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You can view full text of the latest Director's Report for the company.

BSE: 505533ISIN: INE274F01020INDUSTRY: Hotels, Resorts & Restaurants

BSE   ` 568.45   Open: 529.00   Today's Range 514.75
638.00
+36.75 (+ 6.46 %) Prev Close: 531.70 52 Week Range 398.35
638.00
Year End :2026-03 

Your Directors are pleased to present their Forty-Third
(43rd) Annual Report and Audited Statement of Accounts
for the year ended March 31, 2026.

I FINANCIAL DETAILS

Consolidated Financial Highlights

(C in millions)

Particulars

2025-26

2024-25

Total Income

26,569.72

25,156.66

Total Expenses including
Depreciation, amortisation
and Finance Costs.

26,604.17

25,026.21

EBITDA (excluding
exceptional items)

3682.49

3,442.83

Profit before exceptional
items

(34.45)

130.45

Less : Exceptional Items

431.20

-

Profit before tax

396.75

130.45

Less : Tax Expenses

73.42

8.98

Profit for the year

323.33

121.47

Other comprehensive
income/(losses) for the year

6.46

(5.98)

Total comprehensive
income for the year

329.79

115.49

Standalone Financial Highlights

2025-26

2024-25

EBITDA

142.31

(3.77)

Less: Finance costs

-

-

Less : Depreciation

-

-

Profit/ (Loss) before Tax

142.31

(3.77)

Less : Tax Expenses

-

(12.66)

Profit/ (Loss) for the year

142.31

8.89

Add : Balance brought
forward- Retained Earnings

(8.01)

(16.90)

Less: Dividend paid during
the year

116.95

-

Balance Carried forward-
Retained Earnings

17.35

(8.01)

II PERFORMANCE

Standalone Operating Performance

During the FY 2025-26, the Company has reported a profit
after tax of
C 142.31 million as against a profit of C 8.9 million
for the previous year.

The Company focuses on putting up and operating Quick
Service Restaurants (QSR) in India through its wholly owned
subsidiary, which is a Development Licensee / Master
Franchisee of McDonald's and operates QSRs under the
brand name McDonald's.

Consolidated financial statements of the Company and
its subsidiary prepared in accordance with applicable
accounting standards and duly audited by the Company's
statutory auditors are annexed.

Subsidiary’s Operating Performance

The highlights of the Subsidiary's performance for FY 2025¬
26 and its contribution to the overall performance of the
Company is provided below:

Particulars

2025-26

2024-25

Total Income

26558.43

25,145.54

Total Expenses including
Depreciation, amortisation
expense and Finance costs

26,591.04

25,011.32

EBITDA (excluding
exceptional items)

3,684.64

3,447.90

Profit before exceptional
items

(32.61)

134.22

Exceptional items

431.20

-

Profit before tax

398.59

134.22

Less:Tax Expenses

73.42

21.64

Profit for the year

325.17

112.58

Other comprehensive
(losses) / income for the

6.46

(5.98)

year

Total comprehensive
income for the year

331.63

106.60

Subsidiaries, Joint Ventures or Associate
Companies

During the year under review no company has become or
ceased to be the Company's subsidiary, joint venture or
associate company.

As per the provisions of Section 129(3) of the Companies Act,
2013 a statement containing salient features of the financial
statements of the Company's subsidiary is provided as
'Annexure A' to the consolidated financial statements.

Dividend

The Board of Directors in its meeting held on 30th July,
2026 has declared interim dividend basis on the financials
of the Company for the quarter ended 30th June, 2026
[FY 2026-27] @
C 0.40/- per share on equity share capital
of the Company.

State of the Company’s affairs

Your Company was classified as a Core Investment
Company ('CIC') exempted from registration with the
Reserve Bank of India within the meaning of the Core
Investment Companies (Reserve Bank) Directions, 2016. It
has promoted the operations of QSRs through its subsidiary
as aforesaid. The Company endeavors to continuously
improve its performance. Your Directors are satisfied with
the present state of the Company's affairs.

Transfer to Reserves

No funds are being transferred to the reserves.

Material changes and commitments

No material changes and commitments affecting the
financial position of your Company have occurred between
31st March, 2026 and the date of the report.

Particulars of loans, guarantee or investments

Particulars of the loans given, investment made or
guarantee given or security provided and the purpose for
which the loan or guarantee or security is proposed to be
utilised by the recipient of the loan or guarantee or security

are provided in Note No. 4 (for Loan) and Note No. 5 (for
Investment) to the Standalone Financial Statements.

Maintenance of Cost Records

During the period under review, your Company was not
required to maintain cost records as specified by the
Central Government under sub-section (1) of Section 148
of the Companies Act, 2013.

Internal Complaints Committee for Sexual
Harassment

Your Company has complied with the provisions relating
to the constitution of Internal Complaints Committee
under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

III DIRECTORS AND MANAGEMENT

Appointment / re-appointment of and change in
Directors

Pursuant to the provisions of Section 152 of the Companies
Act, 2013, the office of Ms. Smita Jatia (DIN: 03165703) is
liable to retire by rotation at the ensuing Annual General
Meeting, and being eligible, she offers herself for re¬
appointment. The Board of Directors has recommended his
re-appointment.

Further, pursuant to the provisions of Section 161 of the
Companies Act, 2013, Dr. (Ms) Deepa Vidyadhar Bhajekar
(DIN: 01155212) had been appointed by the Board as an
Additional Director (Non-Executive Independent Director)
of the Company vide its resolution dated 30th July,
2026. She holds office till the date of the ensuing Annual
General Meeting of the Company. Further, the Board has
recommended her appointment as Director (Non-Executive
Independent Director) of the Company.

Number of meetings of the Board

Four (4) meetings of the Board of Directors were held during
the financial year. For further details, please refer to the

Report on Corporate Governance which forms a part of this
Annual Report.

Declaration by Independent Directors

The Company has received declarations from all the
Independent Directors of the Company confirming that
they fulfill the criteria of independence as prescribed under
sub-section (6) of Section 149 of the Companies Act, 2013
and the Listing Regulations.

Directors’ Responsibility Statement

As required under Section 134(3)(c) and pursuant to
Section 134(5) of the Companies Act, 2013, your Directors
state that:

(a) in the preparation of the annual accounts for
financial year ended 31st March, 2026, the applicable
accounting standards have been followed and there
are no departures in adoption of these standards;

(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 at 31st March, 2026 and of the profit and loss
of the Company for the year ended on that date;

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

(d) the Directors have prepared the annual accounts
for financial year ended 31st March, 2026 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
efficiently; and

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

Board Evaluation

Pursuant to the provisions of the Companies Act, 2013
and Regulation 17 of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“the Listing Regulations”), the Board has
carried out an annual evaluation of its own performance
and that of its Committees as well as performance of the
Directors individually. Feedback was sought by way of a
structured questionnaire through online survey covering
various aspects of the Board's functioning such as adequacy
of the composition of the Board and its Committees, Board
culture, execution and performance of specific duties,
obligations and governance, and the evaluation was carried
out based on responses received from the Directors.

A separate exercise was carried out by the Nomination
and Remuneration Committee of the Board to evaluate
the performance of individual Directors. The performance
evaluation of the Non-Independent Directors and the Board
as a whole was carried out by the Independent Directors. The
performance evaluation of the Chairman of the Company
was also carried out by the Independent Directors, taking
into account the views of the Executive Director and
Non-Executive Directors. The Directors expressed their
satisfaction with the evaluation process.

Audit Committee

In accordance with Regulation 18 of the Listing Regulations
read with Section 177 of the Companies Act, 2013, the
Company had constituted an Audit Committee, which
consists of three independent non-executive directors
namely; (1) Mr. Jyotin Kantilal Mehta (Chairperson), (2)
Ms. Amisha Hemchand Jain (member), (3) Mr. Rajendra
Mariwala (member) and one other director, Ms. Smita Jatia
(member). The Audit Committee functions in terms of the

role and powers delegated by the Board of Directors of the
Company keeping in view the provisions of Regulation 18 of
the Listing Regulations and Section 177 of the Companies
Act, 2013 and the corresponding Rules made thereunder,
being the Companies (Meetings of Board and its Powers)
Rules, 2014.

Vigil Mechanism and Whistleblower Policy

The Vigil Mechanism as envisaged in the Companies Act,
2013, the Rules prescribed thereunder and under Regulation
22 of the Listing Regulations is implemented through the
Company's Vigil & Whistleblower Policy to enable the
Directors and employees of the Company to report genuine
concerns, to provide for adequate safeguards against
victimisation of persons who use such mechanism and
make provision for direct access to the Chairperson of the
Audit Committee.

The Vigil & Whistleblower Policy of the Company is available
on the Company's website at the web-link: http://www.
westlife.co.in/investors-compliance-and-policies.php

Auditors

• Statutory Auditors and Auditors’ Report

S R B C & CO LLP (Registration No.: 324982E/E300003),
Chartered Accountants had been appointed as
Statutory Auditors of the Company for a term of 5
(five) years at the 39th Annual General Meeting (AGM)
held on 15th September, 2022 to hold office from the
conclusion of the 39th AGM till the conclusion of the
44th AGM of the Company. They had confirmed that
they are not disqualified as Statutory Auditors of
the Company.

The Notes on financial statements referred to in
the Auditors' Report are self-explanatory, hence no
clarification is required. The Auditors' Report does not
contain any qualification, observation, adverse remark
or disclaimer.

Secretarial Audit and Report of company
secretary in practice

Pursuant to the provisions of Section 204 of the
Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 and read with the SEBI
Notification dated 12th December, 2024, based on
the recommendation of the Audit Committee, the
Board of Directors of the Company at its meeting held
on 29th January, 2025, had appointed M/s MSDS &
Associates, Company secretary in whole time practice
(Certificate of Practice Number: 23194) to carry out
the Secretarial Audit of the Company for a first term of
5 (five) consecutive years, to hold office w.e.f. 1st April,
2025 till 31st March, 2030, the same was approved
by the Members of the Company at their 43rd Annual
General Meeting held on 10th September, 2025.

In terms of the provisions of sub-section (1) of Section
204 of the Companies Act, 2013 read with Regulation
24A of the SEBI (LODR) Regulations, 2015, the Company
has annexed to this Board Report as Annexure I', a
Secretarial Audit Report given by a company secretary
in practice.

The Secretarial Audit Report does not contain
any qualification, reservation or adverse remark
or disclaimer.

Secretarial Audit Report of the Company’s
subsidiary (i.e. Hardcastle Restaurants Private
Limited) issued by a company secretary in
practice

In terms of the provisions of Regulation 24A of the
SEBI (LODR) Regulations, 2015, the Company has
annexed to this Board Report as 'Annexure I-A', a
Secretarial Audit Report of the Company's subsidiary
(i.e. Hardcastle Restaurants Private Limited) issued by
a company secretary in practice.

The Secretarial Audit Report does not contain
any qualification, reservation or adverse remark
or disclaimer.

Key Managerial Personnel (KMP)

Pursuant to the provisions of Section 203 of the Companies
Act, 2013, the Key Managerial Personnel of the Company
are Mr. Akshay Jatia, Chief Executive Officer, Mr. Hrushit
Shah, Chief Financial Officer (CFO) (till close of business
hours on 4th November, 2025) and Dr. Shatadru Sengupta,
Company Secretary (CS).

Further, Mr. Shardul Doshi, was appointed as the Chief
Financial Officer of the Company w.e.f. 15th December,
2025, by the Board of Directors of the Company at its
meeting held on 3rd November, 2025.

Contracts or Arrangements with Related Parties

Related Party Transactions that were entered into during
the year by your Company have been disclosed in Form
AOC-2 pursuant to Section 134(3) (h) of the Companies Act,
2013, which has been appended as 'Annexure II'.

In compliance with clause 2A, Part-A, Schedule V of the SEBI
(LODR) Regulations, 2015, during the period under review,
the Company has not entered into any transaction with any
person or entity belonging to the promoter/promoter group
which hold(s) 10% or more shareholding in the company.

Disclosure on Employee Stock Option Scheme
through Trust Route

In compliance with Regulation 14 of the Securities and
Exchange Board of India (Share Based Employee Benefits)
Regulations, 2014 (now the Securities and Exchange Board
of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021) ('the Regulations') read with SEBI Circular
no. CIR/CFD/POLICY CELL/2/2015 dated 16th June, 2015,
your Board of Directors report that during the year under
review, no material changes in the Westlife Development
Limited Employee Stock Option (Trust) Scheme 2021 ('ESOS
Trust Scheme 2021') had taken place and that the ESOS

Trust Scheme 2021 is in compliance with the Regulations.
Further, the details mentioned in the Regulations have been
disclosed on the Company's website at web link: http://
www.westlife.co.in/web/compliance.aspx.

Policy for Qualifications, positive attributes
and independence criteria for Directors and
Remuneration for Directors, Key Managerial
Personnel and other employees

In accordance with the provisions of Section 134(3) (e); sub
section (3) and (4) of Section 178 of the Companies Act,
2013 and Regulation 19 read with Part D of Schedule II of
the Listing Regulations, the Company has formulated this
policy. The said policy has been appended as 'Annexure IN'
which forms a part of this Report.

Corporate Social Responsibility

The provisions of Section 135 of the Companies Act, 2013
as to Corporate Social Responsibility are not applicable to
your Company.

Disclosure pursuant to Rule 5 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014

In accordance with Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
the following disclosures are made:

• The ratio of the remuneration of each director to
the median remuneration of the employees of the
Company for the financial year: N.A.*

• the percentage increase in remuneration of each
director, Chief Financial Officer, Chief Executive
Officer, Company Secretary or Manager, if any, in the
financial year: N.A.*

• the percentage increase in the median remuneration
of employees in the financial year: N.A.*

• the number of permanent employees on the rolls of
Company: Three

• average percentile increase already made in the
salaries of employees other than the managerial
personnel in the last financial year and its comparison
with the percentile increase in the managerial
remuneration and justification thereof and point out if
there are any exceptional circumstances for increase
in the managerial remuneration: N.A.*

• the terms of remuneration are in line with the
Remuneration Policy of the Company.

• Directors did not receive any remuneration from the Company during
the year, except sitting fee for attending meetings of the Board and its
Committees, and no remuneration is being paid to the employees or
Key Managerial Personnel of the Company.

However, subsequent to the close of the financial year,
and for the said year, Independent Directors receive
commission as follows:

Mr. Jyotin K. Mehta (DIN:00033518) - C 3,50,000/- (Rupees
three lakhs fifty thousand)

Ms. Amisha H. Jain (DIN: 05114264) - C 3,50,000/- (Rupees
three lakhs fifty thousand)

Mr. Rajendra Mariwala (DIN: 00007246) - C 3,50,000/-
(Rupees three lakhs fifty thousand)

Internal Financial Control Systems

Internal Financial Controls are an integrated part of the risk
management process, addressing financial and financial
reporting risk. The internal financial controls have been
documented and embedded in the business system.

The Company has a proper and adequate internal audit and
control system commensurate with its size and the nature
of its business. No instance of any fraud or misdemeanor
has been noticed during the year.

Significant and material orders

There are no significant and material orders passed by
the regulators or courts or tribunals impacting the going
concerns status and Company's operations in future.

Public Deposits

The Company did not accept any deposits during the year.
Corporate Governance

Report on Corporate Governance of the Company for the
year under review, as per the requirements of Regulation 34
(3) read with Para C of Schedule V of the Listing Regulations,
has been given under a separate section and forms part of
this Annual Report.

Management Discussion and Analysis

A detailed review of operations, performance and future
outlook of the Company and its business, as stipulated
under Regulation 34(2)(e) read with Para B of Schedule V of
the Listing Regulations, is presented in a separate section
forming part of the Annual Report under the heading
'Management Discussion and Analysis'.

Investor Education and Protection Fund (IEPF)

No unpaid and unclaimed dividend is lying with
the Company.

Annual Return

Pursuant to the provisions of Section 134(3)(a) and Section
92(3) of the Companies Act, 2013, the copy of the Annual
Return is placed on the Company's Website http://www.
westlife.co.in/investors-compliance-and-policies.php

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

The particulars in respect of conservation of energy,
technology absorption and foreign exchange earnings and
outgo, as required under sub-section (3) (m) of Section
134 of the Companies Act, 2013 read with Rule (8)(3) of the
Companies (Accounts) Rules, 2014 are given as under:

A. Conservation of Energy

i) The steps taken or impact on conservation of
energy: The operations of your Company are not
energy intensive.

ii) The steps taken by the Company for utilizing
alternate sources of energy: NIL

iii) The capital investment on energy conservation
equipments: NIL

However, the Company's subsidiary, Hardcastle
Restaurants Pvt. Ltd, has taken significant measures for
conservation of energy and saving the environment, as set
out more particularly in the Business Responsibility and
Sustainability Report forming part of this Annual Report.

B. Technology Absorption

i) The efforts made towards technology absorption
: NIL

ii) The benefits derived like product improvement,
cost reduction, product development or import
substitution : NIL

iii) in case of imported technology (imported during
the last three years reckoned from the beginning
of the Financial Year): NIL

(a) Details of Technology Imported;

(b) Year of Import;

(c) Whether the Technology has been
fully absorbed;

(d) if not fully absorbed, areas where absorption
has not taken place, and the reasons thereof.

iv) Your Company has not incurred any expenditure
on Research and Development during the year
under review.

C. Foreign Exchange Earnings and Outgo

During the year under review, there were no foreign
exchange inflow, outflow or earnings.

Risk Management

Your Company has a well-defined risk management
framework in place. The risk management framework
works at various levels across the Company. The Company

has a robust organisational structure for managing and
reporting on risks.

Your Company has constituted a Risk Management
Committee of the Board which is authorised to monitor and
review a Risk Management Plan including Cyber Security.
The Risk Management Plan provides a detailed programme
for risk prevention, risk mitigation and risk management and
the operation/working thereof, along with reporting of any
new risks. The Risk Management Plan has been established
across the organisation and is designed to prevent, mitigate
and manage risks that affect the Company.

IV DIVIDEND DISTRIBUTION POLICY

The above policy is enclosed as 'Annexure-IV' to the Board's
Report and also available on the Company's website at
https://www.westlife.co.in/wp-content/uploads/2024/08/
Dividend-Distribution-Policy.pdf

V BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT (BRSR)

The Listing Regulations mandate the inclusion of the BRSR
as part of the Annual Report for the top 1,000 listed entities
based on market capitalization. In compliance with the
Listing Regulations, we have integrated BRSR disclosures
annexed as 'Annexure-V' to the Board's Report.

VI Disclosure pursuant to Regulation
30A, Schedule III, Part-A, Para-A,

Point 5A and Schedule V of the
Securities and Exchange Board of India
(Listing Obligations and Disclosure
Requirements), Regulations, 2015, are
as below:) :

a) if the listed entity is a party to the agreement,
Not applicable

i. details of the counterparties (including name and
relationship with the listed entity);

b) if listed entity is not a party to the agreement,

i. name of the party entering into such an agreement
and the relationship with the listed entity;

1. Hardcastle Restaurants Private Limited
(“HRPL”), wholly-owned subsidiary of the
listed entity.

2. Mr. Amit Jatia, Director of the listed entity.

ii. details of the counterparties to the agreement
(including name and relationship with the listed
entity);

1. MCD Global Franchising Limited
(“McDonald's”).

2. McDonald's India Private Limited.

iii. date of entering into the agreement; 1st
September, 2022, agreement being a Master
Franchise Agreement, or MFA (“the agreement”).

c) purpose of entering into the agreement;

For continuing the grant of franchise rights/license
to HRPL to adopt and use the McDonald's System to
operate and run McDonald's restaurants.

d) shareholding, if any, in the entity with whom
the agreement is executed;

The listed entity, Westlife Foodworld Ltd (“WFL”), holds
100% of the equity shareholding of HRPL.

e) significant terms of the agreement (in brief);

McDonald's grants to HRPL the right to own and
operate McDonald's restaurants in west and south
India (the territory), the right to adopt and use the
McDonald's System (described below) to operate and
run existing restaurants and to promote, develop and
operate new restaurants at approved locations in the
territory, and the right to advertise to the public that it
is a franchisee of the McDonald's System;

The McDonald's System which is operated by
McDonald's Corporation, USA and its affiliates is a

comprehensive restaurant system for the ongoing
development, operation and maintenance of
McDonald's restaurants, and includes intellectual
property and other proprietary rights and processes,
including the designs and color schemes for
restaurant buildings, signs, equipment layouts,
formulas and specifications for certain food products,
methods of inventory, operation, control, bookkeeping
and accounting, and manuals covering business
practices and policies that form part of McDonald's
standards. McDonald's Corporation and its affiliates
may add elements to or modify, alter or delete
elements from, the McDonald's System in their sole
discretion from time to time. McDonald's restaurants
have been developed for the retailing of a limited menu
of uniform and quality food products, emphasizing
prompt and courteous service in a clean, wholesome
atmosphere that is intended to be attractive to the
public at large and particularly to children and families.
The McDonald's System is operated and advertised
widely within the United States of America, Europe
and in many countries throughout Asia and the Middle
East. McDonald's Corporation and its affiliates hold,
directly or indirectly, all rights to authorize the adoption
and use of the McDonald's System. The foundation of
the McDonald's System is full compliance with the
standards by franchisees of the McDonald's System
including HRPL, and compliance with the standards
provides the basis for the valuable goodwill and
wide acceptance of the McDonald's System. Such
full compliance by HRPL, the accountability of HRPL
for its performance under the agreement and the
establishment and maintenance by HRPL of a close
working relationship with McDonald's in the operation
of the franchise business together constitute the
essence of the agreement.

In consideration of these rights, HRPL shall pay initial
franchise fees for each restaurant opened, as also

continuing franchise fees i.e. royalty as a percentage
of sales generated at the restaurants.

McDonald's shall have the right to specify the
technology and related equipment to be used by
HRPL in the operation of the franchised restaurants,
including all software, computer equipment, hardware
interconnection and similar items.

McDonald's may modify its standards applicable to
technology and related equipment from time to time,
and HRPL shall purchase for use in the restaurant
any new or modified technology, software, hardware,
equipment or other similar items necessary to comply
with such modified standards.

For each site approved for a restaurant, HRPL shall
construct the restaurant in accordance with the
restaurant design plans approved or provided by
McDonald's to HRPL.

McDonald's shall advise and consult with HRPL
periodically in connection with the operation of the
franchise business and the restaurants and, upon
HRPL's written request, at other reasonable times
during normal business hours. McDonald's shall
communicate to HRPL know-how, new developments,
techniques and improvements in areas of restaurant
management, food preparation and service that are
pertinent to the operation of a McDonald's restaurant
using the McDonald's System.

McDonald's shall provide to HRPL a copy of the
Operations Manuals prepared by McDonald's or
its affiliates for use by franchisees of McDonald's
restaurants similar to HRPL's restaurants. The
Operations Manuals contain standards for the
McDonald's System and other information applicable
to HRPL's obligations under this agreement. HRPL
agrees to promptly adopt and use exclusively the
information, methods and policies contained in the
Operations Manuals, now and as they may be modified

by McDonald's, or its affiliates from time to time in their
sole discretion.

HRPL shall provide initial and ongoing basic and
advanced training (including “refresher” training at
reasonable intervals) for all personnel of HRPL and the
restaurants that is consistent with McDonald's global
training standards.

Development, ownership, operation, promotion, and
management of the restaurants and all uses of the
intellectual property of McDonald's by HRPL shall meet
or exceed the applicable standards and shall comply
with applicable law. HRPL shall use, affix and otherwise
display, the intellectual property strictly in conformity
with the standards, together with applicable trademark,
patent and/or copyright designations/ markings
(including any legends designating McDonald's (or its
licensor) as owner of the intellectual property.

McDonald's shall be entitled to monitor and measure
compliance by HRPL's restaurants with the quality,
service and cleanliness standards, using such system
for evaluating the restaurants as McDonald's may
determine from time to time.

f) extent and the nature of impact on
management or control of the listed entity;

Mr. Amit Jatia is at all times to be in control of HRPL.
Since HRPL Is a wholly-owned subsidiary of WFL,
Mr. Amit Jatia is consequently to be similarly in control
of WFL, which is in fact the case.

g) details and quantification of the restriction or
liability imposed upon the listed entity;

- Not applicable.

h) whether the said parties are related to
promoter/promoter group/ group companies
in any manner. If yes, nature of relationship;

- Mr. Amit Jatia is a promoter of WFL.

i) whether the transaction would fall within
related party transactions? If yes, whether the
same is done at “arm’s length”;

- No; not applicable

j) in case of issuance of shares to the parties,
details of issue price, class of shares issued;

- Not applicable

k) any other disclosures related to such
agreements, viz., details of nominee on
the board of directors of the listed entity,
potential conflict of interest arising out of
such agreements, etc.;

- Not applicable

l) in case of rescission, amendment or alteration,
listed entity shall disclose additional details
to the stock exchange(s):

i. name of parties to the agreement;

ii. nature of the agreement;

iii. date of execution of the agreement;

iv. details and reasons for amendment or alteration
and impact thereof (including impact on
management or control and on the restriction or
liability quantified earlier);

v. reasons for rescission and impact thereof
(including impact on management or control and
on the restriction or liability quantified earlier.

- Not applicable

VII ACKNOWLEDGEMENT

The Board of Directors wishes to express its gratitude and
record sincere appreciation for the dedicated efforts of
all employees of the Company. The Board is thankful to
the esteemed shareholders for their continued support
and confidence reposed in the Company. The Board takes
this opportunity to express its gratitude for the valuable
assistance and co-operation extended by all stakeholders
including government authorities, customers, banks,
vendors, advisors, and other business partners.

For and on behalf of the Board of Directors
Westlife Foodworld Limited

Sd/- Sd/-

Amit Jatia Akshay Jatia

Director Whole Time Director (Executive Director)

DIN:00016871 DIN:07004280

Place: Mumbai

Date: 30th .lulv 2026