the Statutory Auditors have expressed a qualified opinion arising from a material weakness relating to physical verification of finished goods and raw materials at the plant and stores of one of the Company's wholly owned subsidiaries, Ola Electric Technologies Private Limited ("OET").

The Management has taken note of the matter and has undertaken measures to strengthen the internal financial control framework, particularly the controls relating to physical verification and inventory management. The Company remains committed to continuously strengthening its internal financial controls and ensuring their effectiveness across the Company and its subsidiaries.

15. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company maintains zero tolerance for sexual harassment at the workplace and has adopted a gender-neutral policy on the Prevention of Sexual Harassment ("POSH"), in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The policy provides a robust framework for reporting, redressal, and prevention of sexual harassment while ensuring strict confidentiality and protection from retaliation. The policy is available on the website of the Company at: https://www.olaelectric. com/investor-relations/policies.

In accordance with the Act, the Company has constituted an Internal Complaints Committee ("ICC")comprising employees and external members with relevant experience and sensitivity to such matters.The ICC is empowered to investigate complaints, conduct fair hearings, and recommend appropriatedisciplinary actions. The Company also conducts periodic awareness and sensitization programs to foster a respectful and safe workplace. Details of complaints received and disposed of during the Financial Year 2025-26 are as follows:

16. COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961:

The Company affirms that it has duly complied with the provisions of the Maternity Benefit Act, 1961, including all amendments thereto. All applicable benefits, leave entitlements, and facilities as mandated under the Maternity Benefit Act, 1961 have been extended to eligible women employees during the financial year under review.

The Company is committed to fostering a supportive, inclusive, and equitable workplace, and remains steadfast in ensuring the well-being and rights of women employees, particularly during and after maternity. Provisions such as paid maternity leave, nursing breaks, and return-to-work support continue to be implemented in both letter and spirit across all Company locations.

17. DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Act, the Board to the best of their knowledge and belief confirm and state that:

a. In the preparation of the annual accounts for the financial year ended on March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b. The directors have 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 the end of the financial year March 31, 2026 and of the profit of the Company for that period;

c. The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. The directors have prepared the annual accounts on a going concern basis;

e. The directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

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

18. BOARD OF DIRECTORS, MEETINGS AND ITS COMMITTEES:

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL(KMP)

i. Composition of the Board:. As on March 31, 2026, the Board of Directors of the Company

comprised a balanced mix of Executive, NonExecutive and Independent Directors, bringing diverse experience and expertise across various domains. The composition of the Board is in compliance with the requirements of the Companies Act, 2013 ("Act") and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").

The following individuals served as Directors on the Board of the Company as on March 31, 2026:

During the financial year under review, Mr. Navalur Dattatreya Singh Shashank (DIN: 02237496) was appointed as an Independent Non-Executive Director of the Company, and Mr. Ananth Sankaranarayanan (DIN: 07527676) resigned from the position of Independent Non-Executive Director, with effect from December 5, 2025.

ii. Director Retiring by Rotation: In accordance with the provisions of Section 152 of the Act and the Articles of Association of the Company, Mr. Arun Sarin, Non-Executive Director, is liable to retire by rotation at the 9th Annual General Meeting of the Company scheduled to be held on Wednesday, September 30, 2026, and being eligible, has offered himself for re-appointment

iii. Appointment or Resignation of KMPs: During the financial year under review, there were changes in the Key Managerial Personnel of the Company. Mr. Pritam Das Mohapatra resigned from the position of Company Secretary and Compliance Officer with effect from June 13, 2025. Subsequently, Mr. Abhishek Jain was appointed as the Company Secretary and Compliance Officer with effect from September 12, 2025.

Further, Mr. Harish Abhichandani resigned from the position of Chief Financial Officer of the Company with effect from January 19, 2026, and Mr. Deepak Rastogi was appointed as the Chief Financial Officer of the Company with effect from January 20, 2026.

Post the closure of the financial year, Mr. Abhishek Jain tendered his resignation from the position of Company Secretary & Compliance Officer, which became effective on August 28, 2026.

iv. Re-appointment of Independent Directors : The Board, based on the recommendation of the Nomination and Remuneration Committee, has recommended the re-appointment of Mr. Manoj Kumar Kohli (DIN: 00162071) and Ms. Shradha Sharma (DIN: 03557496) as Independent Directors of the Company for a further term of five consecutive years, subject to the approval of the Members at the forthcoming Annual General Meeting.

The requisite resolutions for their re-appointment are being placed before the Members for their approval at the 9th Annual General Meeting of the Company.

v. Declarations by independent directors: The Company has received declarations from all its Independent Directors confirming that they meet the criteria of independence ("Declaration of Independence") as prescribed under the Act and SEBI Listing Regulations. There has been no change in circumstances which may affect their status as Independent Directors.

The Board is of the opinion that all Independent Directors possess the highest standards of integrity as well as the requisite qualifications, expertise, and experience necessary to discharge their duties effectively.

Pursuant to Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors have confirmed their registration with the databank maintained by the Indian Institute of Corporate Affairs (IICA), Manesar.

In compliance with the said Rules, the Independent Directors have also successfully completed the online proficiency self-assessment test conducted by the IICA, or fall under the exempted category as per the prescribed criteria.

Based on the above declarations, the Board affirms that all Independent Directors of the Company meet the conditions specified under Schedule V of the SEBI Listing Regulations and are independent of the management.

vi. Familiarisation Programme for Independent Directors: All Non-Executive Directors are appointed on the Board of the Company are introduced to the culture through induction sessions. The Executive Directors and senior management provide an overview of the operations and familiarise the NonExecutive Directors on matters the morals and principles of the Company. They are introduced to the organization structures and various procedures. Non-Executive Directors are also briefed pertaining to the group structure and subsidiaries. Also, the Company has a detailed familiarisation Programme for Non-Executive Independent Directors to familiarise them with the Company, their roles, rights, responsibilities in the Company, the nature of the industry in which the Company operates, business model of the Company etc. The said policy is available at the website of the Company at https:// www.olaelectric.com/investor-relations/policies.

The details of familiarisation programmes imparted to independent directors during the year under review is available at the website of the Company at https://www.olaelectric.com/investor-relations/ policies.

vii. Performance Evaluation: The Board Evaluation reaffirms the Board's strong commitment to governance and strategic oversight, as evidenced by the proactive leadership of its members, the effectiveness of Committees and the engagement of senior management. A key insight highlights the Board's independence and steadfast dedication to upholding rigorous governance standards, ensuring transparency and fostering sustainable value creation for stakeholders.

Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Board has carried out an annual evaluation of its own performance and that of its Committees as well as performance of all the Directors individually including Independent Directors, Chairman and Managing Director.

The manner in which the formal annual evaluation of

performance was made by the Board is given below:

a. The evaluation criteria and process followed were in accordance with those approved by the Nomination and Remuneration Committee and the Board, and were found to be in order.

b. Based on the said criteria, a questionnaire-cum-rating sheet was circulated to seek confidential evaluation ratings and feedback from the directors regarding the performance of the Board, its Committees, the Chairperson, and individual directors.

c. Based on the individual ratings received from the directors, a summary report was prepared on the performance evaluation of the Board, its Committees, the Chairman & Managing Director and Directors. The performance evaluation report was then discussed and noted by the Board at its meeting, and the Board expressed its satisfaction with the outcome of the evaluation.

The evaluation criteria, as outlined in the Company's 'Policy for Evaluation of the Performance of the Board of Directors', include parameters such as Board composition and structure, effectiveness of board processes, information availability and flow, contributions made by individual Directors, and the performance of the Chairperson. The said policy is available on the website of the Company and can be accessed at: https://www.olaelectric.com/investor- relations/policies.

viii. Number of meetings: The Board and its Committees convene meetings at regular intervals to deliberate on matters relating to business performance, strategic initiatives, policy updates, and regulatory developments and their implications.

During the financial year under review, 11 (Eleven) meetings of the Board of Directors were held in compliance with the provisions of the Act. The interval between any two consecutive meetings was well within the prescribed limits under the Act and the SEBI Listing Regulations.

Detailed information regarding dates of meetings of the Board held during the financial year 202526 indicating the number of meetings attended by each Director is provided in the Corporate Governance Report, which forms an integral part of the Annual Report.

The Company has also complied with the applicable provisions of the Secretarial Standards issued by the Institute of Company Secretaries of India ("ICSI") in respect of all Board meetings conducted during the year. Details of these meetings, including the attendance of each Director, are provided in the Corporate Governance Report, which forms part of this Annual Report.

COMMITTEES OF THE BOARD:

In accordance with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations, the Board has constituted the following six committees:

1. Audit Committee.

2. Nomination and Remuneration Committee.

3. Corporate Social Responsibility Committee.

4. Stakeholders' Relationship Committee.

5. Risk Management Committee

6. Fund Raising Committee.

The composition of these Committees is available on the Company's website and can be accessed at: https:// www.olaelectric.com/investor-relations/directors- profile#tab-teb550m.

Detailed information regarding the composition, terms of reference, and meetings of each Committee held during the financial year 2025-26 is provided in the Corporate Governance Report which forms an integral part of this Annual Report.

The Board has accepted all the recommendations made by the Audit Committee during the financial year under review.

19. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

Pursuant to the provisions of Section 186 of the Act and Regulation 34 read with Schedule V of the SEBI Listing Regulations, the details of loans and advances given, guarantees or securities provided, and investments made by the Company during the financial year under review are provided in the note no. 10 of the financial statements forming part of this Annual Report.

20. TRANSACTIONS WITH RELATED PARTIES:

The Company has in place a robust framework for the approval and monitoring of related party transactions ("RPTs"), in line with the applicable regulatory requirements.

During the financial year under review, all related party transactions were approved by the Audit Committee and the Board of Directors and have been disclosed in the notes to the financial statements forming part of this Annual Report. All such transactions were undertaken in the ordinary course of business and on an arm's length basis, in compliance with Section 188 of the Companies Act, 2013 and the Company's RPT Policy.

The Company did not enter into any material related party transactions during the year, and a confirmation to this effect, as required under Section 134(3)(h) of the Companies Act, 2013, is provided in Form AOC-2 annexed as Annexure V to this Annual Report.

The RPT Policy of the Company is available on the Company's website at: https://www.olaelectric. com/investor-relations/policies.

21. ANNUAL RETURN:

Pursuant to Section 134(3)(a) and Section 92(3) of the Act, read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company for the financial year ended March 31, 2026, is available on the website of the Company and can be accessed at the following link: https://www.olaelectric.com/ investor-relations/financials#tab-pxd4fqe.

22. PARTICULARS OF EMPLOYEES:

As on March 31, 2026, the Company had a total of 3 employees on its payroll, comprising of 3 males, 0 female, and 0 transgender employees. The Company recognizes its employees as key stakeholders and is committed to attracting, nurturing, and retaining top talent. It fosters a collaborative, transparent, and participative work environment that rewards merit and high performance.

In accordance with the provisions of Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, the statement containing the ratio of remuneration of Directors and Key Managerial Personnel to the median remuneration of employees and other requisite details is annexed to this Report as Annexure-VI.

In accordance with the provisions of Section 197(12) of the Companies Act, 2013, read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement containing the names and other particulars of employees drawing remuneration in excess of the limits prescribed under the said Rules forms part of this Report. However, in line with the provisions of Section 136 of the Companies Act, 2013, the Report and Annual Accounts are being sent to the Members excluding the said statement. The aforesaid statement is available for inspection upon request. Any Member interested in obtaining a copy of the same may write to the Company Secretary at:companvsecretarv@olaelectric.com

Key Managerial Personnel (KMP): The following individuals have been designated as the Key Managerial Personnel of the Company pursuant to Sections 2(51) and 203 of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

Mr. Bhavish Aggarwal, Chairman and Managing Director.

Mr. Harish Abichandani, Chief Financial Officer (upto close of business hours of January 19, 2026).

Mr. Deepak Rastogi, Chief Financial Officer (with effect from January 20, 2026)

Mr. Pritam Das Mohapatra, Company Secretary and Compliance Officer (upto close of business hours of June 13, 2025).

Mr. Abhishek Jain, Company Secretary and Compliance Officer (upto close of business hours of August 28, 2026).

23. DISCLOSURE REGARDING EMPLOYEE STOCK OPTION PLANS:

As on March 31, 2026, the Company has in place one employee stock option plan titled "OEM Employees' Equity Linked Incentive Plan 2019" ("ESOP Plan"), which was adopted by the shareholders on January 21, 2019, and subsequently amended on December 08, 2023, and October 01, 2024, pursuant to resolutions passed by the shareholders of the Company.

The ESOP Plan has been formulated with the objective of attracting, retaining, and incentivizing talent by aligning employee interests with the longterm goals of the Company. The Plan enables eligible employees of the Company and its subsidiaries to be granted stock options, which entitle them to receive equity shares of the Company having a face value of INR 10/- per share, upon vesting and exercise of such options in accordance with the terms of the Plan.

The ESOP Plan is implemented and administered through a trust route in compliance with the applicable provisions of the Act and the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SEBI ESOP Regulations").

The Company confirms that during the financial year under review:

• The ESOP Plan is in compliance with the Act and SEBI ESOP Regulations.

• Disclosures with respect to the number of options granted, vested, exercised, lapsed, and outstanding

form part of the financial statements.

• The Company has not granted any options with voting rights or dividend entitlements prior to vesting or exercise.

• No material changes were made to the ESOP Plan other than the aforementioned amendments approved by shareholders.

In accordance with Regulation 14 of the SEBI ESOP Regulations, the ESOP Plan and the disclosures prescribed under the said regulations are available on the website of the Company and can be accessed at: https://www.olaelectric.com/investor-relations/ policies

A certificate from the Secretarial Auditors confirming that the ESOP Plan has been implemented in accordance with the SEBI ESOP Regulations and shareholder approval will be available for inspection during the Annual General Meeting.

24. PUBLIC DEPOSITS:

During the financial year under review, the Company has not accepted or renewed any deposits from the public falling within the purview of Section 73 of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014.

Further, as on the balance sheet date, there were no outstanding deposits, including interest thereon, remaining unpaid or unclaimed. Accordingly, the disclosures required under Chapter V of the Act and the said Rules are not applicable to the Company for the financial year under review.

25. NOMINATION AND REMUNERATION POLICY:

The Company has formulated a Nomination and Remuneration Policy in accordance with the provisions of the Act and the SEBI Listing Regulations. The Policy governs the appointment, qualifications, attributes, independence criteria, and remuneration of Directors, Key Managerial Personnel (KMP), and Senior Management personnel.

The objective of the Policy is to attract, retain, and motivate competent leadership, align remuneration with performance and strategic goals, and ensure that the remuneration framework is fair, performance-driven, and consistent with the Company's risk appetite and long-term objectives.

The Nomination and Remuneration Committee, while recommending appointments to the Board, evaluates candidates based on qualifications, skills, experience, and independence criteria.

The Nomination and Remuneration Policy of the Company is available on the Company's website and can be accessed at: https://www.olaelectric. com/investor-relations/policies.

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

At OEM, we have consistently prioritized energy conservation within our manufacturing processes. This commitment not only optimizes the consumption of non-renewable fossil fuels but also enhances energy productivity, supports climate change mitigation efforts, and reduces operational costs. Our energy conservation strategies are implemented through robust energy management systems, comprehensive energy audits, and detailed quality analyses of energy utilization.

In addition, we have undertaken several initiatives aimed at reducing carbon emissions. These measures are designed not only to lower our environmental footprint but also to contribute positively to the well-being and livelihood of the broader community.

The particulars required under the provisions of Section 134 (3) (m) of the Companies Act, 2013, regarding the conservation of energy during the year under review are as follows:

A. Technology Absorption:

(iii) in case of imported technology (important during the last three years reckoned from the beginning of the financial year)

A. FOREIGN EXCHANGE ACTUAL EARNINGS AND OUTGO:

27. STATUTORY DISCLOSURES:

• MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF THE REPORT, IF ANY: There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year,

i.e., March 31, 2026, and the date of this report.

During the said period, the Company has following events which may have an impact on its financial position. The details of the same, to the extent material, are as follows:

(a) Subsequent to the financial year ended March 31, 2026, the Company received a Show Cause Notice ("SCN") dated April 10, 2026 from the Securities and Exchange Board of India ("SEBI") in relation to certain disclosures concerning the expansion of the Company's sales and service network, variance between the number of vehicles sold as reported in certain press announcements and product delivery timelines in relation to the Company's Roadster range. After considering the matter and based on legal advice received, the Parties, with a view to achieving an expeditious and efficient resolution of the proceedings filed a settlement application

with SEBI, under the applicable SEBI settlement mechanism. The settlement application has been made without admission or denial of the facts or legal conclusions contained in the proceedings and does not constitute an admission of any liability or wrongdoing by the Company. As on the date of this Report, the settlement proceedings are ongoing and no final order or determination in respect of the aforesaid proceedings has been passed as on the date of this Report. The Company continues to cooperate with SEBI and will make such further disclosures as may be required under applicable laws and regulations.

(b) Subsequent to the financial year ended March 31, 2026, the Company's subsidiary, Ola Electric Technologies Private Limited (OET), had certain commercial disputes with three vendors and initiated appropriate arbitration proceedings in respect thereof. However, the vendors did not participate in arbitration and approached Hon'ble National Company Law Tribunal, Bangalore ("NCLT"), by filing petitions under Section 9 of the Insolvency and Bankruptcy Code, 2016. The said proceedings are presently pending before the Hon'ble NCLT and are being contested by OET.

The aforesaid matters are being appropriately monitored by the Company, and the impact, if any, of such matters on the financial position of the Company will be assessed and accounted for in accordance with the applicable accounting standards and regulatory requirements.

• DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE:

There were no significant or material orders passed by any regulators, courts, or tribunals during the financial year that would impact the going concern status or the operations of the Company in the future.

• DOWNSTREAM INVESTMENT: During the financial year under review, the Company did not undertake any downstream investment requiring reporting under the applicable provisions of the Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder.

• DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013: During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

• DISCLOSURE WITH RESPECT TO REMUNERATION

DRAWN BY MANAGING DIRECTOR/ WHOLE-TIME DIRECTOR FROM HOLDING/ SUBSIDIARY COMPANY UNDER SECTION OF 197(14) OF THE ACT: The

Managing Director of the Company does not draw any remuneration from any of the subsidiary(s) of the Company.

• MANAGEMENT DISCUSSION AND ANALYSIS REPORT: In terms of the provisions of Regulation 34 of the SEBI Listing Regulations, a detailed analysis of your Company's performance is discussed in the Management Discussion and Analysis Report is annexed as Annexure VII, forming part of this Annual Report.

• CORPORATE GOVERNANCE REPORT: The Company has complied with the applicable provisions of the Act and the SEBI Listing Regulations with respect to corporate governance. A detailed report on corporate governance is annexed as Annexure VIII, forming part of this Annual Report.

• DETAILS OF APPLICATION MADE OR ANY PENDING PROCEEDINGS UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS THE END OF THE FINANCIAL YEAR: During the financial year under review, there was no application made or proceeding

pending against the Company under the Insolvency and Bankruptcy Code, 2016 during the year under review.

• COMPLIANCE WITH SECRETARIAL STANDARDS:

In accordance with Section 118 of the Act, the Company has complied with the applicable provisions of Secretarial Standard-1 (Meetings of the Board of Directors) and Secretarial Standard-2 (General Meetings), as issued by the Institute of Company Secretaries of India (ICSI) and notified by the Ministry of Corporate Affairs.

• REVISION OF FINANCIAL STATEMENTS AND BOARD REPORT: During the year under review, there was no revision in the financial statements or the Board's Report of the Company.

• THE DETAILS OF THE DIFFERENCE BETWEEN THE AMOUNT OF VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING A LOAN FROM THE BANK OR FINANCIAL INSTITUTIONS ALONG WITH THE REASON THEREOF: During the year under review, no one-time settlement with any bank or financial institution was undertaken. Accordingly, the disclosure regarding differences in valuation at the time of one-time settlement and at the time of availing loans is not applicable

• DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE/ UNCLAIMED SUSPENSE ACCOUNT: The Company does not maintain any Demat Suspense/ Unclaimed Suspense Account and accordingly the disclosure pertaining as required under Schedule V Para F of SEBI Listing Regulations is not applicable to the Company for the period under review

28. EVENTS OCCURRING POST CLOSURE OF FINANCIAL YEAR AND UP TO THE DATE OF THE REPORT:

In furtherance of the above disclosures, the following event has occurred after the closure of financial year and up to the date of this report:

(a) Capital Raising through Qualified Institutions Placement (QIP):

The Company, pursuant to the approval of its Board of Directors and shareholders, undertook a Qualified Institutions Placement ("QIP") in accordance with Chapter VI of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended, and Section 42 of the Companies Act, 2013.

Pursuant to the aforesaid approvals, the Fund Raising Committee of the Board, at its meeting held on June 4, 2026, approved the issuance and allotment

of 217,578,428 equity shares of face value of INR10 each at an issue price of INR 35.86 per equity share (including a premium of INR 25.86 per equity share), aggregating to INR 7,802,362,428.08 (Indian Rupees Seven Hundred Eighty Crore Twenty-Three Lakh Sixty-Two Thousand Four Hundred Twenty-Eight and Eight Paise only).

Consequent to the aforesaid allotment, the paid-up equity share capital of the Company stands increased from INR 4410,82,98,850/- (Indian Rupees Four Thousand Four Hundred Ten Crore Eighty-Two Lakh Ninety-Eight Thousand Eight Hundred Fifty only), comprising 441,08,29,885 equity shares of Rs10/- each, to INR 4,628,40,83,130/- (Indian Rupees Four Thousand Six Hundred Twenty-Eight Crore Forty Lakh Eighty-Three Thousand One Hundred Thirty only), comprising 462,84,08,313 equity shares of f10/- each.

The proceeds from the QIP will be utilised towards repayment/prepayment, in part or in full, of certain outstanding borrowings availed by the Company and its material subsidiaries, expenditure incurred in relation to the Company's organic growth initiatives and general corporate purposes, as outlined in the Placement Document.

29. ACKNOWLEDGEMENT:

Your directors express their heartfelt gratitude to the members, customers, suppliers, bankers, Stock Exchange(s), government and all other stakeholders for their continuous support to the Company and their confidence in its Management. The directors would also like to convey its appreciation to the employees at all levels for their significant contribution towards the Company's performance.