Your Company's Directors have pleasure in presenting the Board's Report along with the Audited
Financial Statements for the Financial Year ended March 31, 2026.

Review of Operations / Financial Summary

Your Company's performance during the Financial Year as compared with that of the previous
Financial Year is summarized below:

Share Capital

The Paid-up Equity Share Capital as on March 31, 2026, was ^33,68,04,842/- (Rupees Thirty-Three Crore
Sixty-Eight Lakh Four Thousand Eight Hundred and Forty-Two Only) divided into 33,68,04,842 (Thirty-
Three Crore Sixty-Eight Lakh Four Thousand Eight Hundred and Forty-Two) Equity Shares of Face Value
of ?1/- (Rupee One Only) each. During the Financial Year under review, your Company had allotted 52,753
(Fifty-Two Thousand Seven Hundred and Fifty-Three) Equity Shares of Face Value of ?1/- (Rupee One Only)
each pursuant to exercise of Options by the employees of the Company under Godrej Industries Limited -
Employee Stock Grant Scheme, 2011 (ESGS 2011).

Debentures

Your Company has privately placed Non-Convertible Debentures of ?1,800 crore (Rupees One Thousand
Eight Hundred Crore Only) issued in four tranches, comprising of two tranches of ?500 crore (Rupees Five
Hundred Crore Only) each and two tranches of ?400 crore (Rupees Four Hundred Crore Only) each during
the Financial Year 2025-26, which are listed on the Wholesale Debt Segment of the National Stock Exchange
of India Limited. The Non-Convertible Debentures amounting to ?750 crore (Rupees Seven Hundred and
Fifty Crore Only) issued by the Company under ISIN INE233A08097 stand redeemed and extinguished
at maturity on May 14, 2025, and Non-Convertible Debentures amounting to ?300 crore (Rupees Three
Hundred Crore Only) issued by the Company under ISIN INE233A08063 stand redeemed and extinguished
at maturity on December 12, 2025.

As on March 31, 2026, your Company has outstanding in aggregate, Non-Convertible Debentures of ?5,700
crore (Rupees Five Thousand Seven Hundred Crore Only).

Further, your Company is in compliance with various SEBI Circulars issued for NCDs, as may be amended,
updated and modified from time to time.

Dividend

With the focus of creating long-term economic value, conserve resources for future expansion and strategic
investments, your Company has not recommended any dividend for the year ended March 31, 2026.

Dividend Distribution Policy

In terms of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 (“Listing Regulations"), the Dividend Distribution Policy of the Company is made available
on the website of the Company and the same can be accessed on the Company's website at:
https://www.godrejindustries.com/investors/compliance-and-corporate-governance/policies-and-codes.

Industry Structure and Development

The global economy is again disrupted, this time with the outbreak of war in the Middle East. Rising commodity
prices, firmer inflation expectations, and tighter financial conditions are testing the recent resilience.
Under the assumption of a limited conflict, the World Economic Outlook (WEO) projected global growth
at 3.1% in the year 2026 and 3.2% in the year 2027, below recent outcomes and well under pre-pandemic
averages. Global inflation is expected to tick up in year 2026 and resume its decline in year 2027. Pressures
are concentrated in emerging market and developing economies, especially commodity importers with
preexisting vulnerabilities. Risks are decisively on the downside. A prolonged conflict, deeper geopolitical
fragmentation, disappointment over AI-driven productivity, or renewed trade tensions could weaken growth
and unsettle markets. High public debt and eroded policy buffers add vulnerability. Policies should foster
adaptability, enhance credibility, and reinforce international cooperation.

On the domestic front, the Indian economy remained resilient in FY 2025-26. Real gross domestic product
(GDP) is estimated to grow by 7.6% (year-on-year basis) during the year, as per the Second Advance Estimates
(SAE) of the new GDP series (base year 2022-23). Private consumption and fixed investment contributed
significantly to overall growth, while net external demand remained soft. On the supply side, estimated real
GVA growth of 7.7% was driven by buoyant services sector and robust manufacturing activity.

Looking ahead, elevated energy and other commodity prices coupled with supply shock due to disruptions
in the Strait of Hormuz would act as a drag on domestic production in FY 2026-27. Heightened volatility in
global financial markets with its spillover on domestic financial conditions would weigh on growth prospects.

REAL ESTATE SECTOR

Looking ahead from year 2026, India's real estate sector is set to continue its steadfast growth journey marked
by institutionalization and diversification, supported by heightened consumption, steady occupier interest
and uptick in investor confidence. Demand across both commercial and residential segments is expected
to remain healthy, driven by evolving workplace models, rising homeownership, steady improvements
in affordability and infrastructure-led connectivity enhancements. Industrial & warehousing and select
alternative segments are also likely to gain further traction as domestic manufacturing expands, supply
chains modernize, and demographic & digital shifts reshape real estate requirements. On the institutional
investments front, investor participation is likely to stay strong amid democratization of real estate assets
through Real Estate Investment Trusts (REITs), Small & Medium (SM) REITs, Infrastructure Investment Trust
(InvITs), and innovative investment structures such as Alternate Investment Funds (AIFs). A greater push for
Environmental, Social, and Governance (ESG) integration, and technology-adept built structures will guide
long-term strategies, reinforcing India's position as a future-ready, globally competitive real estate market.

Residential sales have improved in the post-pandemic era, reaching 0.3-0.4 million units annually, and
the momentum is likely to continue in the year 2026 as well. Driven by rapid urbanization and impetus on
infrastructure enhancement, leading residential developers are likely to expand their offerings across Tier
II/III cities of the country. Moreover, the demographic advantage of India, with median age of around 30
years will continue to support housing demand, with developers catering to first-time homebuyers, and
High-Net worth Individuals (HNIs) alike. Lifestyle focused preferences will further drive the demand for
plotted developments, gated villas, upscale apartments, and vacation homes, while investors are likely to
prioritize emerging micro-markets guided by long-term returns. Sustainability, meanwhile, will remain a
defining theme, with green homes, energy-efficient construction materials, and net-zero, climate-resilient
communities gaining in roads.

India's office market is poised to sustain its growth trajectory in the year 2026, with Grade A demand projected
at 70-75 million sq. ft. and new supply at 60-65 million sq. ft., supported by a deeper and more diversified
occupier base, evolving occupier preferences and increasing institutionalization of the asset class.

AGRI SECTOR

Agriculture occupies a foundational place in the vision of a Viksit Bharat. Over the past decade, the sector
has grown at 4.45%—the highest compared to previous decades—reflecting improved resilience and gradual
structural transformation. This progress is increasingly underpinned by the expansion of allied sectors such
as livestock, dairy, poultry, and fisheries, which have emerged as significant contributors to agricultural
Gross Value Added (GVA) and rural employment.

Over the last decade, agriculture and allied sectors have delivered a steady 3%-5% CAGR, supported by
sustained policy focus and institutional interventions. Looking ahead, estimates suggest that the sector
could potentially triple in size by 2047, positioning it as a key driver of India's long-term growth. At the same
time, rural livelihoods continue to be largely agriculture-dependent. Factors such as land fragmentation,
climate variability, and income uncertainty have accelerated the need for diversification. For small and
marginal farmers, supplementing farm income through allied activities has become critical to managing
seasonal volatility and ensuring income stability.

The Union Budget 2026 lays a constructive foundation for transforming Indian agriculture into a more
resilient, diversified, and future-ready sector. The emphasis on AI-based decision support through Bharat-
VISTAAR is expected to bridge information gaps and provide farmers with tailored, real-time insights.
The combined focus on technology adoption, value-chain diversification, and strengthening allied sectors
presents a credible pathway for agricultural modernisation.

While structural challenges—such as fragmented landholdings, climate pressures, irrigation constraints,
and rural-to-urban migration—persist, the measures announced signal meaningful progress. By promoting
digital tools, diversified market access, and stronger allied ecosystems, the Budget sets the stage for a more
integrated, productivity-driven, and growth-oriented agricultural economy.

As per the IMD's first-stage long-range forecast, monsoon rainfall is expected at 92% of the Long Period
Average (±5%), indicating a likely below-normal outcome due to El Nino conditions. This carries significant
macroeconomic implications. The monsoon remains critical to India's economy, with 51% of cultivated land—
accounting for around 40% of production—being rain-fed, and nearly 47% of the population dependent on
agriculture for livelihood.

A weaker monsoon could dampen rural consumption and exert upward pressure on food inflation. These
risks are further accentuated by geopolitical tensions in West Asia, which may disrupt energy supplies and
fertiliser availability—both critical inputs for agricultural production.

FINANCIAL SERVICE SECTOR

The Financial Services Industry is expected to maintain a positive growth trajectory, supported by resilient
economic activity, expanding credit demand, and continued structural reforms. As economies stabilize
following periods of volatility, improvements in income levels, consumption patterns, and business confidence
are driving demand for banking, lending, insurance, and investment products. Interest rate conditions, while
subject to global developments, are broadly stabilizing, enabling financial institutions to plan growth with
greater visibility and manage margins more effectively.

The Indian Financial Services Sector is set for robust growth toward FY 2027, with Non-Banking Financial
Companies (NBFCs) projected to experience 16%-18% retail AUM growth, driven by strong consumption
demand, digital integration, and wealth/asset management expansion.

India's Wealth Management Sector is projected to nearly double by FY 2030, with Assets Under Management
(AUM) likely reaching US$1.2 trillion, driven by rising income, digital adoption, and a shift from traditional
savings to financial assets. The High-Net-worth Individual (HNI) population is set to reach 1.6 million by FY
2027, fuelling demand for personalized, holistic financial planning over transaction-based services.

Credit growth across retail, MSME, and corporate segments remains robust, aided by improved underwriting
standards, stronger borrower balance sheets, and greater use of data analytics for risk assessment. Asset
quality has shown sustained improvement due to disciplined credit monitoring, proactive resolution
mechanisms, and enhanced regulatory oversight. This has translated into lower non-performing assets and
reduced credit costs, strengthening the overall financial health of institutions.

Digital transformation continues to reshape the industry, with increased adoption of digital payments,
online lending, and technology-driven customer engagement. Financial institutions are leveraging artificial
intelligence, automation, and data-driven platforms to improve operational efficiency, enhance customer
experience, and expand their reach, particularly in underserved and unbanked segments. These developments
are also supporting broader financial inclusion and lowering the cost-of-service delivery.

The regulatory environment remains focused on ensuring financial stability, transparency, and consumer
protection. While evolving regulations necessitate higher compliance and governance standards, they also
reinforce systemic resilience and investor confidence. Capital adequacy across the sector remains strong,
providing institutions with the capacity to support growth while absorbing potential macroeconomic shocks.

Management Discussion and Analysis Report

The Management Discussion and Analysis Report on the operations of your Company and Chemicals
business, as required under the SEBI Listing Regulations, 2015, annexed herewith marked as 'Annexure A'
to this Report.

Subsidiary and Associate Companies:

GODREJ PROPERTIES LIMITED (GPL)

OVERVIEW OF OPERATIONS

Godrej Properties Limited (“GPL") delivered another record-breaking year in FY 2025-26 by achieving the
highest booking value, booking volume, collection, operating cash flow, and earnings in its history. This was
driven by continued focus across bringing improved products with a consumer-centric approach, delivering
best in class quality consistently and enhancing customer's trust in the Brand.

GPL achieved a booking value of ?34,171 crore in FY 2025-26, a YoY growth of 16% through the sale of
17,513 units with a total area of 27 million sq. ft., a YoY volume growth of 5%. This is the highest ever
booking value and area sold by any Indian real estate developer in a Financial Year till date. GPL was India's
largest residential developer by booking value for the 3^rd consecutive year. Booking value has grown at a
CAGR of 41% in the past 3 years. The booking value was also broadly distributed with MMR, Bengaluru
and NCR contributing ?10,312 crore, ?8,801 crore and ?7,412 crore, respectively, to the booking value. 38
new projects and phases were launched during the Financial Year across 9 cities. 11 projects across 6 cities
achieved a booking value of more than ?1,000 crore in FY 2025-26. Among these, Godrej MSR City in
Bengaluru was a standout, achieving over ?3,800 crore in booking value, reflecting the sustained demand
for high-quality developments. Godrej Trilogy in Mumbai and Godrej Regal Pavilion in Hyderabad also
achieved booking value over ?2,000 crore each.

The collections and operating cash flow also grew significantly. Collections in FY 2025-26 stood at ?19,965
crore, representing a YoY growth of 17%. Operating cash flow in FY 2025-26 stood at ?7,830 crore,
representing a YoY growth of 5%. Collections were the highest ever announced by any real estate developer
in India to date. Collections and operating cash flow have grown at a CAGR of 30% each in the last 3 years.

FY 2025-26 was the best ever year for GPL in terms of business development, wherein it added 18 new
projects with saleable potential of around 33 million sq. ft. and expected booking value of ?42,100 crore to
its portfolio. The new project additions were spread across 11 markets, including 4 projects in Bengaluru, 3
in Pune, 2 each in Mumbai and Hyderabad and 1 each in existing markets of NCR, Kolkata and Nagpur and in
4 new markets of Panipat, Coimbatore, Raipur and Vadodara. This was the 4^th consecutive year in which GPL
has added projects with an expected booking value of over ?20,000 crore and have added cumulatively,
projects with an expected booking value of ?1,22,000 crore in the last 4 years.

On the operational front, GPL successfully delivered ~12.1 million sq. ft. across projects. With this, GPL has
now successfully delivered ~78 million sq. ft. since FY 2018. GPL's delivery record demonstrates its ability
to operate at a large scale and keep pace with accelerating sales. Separately, GPL focused on exploring
advanced construction technologies, improving Net Promoter Score (NPS) and design standardization.

GPL, among the most respected real estate developers in India, received 122 awards in FY 2025-26. Accolades
include Real Estate Company of the Year (West) by Construction Week Awards 2025, Realty Harit Bharat

Award for ESG Excellence, felicitation by Ace Alpha Award for Sustainable Development/ ESG, felicitation
by Times of India Ecopreneur Awards, People Matters Infini-T Awards, League of American Communication
Professional (LACP) Vision Award, Business World India's #1 Most Sustainable Companies Award 2026 for
Real estate companies, IGBC Green Champion for Driving Net Zero Movement in India 2025, Gold for DEI
category in Brandon Hall Group Excellence Awards 2025, recognition as the 2^nd best organization by EY and
Team Marksmen in India DEI 100 2025 Index, recognition as Top 10 Employer for LGBTQ Inclusion by India
Workplace Equality Index (IWEI), felicitation as A-List Developer in 2025 by Forbes India, ranked #1 in ESG
practices amongst Residential Developers globally by GRESB, Green Champion and Performance challenge
winner in IGBC Awards, DEI Champion award and LGBTQIA Inclusion Award by Bombay Chamber of
Commerce Diversity, Equity & Inclusion (DEI) Awards 2025.

For the Financial Year under review, on a consolidated basis, GPL's total income stood at ?8,374 crore,
EBITDA was ?2,826 crore and net profit after tax and minority interest of ?1,850 crore.

PROSPECTS AND OUTLOOK

The Indian residential real estate sector has continued to sustain its strong momentum into FY 2025-26,
building on the structural upcycle that began post-pandemic. The sector has demonstrated remarkable
resilience, supported by robust domestic macroeconomic fundamentals, a stable policy environment, and
continued income growth in the mid and high-income brackets. The Reserve Bank of India's cumulative
125 basis points reduction in the repo rate since February 2025 has meaningfully improved housing
affordability and eased financing conditions, providing a fresh catalyst for demand, particularly among
end-users.

FY 2025-26 has been characterized by a continued and pronounced shift toward premiumisation, with buyer
preferences evolving toward larger homes, superior specifications, and lifestyle-oriented communities.
While overall sales volumes across the eight major cities moderated marginally by 1% year-on-year to
approximately 3.48 lakh units in 2025, the composition of demand continued to improve significantly.
Homes priced above ?10 million now constitute 50% of total annual sales, reflecting the structural
upgrade in buyer aspirations and sustained confidence in long-term income growth. The sales value uptick
continues to outpace the volume trend, underscoring the premiumisation theme that is reshaping the
sector.

Home buying remains a long-term asset-accumulation decision, where financial strength and affordability,
both of which remain healthier than pre-pandemic levels, continue to drive purchase intent, particularly
among buyers. The Government's broader commitment to 'housing for all' continues to provide a structural
boost to the sector through the ongoing implementation of PMAY-Urban 2.0. However, the Union Budget
2026-27 has moderated the allocation for PMAY-Urban to ?18,625 crore, reflecting a 5.9% reduction from
?19,794 crore in the previous year. Notwithstanding these near-term headwinds in affordable housing
policy, the broader macroeconomic environment remains constructive. The government's decision to raise
public capital expenditure to ?12.20 lakh crore in FY 2026-27, a 9% increase over FY 2025-26, alongside
income tax rationalisation that has boosted disposable incomes across urban households, continues to
support aspirational housing demand.

Consolidation within the residential real estate sector continues to benefit large, organized, and brand-
led developers. Consumer preference for credible developers with demonstrated track records of delivery
has intensified significantly in the post-pandemic era, disproportionately benefiting players with strong
governance frameworks, quality product delivery and superior customer experience. This structural shift
continues to create significant business development opportunities as smaller and undercapitalized
developers seek to partner with, or cede market share to, larger organized players.

Given the pace of urbanisation, rising per capita disposable incomes, and a continued shift in income
distribution from a pyramid to a diamond shape, Godrej Properties remains deeply optimistic about the
long-term prospects of Indian residential real estate.

Godrej Properties remains firmly committed to strengthening profitability through disciplined capital
allocation, enhancing customer experience by delivering best-in-class quality and design, and accelerating
the adoption of digital technologies across its development and customer-facing operations. Godrej
Properties' operational momentum is expected to be well sustained by a healthy Balance Sheet with strong
liquidity, a diversified and growing project pipeline spanning 15 cities, and a demonstrated track record
of execution at scale, positioning Godrej Properties to continue delivering sustained and compounding
value to all its stakeholders over the long term.

GODREJ AGROVET LIMITED (GAVL)

Godrej Agrovet Limited a diversified agri business company, operates across animal nutrition, crop
care, oil palm, dairy, and poultry & processed foods. GAVL remains focused on improving farm level
productivity through innovation, scientific interventions and farmer centric solutions, while building
resilient and scalable businesses across Agri value chains.

ANIMAL NUTRITION

The Animal Nutrition business continued to be the largest contributor to GAVL's revenues in FY 2025¬
26. The segment delivered strong volume-led growth across cattle feed, layer feed, aqua feed &
specialty nutrition products, supported by deep farmer engagement, strong brand equity and an
improving product mix. Volume momentum was particularly strong in cattle feed, aided by targeted
nutritional propositions, strong brand equity and expanded on-ground outreach, while layer and
specialty feeds benefited from focused portfolio actions and operating discipline.

During the year, the business strengthened its innovation pipeline with the launch of Dhanalaxmi G, a
premium cattle feed designed for high yielding cows and buffaloes, and Bypro Plus, an enhanced protein
formulation under the trusted Bypro franchise. These new products witnessed encouraging early adoption
in their initial launch markets and reinforced GAVL's focus on scientific, outcome led nutrition solutions.

Profitability improved significantly during the year, driven by moderation in key raw material
prices, better product mix, sustained volume growth and continued operational efficiencies. GAVL's
sustained investments in R&D, customized nutrition solutions and farmer-centric advisory reinforced
its leadership position across key markets and strengthened long term competitiveness.

CROP CARE BUSINESS

The Crop Care business operated in a challenging environment due to adverse weather, sharp acreage
decline in key crops, regulatory disruptions and channel inventory build-up. Despite this, GAVL
continued to strengthen portfolio relevance through new product launches and strategic expansion
into additional crops such as maize and paddy, enhancing diversification and positioning the business
for recovery as demand conditions normalize.

This deliberate portfolio broadening enhances diversification, reduces dependence on a limited set of
crops and creates additional growth levers as demand conditions stabilize.

Looking ahead, GAVL remains focused on driving recovery and sustainable growth through innovation
led portfolio expansion, increased R&D investments, strategic collaborations and deeper penetration
across a wider range of crops, while continuing to strengthen execution discipline.

OIL PALM BUSINESS

The Oil Palm business delivered a strong performance, supported by higher fresh fruit bunch (FFB)
arrivals, improved extraction ratios and supportive pricing. Continued investments in plantation
development, farmer engagement and downstream integration, including the upcoming Palm Kernel
Oil refinery, positions the business as a long term value creation platform. The business emerged as a
key contributor to GAVL's overall performance, reflecting the benefits of scale, operational leverage,
and a maturing asset base.

This performance was underpinned by GAVL's sustained investments across the value chain, including
plantation development, nursery operations, and deep farmer engagement. Continued focus on
scientific agronomy, productivity enhancement, and process efficiencies led to improved plantation
yields and mill performance. Strengthened execution across upstream operations, complemented by
downstream optimization, contributed meaningfully to margin expansion and cash generation.

Farmer engagement remains central to the Oil Palm growth model. During FY 2025-26, GAVL
expanded its Samadhan centre network by setting up 10 new centres, including 5 in the North East,
taking the total to 24 Samadhan centres. These centres play a crucial role in enabling the adoption of
good agricultural practices, scientific agronomic interventions, and improving on farm productivity.
By supporting farmers with timely advisory, inputs, and technical guidance, the Samadhan centres are
driving sustainable yield improvement, higher farmer incomes, and long term plantation productivity,
creating shared value for farmers and GAVL.

Looking ahead, GAVL is fully committed to further margin expansion through downstream integration
and value added opportunities. In line with this strategy, work on the Palm Kernel Oil (PKO) refinery is
progressing well and is in full swing, with the facility expected to commence operations in FY 2026-27.
The PKO refinery is a key strategic initiative that will enable GAVL to diversify its product portfolio,
enhance realizations, and capture a higher share of the value chain.

While the Oil Palm business remains long gestation by nature, the momentum achieved during the
year highlights the structural strength and long term scalability of the business model. Supported
by a strong policy environment focused on reducing edible oil imports, rising domestic demand,
improving plantation yields, and continued investments in R&D and downstream capabilities, GAVL is
well positioned to deliver sustained growth, superior margins, and attractive returns over the medium
to long term. The Oil Palm business continues to represent a compelling long term value creation
platform, anchored in farmer partnership, operational excellence, and disciplined capital deployment.

Overall, GAVL remains well positioned to deliver sustainable growth through disciplined execution,
innovation led portfolios and deep farmer and consumer engagement.

Review of Operations / State of Affairs of the Subsidiaries of GAVL:

GAVL has interests in several businesses including dairy products, poultry, value-added vegetarian and non¬
vegetarian products, cattle breeding and dairy farming, through its Subsidiaries, Joint Ventures and other
Associates.

GAVL's subsidiary, Astec LifeSciences Limited, witnessed a meaningful turnaround during the year, achieving
EBITDA breakeven driven by higher volumes, improved realizations and better capacity utilization. The focus
remains on scaling the CDMO business while selectively strengthening the enterprise portfolio to build a
more resilient earnings profile.

The normalization of channel inventories, disciplined business development efforts, and improved operating
leverage contributed to stabilizing performance following the challenges experienced in FY 2024-25, when
the business was impacted by de-stocking, demand supply imbalances, and pricing pressures.

Looking ahead, accelerating the CDMO business remains a key strategic priority for Astec. Astec will continue
to leverage its state of the art “Adi Godrej Centre for Chemical Research and Development" to deepen
customer partnerships, support R&D led scale up, and expand its pipeline of complex and differentiated
molecules. Parallelly, Astec will pursue select high margin opportunities within the enterprise portfolio,
targeting products and chemistries where it can build sustainable competitive advantage through process
innovation, cost leadership, and speed to market.

With a strong R&D backbone, diversified chemistry capabilities, and a sharpened business development
focus, Astec is well positioned to drive higher asset utilization, improve profitability, and build a more resilient
earnings profile over the medium term while maintaining a balanced mix between CDMO growth and value
accretive enterprise opportunities.

Astec LifeSciences Limited (“Astec") manufactures agrochemical active ingredients (technical), bulk and
formulations, intermediate products and sells its products in India as well as exports them to approximately
17 countries. During the Financial Year 2025-26, Astec recorded consolidated total income of ?453 crore
as compared to ?387 crore in the previous Financial Year 2024-25, a growth of 17%. Astec witnessed
a meaningful turnaround during Financial Year 2025-26, marked by a significant reduction in losses and
achievement of EBITDA break-even for the year. This improvement was driven by higher volumes across both
the enterprise and contract development and manufacturing (CDMO) portfolios, supported by improved
realizations, better demand conditions, and enhanced capacity utilization compared to the previous year.

The shareholding of GAVL in Astec as on March 31, 2026, was 67.03% of the total Paid-up Equity Share
Capital of Astec.

CREAMLINE DAIRY PRODUCTS LIMITED

Creamline Dairy Products Limited (“CDPL"), the Dairy business of GAVL, faced a significantly challenging
operating environment in FY 2025-26, with performance adversely impacted by a combination of external
and cost related factors. Unseasonal rain during Q1 disrupted demand patterns, while sustained inflation in
milk procurement prices exerted significant pressure on margins. These factors, together with heightened
competitive intensity in certain markets, weighed on the overall financial performance of the business.

In response, GAVL undertook focused measures centred on cost control, operating efficiencies and portfolio
optimization, which helped partially mitigate the impact. At the same time, the business continued to
advance its brand led and value added strategy, supported by a disciplined approach to innovation. During
the year, new product introductions—including affordable penetration packs and protein focused offerings
such as ?99/- Paneer and ?20/- Badam Milk—were launched to address evolving consumer preferences,
strengthen brand relevance and expand reach across consumption segments.

Notwithstanding the near term challenges, demand for branded dairy products remains structurally
favourable, supported by rising urbanization, increasing health and nutrition awareness and a growing shift
towards organized players. CDPL continues to invest in strengthening its milk sourcing infrastructure, quality
assurance systems and processing capabilities, positioning the Dairy business to participate effectively in
long term growth opportunities as operating conditions stabilize and input cost pressures moderate.

CDPL faced margin pressures due to elevated milk procurement costs and demand disruptions, partially
mitigated through cost optimization and portfolio actions. Longer term fundamentals remain favorable,
supported by growth in branded dairy consumption.

CDPL is one of the leading private dairy companies in southern India and its products are sold under the
brand name 'Godrej Jersey'.

During the Financial Year 2025-26, CDPL recorded a profit Before Tax of ?14 crore as compared to a Profit
Before Tax of ?28 crore in the previous Financial Year 2024-25.

The shareholding of GAVL in CDPL as on March 31, 2026, was 99.78% of the total Paid-up Equity Share
Capital of CDPL.

GODREJ FOODS LIMITED

Godrej Foods Limited ("GFL") [Formerly known as "Godrej Tyson Foods Limited"] is a wholly owned subsidiary
of GAVL. GFL demonstrated resilience during FY 2025-26, operating in a dynamic environment characterized
by feed cost volatility and pricing pressures. Consumption demand showed gradual improvement over the
course of the year, reflecting recovery in end markets. While profitability remained influenced by fluctuations
in input costs and competitive intensity, the business continued to focus on disciplined execution and
strategic actions aimed at strengthening its medium-term performance.

Against this backdrop, GFL remained focused on accelerating its strategic shift towards branded and
value added processed foods, with a clear emphasis on brand building and innovation. Continued
investments behind brands, expansion of the product portfolio and selective new product launches across
ready-to-cook and ready-to-eat categories supported higher salience of branded offerings. These initiatives
were complemented by increased focus on operating efficiency measures aimed at improving the quality
and sustainability of earnings.

The increasing contribution of branded products, supported by wider distribution, focused marketing
investments and new product introductions, reinforces GFL's long term strategy of building a differentiated
processed foods franchise. Over the medium to long term, favourable consumption trends for protein rich,
convenient and branded foods are expected to support growth, with the business well positioned to benefit
as input cost volatility moderates and operating leverage improves.

GFL continued its strategic shift towards branded and value added offerings, improving earnings quality
over the medium term.

GFL is engaged in the manufacturing of processed poultry and vegetarian products through its brands 'Real
Good Chicken' and 'Yummiez'. GFL is also engaged in the sale of live birds in the market.

During the Financial Year 2025-26, GFL has recorded a profit before exceptional items & tax of ?28 crore
vis-a-vis ?26 crore in the previous Financial Year 2024-25.

Godrej Cattle Genetics Private Limited ("GCGPL") is a wholly owned subsidiary of GAVL.

GCGPL is engaged in in-vitro production of high-yielding cows that aid dairy farmers produce top-quality
milk, thereby increasing their yield significantly.

During the Financial Year 2025-26, GCGPL has reported a Loss Before Tax of (?1 crore), as compared to a
Loss Before Tax of (?9 crore) in the previous Financial Year 2024-25.

GODVET AGROCHEM LIMITED

Godvet Agrochem Limited ("Godvet") is a wholly owned subsidiary of GAVL.

During the Financial Year 2025-26, Godvet recorded Profit Before Tax of ?1.29 crore, as compared to Profit
Before Tax of ?1.49 crore in the previous Financial Year 2024-25.

Joint Venture of GAVL:

ACI GODREJ AGROVET PRIVATE LIMITED, BANGLADESH

ACI Godrej Agrovet Private Limited ("ACI GAVPL") experienced near term challenges due to macro and
currency volatility; however, the long term growth outlook remains positive, underpinned by structural
demand growth and increasing adoption of quality feed solutions.

The revenue and profitability of ACI GAVPL were impacted by input cost volatility, currency fluctuations
and a period of political instability in the country. The business expanded its nutrition portfolio and
product propositions, particularly in poultry and cattle feed through launch of improved and new
products, to better address evolving local market requirements.

With the conclusion of elections, the operating environment is expected to normalize, providing greater
stability and improved visibility for the business. The underlying demand fundamentals remain strong,
and the long term outlook for ACI GAVPL continues to be positive, driven by structural growth in the
livestock sector, increasing formalization of feed consumption and rising acceptance of high quality,
performance oriented nutrition solutions.

ACI GAVPL recorded Revenue of ?1,501 crore during the Financial Year 2025-26, as compared to ?1,623
crore during the previous Financial Year 2024-25.

The shareholding of GAVL in ACI GAVPL as on March 31, 2026, was 50% of the total Paid-up Equity
Share Capital of ACI GAVPL.

GODREJ CONSUMER PRODUCTS LIMITED (GCPL)

Godrej Consumer Products Limited crafts the goodness of health and beauty for consumers in emerging
markets. As part of the Godrej Industries Group, GCPL is guided by the belief that business, at its best, is a
force for good.

Our origins reflect this belief. In 1918, during the Spanish Flu, when most soaps in India were imported
and made using animal fat, our founder Ardeshir Godrej created the world's first commercially produced
vegetable oil soap. Rooted in the Swadeshi movement, it was mindful of Indian consumers and accessible,
combining delight and democratisation. This continues to shape how GCPL craft's today.

The strategy is anchored in category development, expanding access by addressing real consumer needs
with greater relevance and reach. GCPL believes that secret sauce lies in how they integrate design, research,
and innovation to create brands that people love and trust. It aims to be “wildly successful", approaching
the future boldly and purposefully, while remaining deeply rooted in their values.

People and Planet are at the heart of how GCPL operates, shaping strategy, partnerships, and everyday
actions. GCPL is ranked number one globally in the Personal Products category on the Dow Jones Best-in¬
Class Sustainability Indices, recognising their integrated and long-term approach to creating shared value.
Through the Godrej DEI Lab, GCPL champion inclusion across our organisation and beyond.

GODREJ CAPITAL LIMITED (GCL)

GCL, a Non-Banking Finance Company - Core Investment Company (NBFC-CIC) (exempt from registration)
was a material subsidiary of your Company during the Financial Year 2025-26. GCL has ceased to be
subsidiary of your Company, pursuant to transfer of stake held by Godrej Industries Limited in GCL to
Godrej Investment Limited on January 28, 2026. Godrej Housing Finance Limited (GHFL), a Non-Banking
Finance Company - Housing Finance Company and Godrej Finance Limited (GFL), a Non-Banking Finance
Company are wholly owned subsidiaries of GCL.

GCL closed the Fiscal Year with an AUM of ?27,867 crore, reflecting a robust 65% growth over the
Previous Year.

The Consolidated Total Income of GCL for FY 2025-26 is ?2,478 crore as compared to ?1,549 crore in the
Previous Year.

GODREJ INVESTMENT LIMITED (GINVL)

Godrej Investment Limited (GINVL), a wholly owned subsidiary of your Company, was incorporated on
January 5, 2026, and is a Core Investment Company (CIC) (exempt from registration). On January 28, 2026,
GINVL acquired 3,89,775 Equity Shares of face value of ?10 each of Godrej Capital Limited (GCL) from your
Company.

Consequent to the above transaction, GCL became the subsidiary of GINVL. Further, Godrej Wealth & Asset
Management Limited (incorporated on February 4, 2026) is a wholly owned subsidiary of GINVL.

The Consolidated Total Income of GINVL for FY 2025-26 is ?2,478 crore.

OTHER SUBSIDIARIES

Godrej International Trading & Investments Pte. Limited (GITI) registered and headquartered in Singapore,
is engaged in the global trade of palm oil, soya oil and related agri-commodities. GITI is a wholly owned
Subsidiary of your Company. Complementing its operations, Godrej International Limited (GINL) is
incorporated in the Isle of Man and functions as a wholly owned subsidiary of the Company. Together,
GITI and GINL form an integrated platform for commodity trading and investment, combining market
expertise, global reach and a commitment to sustainable growth.

FY 2025-26 has been marked by heightened volatility across global markets. Several interlinked factors
have shaped the trading environment:

• Geopolitical tensions and war have disrupted supply chains, raising costs and creating uncertainty
around energy security and trade flows.

• Commodity price inflation has persisted, with palm oil, sunflower oil and soybean oil experiencing
sharp swings. Palm oil's relative premium remains a challenge, while opportunities in soya oil trading
have been actively and profitably captured by GITI and GINL.

• Currency fluctuations, particularly the weakness of the U.S. Dollar and INR volatility have directly
impacted on cost and complicated hedging strategies.

• Weather variability continues to affect crop yields and availability, amplifying supply-side risks.

• Energy security and biodiesel policy remain critical unknowns.

Despite these headwinds, GITI and GINL have demonstrated resilience and agility. Their ability to read
trends in soya oil and other commodities has enabled profitable trading even in difficult conditions.
Moreover, their insights and market intelligence provide valuable support to Indian operating companies—
Godrej Consumer Products Limited and Godrej Industries Limited — helping them navigate inflationary
pressures, currency volatility and supply chain disruptions.

The operating environment remains volatile, but GITI and GINL's proactive strategies and analytical depth
continue to position the Godrej Industries Group advantageously in FY 2025-26.

Financial Position

The Net Debt Position at the end of the Financial Year stands at ?9,739 crore as compared to ?9,033 crore
in the Previous Year. Your Company continues to hold the topmost rating of [ICRA] A1 from ICRA &
"CRISIL A1 " from CRISIL for its commercial paper program (?3,500 crore) (previous year ?3,500 crore).
Instruments with these ratings are considered to have very strong degree of safety regarding timely
payment of financial obligations. Such securities carry lowest credit risk.

For the Non-Convertible Debentures (NCD) programme of ?7,950 crore (previous year ?7,000 crore).
CRISIL has assigned “CRISIL AA " and ICRA has assigned "ICRA AA " with stable outlook. This rating
is considered to have high degree of safety regarding timely servicing of financial obligations. Such
securities carry very low credit risk.

ICRA has also reaffirmed an [ICRA] A1 / AA (Stable) rating for our short term/Long term banking facilities
(?2,140 crore), (previous year ?2,140 crore).

Report on Performance and Financial Position of Subsidiary Companies

Report on Performance and Financial Position of each of the Subsidiaries, Associates, Joint Venture
companies in Form AOC-1, forms a part of the Consolidated Financial Statements.

Loans, Guarantees & Investments

As required to be reported pursuant to the provisions of Section 186 and Section 134(3)(g) of the
Companies Act, 2013, the particulars of loans, guarantees or investments by the Company under the
aforesaid provisions during the Financial Year 2025-26, have been provided in the Notes to the Standalone
Financial Statements.

Related Party Transactions

In compliance with the Listing Regulations, the Company has a policy on Materiality of Related Party
Transactions and dealing with Related Party Transactions (RPT Policy). The RPT Policy can be accessed on
the website of the Company at:

https://www.godreiindustries.com/investors/compliance-and-corporate-governance/policies-and-codes

All Related Party Transactions entered into by your Company during the Financial Year 2025-26, were on an
arm's length basis and were in the ordinary course of business.

During the Financial Year 2025-26, the Company had obtained necessary approvals from its Shareholders to
enter into Material Related Party Transactions.

Other than the above, there were no material significant transactions with Related Parties during the Financial
Year 2025-26, which were in conflict with the interest of the Company. Requisite prior approval of the Audit
Committee of the Board of Directors was obtained for Related Party Transactions. Therefore, disclosure
of Related Party Transactions in Form AOC-2 as per the provisions of Section 134(3)(h) and Section 188 of
the Companies Act, 2013 read with the Rule 8(2) of the Companies (Accounts) Rules, 2014 is not applicable.
Attention of Members is also drawn to the disclosure of transactions with related parties set out in Note No.

41 of Standalone Financial Statements, forming part of the Annual Report. None of the Directors had any
pecuniary relationships or transactions vis-a-vis the Company. Further, the Company has not entered into
any transactions with any person or entity belonging to the promoter/promoter group which hold(s) 10% or
more shareholding in the Company during the Financial Year 2025-26.

Manufacturing Facilities

Your Company has manufacturing units at Ambernath, Valia, Kheda and Kundaim.

Operational achievements at the Ambernath facility in FY26 demonstrated strong progress in capacity
expansion, product innovation, and operational excellence. Significant yield improvements were achieved
in Sulfonation and Fatty Acid Distillation through focused process optimization. Energy-saving initiatives,
including heat recovery projects, contributed to reduced specific energy consumption and a corresponding
decline in greenhouse gas (GHG) emissions during the year.

The successful commissioning of the new Fats Splitting Plant in Q1 FY26 and the Oil Degumming Plant in
Q3 FY26 further strengthened manufacturing capacity and enhanced product capabilities.

The site also sustained strong safety and quality performance, with notable year-on-year improvements.

In line with its inclusive growth agenda, the facility progressed its Diversity, Equity, and Inclusion (DEI)
journey through increased hiring of women and Persons with Disabilities (PwD) via focused recruitment
initiatives.

Operational achievements at the Valia facility reflect strong capacity expansion, product innovation, and
efficiency improvements. The Specialty Plant was commissioned in April 2025, followed by the 100 TPD
GDP Plant (Sec-74) in July 2025.

The surfactant portfolio expanded with ALS and SLES (P) 3 Mole, alongside commercialization of 10
specialty products and plans in place for further expansion and capex projects.

Additionally, the newly acquired ethoxylation unit at Kheda is fully operational and currently ramping up
to achieve targeted production capacity.

During FY26, Kundaim, Goa Factory achieved strong operational performance, recording approximately
35% growth in production. The facility successfully introduced four new products, which contributed
significantly to overall business growth and portfolio expansion. In addition, cost optimization initiatives
through recipe reformulation and pricing improvements helped enhance product contribution margins.

Kundaim Factory is planning a capacity expansion through the addition of one new reactor to further
strengthen manufacturing capabilities. Post expansion, the plant is expected to achieve an approximate
30% increase in overall production capacity.

Research and Development (R&D)

During the Financial Year 2026, R&D efforts were strategically focused on strengthening the specialty
products and biotech (biosurfactants) business. The emphasis was on developing differentiated,
application-driven solutions aligned with evolving customer needs, sustainability expectations, and
regulatory trends. Good progress was made in developing C22-based chemistry platforms as part of the
specialty portfolio expansion. Leveraging long chain fatty acid/alcohol chemistry and in-house synthesis
expertise, these esters/amides were engineered to deliver differentiated performance for personal care
and specialty chemical industrial applications. This initiative also represents a deliberate step toward
forward integration and valorisation of C22 feedstocks, converting long-chain fatty streams into high
value specialty ingredients.

R&D efforts were also undertaken on process studies for Sophorolipid based biosurfactants, aimed at
advancing scalable, economically viable, and sustainable production routes. These studies support the
development of bio-based, biodegradable surfactants with a reduced environmental footprint, while
building internal capabilities for scale-up and commercialization. This initiative reinforces the organization's
commitment to sustainable chemistry and the expansion of its biosurfactant platform within the biotech
portfolio.

Human Resource Development and Industrial Relations

Throughout the review period, positive industrial relations prevailed across all our manufacturing locations.
Our ongoing commitment to workers' welfare was evident through the creation of a supportive work
environment using various approaches. Proactive measures, including the Grievance Handling Mechanism,
were implemented to address workers' diverse needs effectively. We accord the highest importance to
Safety. Safety awareness sessions are organized throughout the year across all our locations. We have an
'AIM FOR ZERO' focused program which aims to holistically achieve zero threat towards Environment,
Health & Safety at our manufacturing locations.

In terms of Human Resource Development, initiatives were undertaken to engage employees and enhance
their performance. We provided innovative learning platforms, utilizing both digital and classroom
methods, to facilitate continuous growth and development. Concurrently, we prioritized the health and
wellbeing of our workforce, organizing sessions and webinars focusing on mental and physical wellness.
Efforts to strengthen our organizational culture were underscored by amplifying the voices of employees
and stakeholders and undertaking necessary actions based on feedback.

Consistent and transparent leadership communication played a pivotal role in cultivating a high-
performance culture throughout the year. Additionally, employee contributions were duly acknowledged
and celebrated through various R&R programs and external forums. These collective endeavors aimed to
bolster employee motivation, enrich their experience, and ultimately drive exceptional business outcomes.

As of March 31, 2026, the total number of employees in our company was 1,328.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report highlighting your Company's sustainability initiatives
is hosted on the website of the Company at www.godreiindustries.com. The Report describes the initiatives
taken by the Company from an environmental, social, sustainability and governance perspective.

Employee Stock Grant Scheme 2011 (ESGS)

The details of the grants allotted under Godrej Industries Limited - Employee Stock Grant Scheme, 2011
(ESGS 2011), as also the disclosures in compliance with the Securities and Exchange Board of India (Share
Based Employee Benefits and Sweat Equity) Regulations, 2021, along with the Scheme Document have
been uploaded on the website of the Company at www.godreiindustries.com.

The Nomination and Remuneration Committee of the Board of Directors administers and monitors the
ESGS 2011. The Board of Directors confirm that the ESGS 2011 has been implemented in accordance
with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 and the resolution passed by the Members. The Board further confirms that there have
been no changes in the ESGS 2011 Scheme during the Financial Year 2025-26. The Certificate, obtained
from M/s. Nilesh Shah & Associates, Practising Company Secretary in this regard, shall be kept open for
inspection by the Members at / during the ensuing 38^th Annual General Meeting.

Fixed Deposits

The details of deposits covered under Chapter V of the Companies Act, 2013, i.e., deposits within the
meaning of Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014 during the Financial Year
2025-26 are as follows:

Your Company is currently not accepting public deposits and has not accepted any deposits from its
Directors during the Financial Year 2025-26.

Directors

(a) Appointment / Re-appointment / Retirement of Directors

Details of Directors who were appointed or re-appointed during the Financial Year 2025-26:

A. The Nomination and Remuneration Committee and the Board of Directors of the Company at their
respective Meetings held on April 13, 2026, had approved / noted:

i. The willingness of Mr. Nadir Godrej to retire and step down as the “Chairman and Managing
Director" of the Company with effect from close of business hours on August 13, 2026, and
approved his appointment as the "Chairman Emeritus" of the Company, with effect from August
14, 2026, along with Mr. Adi Godrej.

The Board placed on record its highest appreciation for the invaluable guidance, support, strategic
direction and leadership provided by Mr. Nadir Godrej during his tenure as the Chairman and
Managing Director of the Company.

ii. Appointment of Mr. Burjis Godrej (DIN: 08183082) as an "Additional Director (Non-Executive,
Non-Independent)" of the Company who will hold the office of Director with effect from August
14, 2026. Necessary resolution for his regularization was being moved through Postal Ballot for
approval of the Shareholders of the Company.

iii. Mr. Pirojsha Godrej had been appointed as "Chairperson-Designate" of the Company and Godrej
Industries Group with effect from April 13, 2026.

iv. Appointment of Mr. Pirojsha Godrej, Non-Executive Director as the "Chairperson" of the Board
of Directors of the Company, and the Chairperson of Godrej Industries Group with effect from
August 14, 2026.

B. The Nomination and Remuneration Committee and the Board of Directors of the Company at their
respective Meetings held on May 15, 2026, have approved the re-appointment of Mr. Vishal Sharma
(DIN: 00085416) as a "Whole Time Director" of the Company, to be designated as "Executive
Director and Chief Executive Officer (Chemicals)", who will hold the office for a period of 3 (Three)
years commencing from April 1, 2027, up to March 31, 2030, subject to approval of the Shareholders
of the Company.

(b) Directors liable to retire by rotation

In accordance with the provisions of Section 152(6) of the Companies Act, 2013 and the Company's
Articles of Association, Mr. Vishal Sharma (DIN: 00085416), "Whole Time Director" of the Company
designated as the "Executive Director and Chief Executive Officer (Chemicals)", is liable to retire by
rotation at the ensuing 38^th AGM, and being eligible, has offered himself for re-appointment.

(c) Resolutions to be passed at the ensuing AGM

Appropriate resolutions for re-appointment of Mr. Vishal Sharma (DIN: 00085416), as the Whole Time
Director of the Company for a period of 3 (Three) years commencing from April 1, 2027, up to March 31,
2030, and liable to retire by rotation are being moved at the ensuing 38^th (Thirty Eighth) AGM, which
the Board recommends for your approval.

(d) Composition of Board of Directors

As on the date of this Board's Report, i.e., as on May 15, 2026, your Company's Board of Directors
comprises of the following Directors:

(e) Declaration of Independence from Independent Directors

Your Company has received declarations from all the Independent Directors of the Company confirming
that they meet the criteria of independence as prescribed under Section 149(6) of the Companies
Act, 2013 and Regulation 16(b) of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015. In terms of provisions of Section 134(3)(d) of the
Companies Act, 2013, the Board of Directors of your Company have taken note of these declarations
of independence received from all the Independent Directors and have undertaken due assessment of
the veracity of the same. The Board of Directors is of the opinion that the Independent Directors of
your Company possess requisite qualifications, experience, expertise (including proficiency) and they
hold the highest standards of integrity that enables them to discharge their duties as the Independent
Directors of your Company. Further, in compliance with Rule 6(1) of the Companies (Appointment
and Qualification of Directors) Rules, 2014, all Independent Directors of the Company have registered
themselves with the Indian Institute of Corporate Affairs.

(f) Board Meetings

The Meetings of the Board of Directors are pre-scheduled and intimated to all the Directors in advance
in order to help them plan their schedule. However, in case of special and urgent business needs,
approval is taken either by convening Meetings at a shorter notice with consent of the Directors or by
passing resolutions through circulation.

4 (Four) Meetings of the Board of Directors were held during the Financial Year 2025-26 (i.e. on May
15, 2025, August 13, 2025, November 11, 2025, and February 11, 2026). The maximum gap between two
Board Meetings did not exceed 120 (One Hundred and Twenty) days. The details of Board Meetings and
the attendance record of the Directors are provided in the Report on Corporate Governance section of
the Annual Report.

All the Board Meetings during the year were conducted through Video Conferencing.

(g) Performance Evaluation of the Board of Directors, its individual members, and its Committees

In terms with the Policy for Evaluation of the Performance of the Board of Directors of the Company, we

conducted a formal Board Effectiveness Review, as part of our efforts to evaluate the performance of
our Board and identify areas that need improvement, in order to enhance the effectiveness of the Board,
its Committees, and Individual Directors. This was in line with the requirements of the Companies Act,
2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

The Corporate HR team of Godrej Industries Group (“GIG") worked directly with the Chairperson and
the Nomination and Remuneration Committee of the Board to design and execute this process. It was
later adopted by the Board. Each Board Member completed a confidential online questionnaire, sharing
vital feedback on how the Board currently operates and how its effectiveness could be improved. The
survey comprised of below sections and compiled feedback and suggestions on:

• Board Processes (including Board composition, strategic orientation and team dynamics);

• Individual Committees;

• Individual Board Members;

• the Chairperson and

• Declaration of independence from Independent Directors.

The criteria for Board processes included Board composition, strategic orientation and team dynamics.

Evaluation of each of the Board Committees covered whether they have well-defined objectives, the
correct composition, and whether they achieved their objectives. The criteria for Individual Board
Members included skills, experience, level of preparedness, attendance, extent of contribution to Board
debates and discussion, and how each Director leveraged their expertise and networks to meaningfully
contribute to the Company. The criteria for the Chairperson's evaluation included leadership style and
conduct of Board Meetings.

The following reports were created as part of the evaluation:

• Board Feedback Report;

• Individual Board Member Feedback Report;

• Chairman's Feedback Report.

Further, the performance evaluation criteria for Independent Directors included a check on their
fulfilment of the independence criteria and their independence from the management.

The overall Board and Committee Feedback Report was tabled in NRC meeting and insights were noted
to further improve board effectiveness. Individual Board Member feedback was shared separately with
respective directors.

(h) Nomination and Remuneration Policy

The Company's Nomination and Remuneration Policy for Directors, Key Managerial Personnel, and
other employees can be accessed on the Company's website athttps://www.godrejindustries.com/
investors/compliance-and-corporate-governance/policies-and-codes. The Company's total rewards
framework aims at holistically using elements such as fixed and variable compensation, long-term
incentives, benefits and perquisites, and non-compensation elements (career development, work-life
balance, and recognition). The Non-Executive Directors receive sitting fees in accordance with the
provisions of the Companies Act, 2013.

On the recommendation of the Nomination and Remuneration Committee, the Board had framed a
policy for selection and appointment of Directors, Senior Management and their remuneration. The
details of the Board Appointment Policy are stated below:

Talent Management and Succession Planning

Our Company has a talent management process in place with an objective of developing a robust talent
pipeline for the organization which includes the senior leadership team.

As part of our Talent Management Process called Total Talent Management, we identify critical positions
and assess the succession coverage for them annually. During this process, we also review the supply of
talent, identify high potential employees and plan talent actions to meet the organization's talent objectives.
We continue to deploy leadership development initiatives to build succession for key roles.

Total Rewards Philosophy

The policy of your Company on director's appointment and remuneration of the Directors, Key Managerial
Personnel and other employees including criteria for determining qualifications, positive attributes, is
stated below:

(i) Familiarization Programmes

Familiarization programme for the Independent Directors was conducted during the Financial Year
2025-26. Apart from this, business presentations were made by the Management to the Independent
Directors. The details of familiarization programmes pursuant to Regulation 25(7) of the Listing
Regulations is uploaded on the Company's website, viz.

https://www.godreiindustries.com/investors/compliance-and-corporate-governance/announcements.
Key Managerial Personnel

There was no change in the Key Managerial Personnel ("KMP") of the Company during the Financial Year 2025-26.

Auditors and Auditors' Report
Statutory Auditors

The Audit Committee and the Board of Directors at their Meetings held on May 27, 2022, had approved and
recommended appointment of M/s. Kalyaniwalla & Mistry LLP, Chartered Accountants (Firm Registration
No.: 104607W/W100166) as the Statutory Auditors of the Company to hold office from the conclusion of
the 34^th (Thirty Fourth) AGM, till the conclusion of the 39^th AGM, at a remuneration as may be decided
by the Board of Directors. Their appointment was approved by the Members of the Company at the 34^th
(Thirty Fourth) AGM held on August 12, 2022.

The Statutory Auditor's Report on the Financial Statements for the Financial Year ended on March 31,
2026, does not contain any qualification, reservation, adverse remark or disclaimer.

Cost Auditors

M/s. R. Nanabhoy & Co., Cost Accountants, Mumbai (Firm Registration No.: 000010) were appointed by
the Board of Directors as the Cost Auditors of the Company for all the applicable products pursuant to the
provisions of Section 148 of the Companies Act, 2013 and the Companies (Cost Records and Audit) Rules,
2014, for the Financial Year 2025-26. They are required to submit the report within 180 (One Hundred and
Eighty) days from the end of the accounting year.

Further, upon recommendation of the Audit Committee, the Board of Directors at their Meetings held on
May 15, 2026, have approved re-appointment of M/s. R. Nanabhoy & Co., Cost Accountants, being eligible,
as the Cost Auditors of the Company for the Financial Year 2026-27 at a remuneration of ?5,32,000/-
(Rupees Five Lakh Thirty Two Thousand Only) plus applicable taxes and reimbursement of out of pocket
expenses, subject to ratification of the said remuneration by the Members at the ensuing 38^th Annual
General Meeting pursuant to Section 148 of the Companies Act, 2013.

The Company has maintained the necessary accounts and records as specified by the Central Government
under sub-section (1) of Section 148 of the Companies Act, 2013 pertaining to Cost Audit.

Secretarial Auditors

Pursuant to provisions of Section 204 of the Companies Act, 2013, the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, and Regulation 24A of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015 and the applicable
circulars issued in this regard, the Audit Committee and the Board of Directors at their Meetings held on
May 15, 2025, had approved and recommended appointment of M/s. Nilesh Shah & Associates, Practicing
Company Secretaries (Firm Registration No. P2003MH008800) for a term of 5 years commencing from
Financial Year 2025-26 upto Financial Year 2029-30. Their appointment was approved by the Members of
the Company at the 37^th (Thirty Seventh) AGM held on August 13, 2025.

The Secretarial Audit Report issued by M/s. Nilesh Shah & Associates, Secretarial Auditors for the Financial
Year ended March 31, 2026, is annexed herewith marked as 'Annexure B' to this Report. The Secretarial
Audit Report does not contain any qualification, reservation or adverse remark.

The Secretarial Audit Reports of Godrej Capital Limited (Subsidiary Company up to January 28, 2026)
and Godrej Investment Limited (Wholly owned subsidiary from January 5, 2026), being material unlisted
subsidiaries of your Company during the period under review are annexed herewith marked as 'Annexure
B1 and Annexure B2' to this Report in compliance with provisions of Regulation 24A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

Vigil Mechanism / Whistle Blower Policy

Your Company is focused on ensuring that integrity and ethics continue to be the bedrock of its corporate
operations. It is committed to conducting its business in accordance with the highest standards of
professionalism and ethical behavior. Your Company has a vigil mechanism policy named “Whistle Blower
Policy" to deal with instance of fraud and mismanagement, if any. This initiative was taken to encourage
employees to report irregularities in operations, besides complying with the statutory requirements under
Companies Act, 2013. All employees of the Company can avail this mechanism. If the whistle blower is not
satisfied with the actions taken, necessary steps to escalate the same can be taken. Through the process,
the mechanism considers and extends complete protection to the whistle blower and direct access to the
Chairperson of the Audit Committee, in appropriate or exceptional cases.

Committees of Board of Directors

(a) Audit Committee

Pursuant to the provisions of Section 177(8) of the Companies Act, 2013, Rule 6 of the Companies
(Meetings of Board & its Powers) Rules, 2014 and Regulation 18 read with Part C of Schedule II of the
Listing Regulations, your Company has constituted an Audit Committee of the Board of Directors.

The composition of the Audit Committee as of March 31, 2026, was as under:

The Statutory Auditors, Internal Auditors and Chief Financial Officer attend the Audit Committee Meetings
as invitees. The Company Secretary and Compliance Officer acts as Secretary to the Audit Committee. All
observations and recommendations made by the Audit Committee to the Board of Directors, were duly
noted and accepted by the Board.

4 (Four) Meetings of the Audit Committee were held during the Financial Year 2025-26 (i.e., May 15, 2025,
August 13, 2025, November 11, 2025, and February 11, 2026).

(b) Nomination and Remuneration Committee

Pursuant to the provisions of Section 178 of the Companies Act, 2013, Rule 6 of the Companies (Meetings
of Board & its Powers) Rules, 2014 and Regulation 19 read with Part D of Schedule II of the Listing
Regulations, your Company has constituted a Nomination and Remuneration Committee of the Board of
Directors.

The composition of the Nomination and Remuneration Committee as of March 31, 2026, was as under:

1 (One) Nomination and Remuneration Committee Meeting held during the Financial Year 2025-26 (i.e. on
May 15, 2025).

(c) Stakeholders' Relationship Committee

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 20 read with Part
D of Schedule II of the Listing Regulations, your Company has constituted a Stakeholders' Relationship
Committee of the Board of Directors.

The composition of the Stakeholders' Relationship Committee as of March 31, 2026, was as under:

4 (Four) Stakeholders' Relationship Committee Meetings held during the Financial Year 2025-26 (i.e. on
May 15, 2025, August 13, 2025, November 11, 2025, and February 11, 2026).

(d) Risk Management Committee

Pursuant to the provisions of Regulation 21 of Listing Regulations, your Company has constituted a Risk
Management Committee of the Board of Directors.

The composition of the Risk Management Committee as of March 31, 2026, was as under:

2 (Two) Meetings of the Risk Management Committee were held during the Financial Year 2025-26 (i.e.,
May 15, 2025, and November 11, 2025).

The Risk Management Committee consists of the Managing Director, Whole Time Director, Independent
Directors and Chief Financial Officer. The Committee identifies, evaluates business risks and opportunities.
This Committee has formulated and implemented a policy on risk management to ensure that the
Company's reporting system is reliable and that the Company complies with relevant laws and regulations.
The Board of Directors of your Company are of the opinion that, at present, there are no elements of risks
which may threaten the existence of the Company.

(e) Corporate Social Responsibility Committee

Pursuant to the provisions of Section 135 of the Companies Act, 2013, your Company has constituted a
Corporate Social Responsibility Committee of the Board of Directors.

The composition of the Corporate Social Responsibility Committee as of March 31, 2026, was as under:

1 (One) Meeting of the Corporate Social Responsibility Committee was held during the Financial Year
2025-26 (i.e. on February 11, 2026).

Areas of CSR Expenditure:

Your Company is committed to the Godrej Industries Group's 'Good & Green' vision of creating a more
inclusive and greener India. Your Company's strategic Corporate Social Responsibility (CSR) Projects,
undertaken as part of its overall sustainability framework, actively work towards the Godrej Industries
Group's Good & Green goals and have helped the Company carve out a reputation for being one of the
most committed and responsible companies in the industry.

The CSR Policy of your Company is available on the website of the Company viz. www.godreiindustries.com.
Amount of CSR Spending and Annual Report on CSR Activities:

During the Financial Year 2025-26, your Company was not required to spend towards CSR activities in
terms of the provisions of Section 135 of the Companies Act, 2013 and the Companies (Corporate Social
Responsibility Policy) Rules, 2014. The Annual Report on CSR Activities of your Company for the Financial
Year 2025-26 is annexed herewith marked as "Annexure C".

The Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013

We are dedicated to fostering an environment where employees can collaborate without facing any form
of sexual harassment, exploitation, or intimidation. Our commitment to preventing sexual harassment at
the workplace is reflected in the reinforcement of our existing policy. Each employee is briefed on the
company's staunch stance against sexual harassment, emphasizing that such behavior is not only unlawful
but also contrary to the principles of our Godrej Industries Group.

To enhance awareness regarding workplace harassment, we have implemented an online training module
accessible to all employees, along with in-person sessions conducted across our various facilities. These
training sessions cover legislative updates, details regarding the Internal Complaints Committee, and
procedures for addressing grievances. Further, we have amplified communication around anti-sexual
harassment through other means like posters, emailers to drive awareness on a continued basis.

In line with legal requirements, we have 4(four) distinct committees—one overseeing the Head Office,
Ambernath factory in Maharashtra, and branches across India, and the others specifically for the Valia
and Kheda factories in Gujarat and Kundaim factory in Goa. Ms. Divya Murthy presides over all four
committees. While the law applies primarily to female employees, our company policy extends protection
to all employees and premises nationwide.

Our online platform 'Conduct' and our telephonic hotline run by Deloitte facilitate the reporting and
tracking of complaints related to sexual harassment. There were no complaints filed during the review
period. Further, we remain vigilant in our compliance efforts. As per Section 22 of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013, the committee has prepared a
report indicating Zero complaint received.

Directors' Responsibility Statement

The Board of Directors have laid down Internal Financial Controls within the meaning of the explanation
to Section 134(5)(e) ("IFC") of the Companies Act, 2013. The Board believes the Company has sound IFC
commensurate with the nature and size of its business. Business is however dynamic. The Board is seized
of the fact that IFC are not static and will evolve over time as the business, technology and possibly even
fraud environment changes in response to competition, industry practices, legislation, regulation and
current economic conditions. There might therefore be gaps in the IFC as Business evolves. Your Company
has a process in place to continuously identify such gaps and implement newer and / or improved controls
wherever the effect of such gaps might have a material effect on the Company's operations.

Pursuant to the provisions contained in sub-sections (3)(c) and (5) of Section 134 of the Companies
Act, 2013, the Directors of your Company, based on the representation received from the Operating
Management and after due enquiry confirm the following:

a. In the preparation of the annual accounts for the Financial Year 2025-26, the applicable accounting
standards have been followed along with proper explanation relating to material departures, if any;

b. The Directors have selected such accounting policies and applied consistently, and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs
of the Company at the end of the Financial Year (i.e. March 31, 2026) and of the profit and loss of the
Company for that period (i.e. the Financial Year 2025-26);

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of
the Company, for preventing and detecting fraud and other irregularities;

d. The Directors have prepared the annual accounts for the Financial Year ended March 31, 2026, on a
going concern basis;

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

f. The Directors have devised proper systems to ensure compliance with all laws applicable to the
Company and such systems are adequate and operating effectively.

Corporate Governance

As required by the existing Regulation 34(3) read with Schedule V of the Listing Regulations, a detailed
report on Corporate Governance is included in the Annual Report.

M/s. Nilesh Shah & Associates, Practicing Company Secretaries have certified the Company's compliance
of the requirements of Corporate Governance in terms of Regulation 34(3) read with Schedule V of the
Listing Regulation and their compliance certificate is annexed to the Report on Corporate Governance.

Conservation of Energy, Technology absorption and Foreign Exchange Earnings and Outgo

The information in respect of matters pertaining to conservation of energy, technology absorption and foreign
exchange earnings and outgo, as required under Section 134(3)(m) of the Companies Act, 2013 and Rule
8(3) of the Companies (Accounts) Rules, 2014 is annexed herewith marked as 'Annexure D' to this Report.

Annual Return

In compliance with provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return as
per Section 92(3) of the Companies Act, 2013, has been hosted on the website of the Company, viz.
www.godreiindustries.com.

Managerial Remuneration and Remuneration Particulars of Employees

The remuneration paid to Executive Directors and Key Managerial Personnel and the employees of the
Company during the Financial Year 2025-26 was in accordance with the Nomination and Remuneration
Policy of the Company.

Disclosures with respect to the remuneration of Directors and employees as required under Section 197 of
the Companies Act, 2013 and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, has been annexed herewith marked as 'Annexure E' to this Report.

The information required pursuant to Section 197 of the Act read with Rule 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, in respect of employees of your
Company are available to Members for inspection on request. If any Member is interested in obtaining a
copy thereof, such Member may write to the Company Secretary, on investor@godreiinds.com.

Material changes and commitments since the Financial Year end

There have been no material changes and commitments affecting the financial position of the Company
which have occurred between the March 31, 2026, and the date of this Boards' Report (i.e. May 15, 2026).

Fraud Reporting

There have been no instances of frauds reported by the Auditors under Section 143(12) of the Companies
Act, 2013 and the Rules framed thereunder, either to the Company or to the Central Government.

Policies of the Company

Listing Regulations have mandated the formulation of certain policies for all listed companies. As
per provisions of Listing Regulations, certain Policies are hosted on the Company's website viz;
www.godreiindustries.com.

The key policies that have been adopted by the Company pursuant to the provisions of the Companies Act,
2013 and the Rules framed thereunder, the Listing Regulations and other applicable laws are as follows:

Disclosures as per the Companies (Accounts) Rules, 2014

Secretarial Standards

Your Company is in compliance with the Secretarial Standards on Meetings of the Board of Directors (SS- 1) and
Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI).

Transfer to Investor Education and Protection Fund

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and
Refund) Rules, 2016, Investor Education and Protection Fund (Awareness and Protection of Investors) Rules,
2001, ?6,85,902 /- (Rupees Six Lakh Eighty-Five Thousand Nine Hundred and Two Only) unpaid / unclaimed
dividends and 16,781 (Sixteen Thousand Seven Hundred and Eighty-One) Equity Shares were transferred
during the Financial Year 2025-26 to the Investor Education and Protection Fund (IEPF).

The Company has appointed a Nodal Officer under the provisions of IEPF, the details of which are available
on the website of the Company. The same can be accessed on www.godreiindustries.com. The Company has
uploaded the details of unpaid and unclaimed amounts lying with the Company as on August 13, 2025 (date
of last AGM) on the Company's website which can be accessed on www.godreiindustries.comand on the
IEPF website at www.iepf.gov.in.

Depository System

Your Company's Equity Shares are available for dematerialization through National Securities Depository
Limited and Central Depository Services (India) Limited. As of March 31, 2026, 99.95% of the Equity Shares of
your Company were held in demat form.

Your Company has issued Commercial Papers and Non-Convertible Debentures in demat mode only.

Listing

The Equity Shares of your Company are listed on the BSE Limited (BSE) and the National Stock Exchange of
India Limited (NSE). The applicable annual listing fees have been paid to the Stock Exchanges before the due
dates. The Equity Shares of your Company were not suspended from trading on BSE and NSE at any point of
time during the Financial Year 2025-26.

Your Company's Non-Convertible Debentures and Commercial Papers are listed on the National Stock
Exchange of India Limited (NSE). The applicable annual listing fees have been paid to the Stock Exchange
before the due date.

Details of application made or any proceeding pending under the insolvency and bankruptcy code, 2016
during the year along with their status as at the end of the FY 2025-26

There are no applications made or any proceedings pending against the Company under Insolvency and
Bankruptcy Code, 2016 during the Financial Year.

Details of difference between amount of the valuation done at the time of one time settlement and the
valuation done while taking loan from the banks or financial institutions along with the reasons thereof

During the Financial Year under review, there were no one-time settlement with any Bank or Financial Institution.

Compliance with the Maternity Benefit Act, 1961

Your Company is in due compliance with the applicable provisions of the Maternity Benefit Act, 1961.
Additional Information

The additional information required to be given under the Companies Act, 2013 and the Rules framed thereunder,
has been laid out in the Notes attached to and forming part of the Accounts. The Notes to the Accounts
referred to the Auditors' Report are self-explanatory and therefore do not call for any further explanation. The
Consolidated Financial Statements of our Company form a part of the Annual Report. Accordingly, this Annual
Report of your Company does not contain the Financial Statements of its Subsidiaries. The Audited Annual
Accounts and related information of the Company's Subsidiaries will be made available upon request. These
documents including the Subsidiary Companies' documents will be available for inspection on the Company's
website, viz., www.godrejindustries.com.

Designated Person to provide information to Registrar

In accordance with Rule 9 of the Companies (Management and Administration) Rules, 2014 as amended
vide the Companies (Management and Administration) Second Amendment Rules, 2023, and such other
applicable provisions of the Companies Act, 2013 and the Rules framed thereunder, the Company Secretary
of the Company is the deemed 'Designated Person' and has been authorized for furnishing, and extending
co-operation for providing, information to the Registrar or any other authorized officer with respect to
Beneficial Interest in shares of the Company.

Acknowledgement

Your Directors thank the Union Government, the Governments of Maharashtra and Gujarat as also all the
Government Agencies, Banks, Financial Institutions, Shareholders, Customers, Fixed Deposit Holders, Vendors
and other Business Associates, who, through their continued support and co-operation, have helped as partners
in your Company's progress. Your Directors also express their warm appreciation to all the employees of the
Company for their unstinted commitment and continued contribution to the growth of the Company.

For and on behalf of the Board of Directors
of Godrej Industries Limited

Nadir Godrej

Chairman & Managing Director
(DIN: 00066195)

Date: May 15, 2026
Place: Mumbai