Your Directors are pleased to present their 84^th Report and Audited Financial Statements of the Company for the Financial
Year ended March 31, 2025.

Fi^nancial ^Hig^hlig^hts « _{in Crores)}

Business Performance

Reported Net Sales for the Financial Year 2024-25 stood at H 5,999.20 Crores against H 5,644.18 Crores of previous year. Net
Sales increased by 6.3% in comparison to the previous year. Reported Net Profit after tax for the Financial Year 2024-25 was
H 1,436.81 Crores, an increase of 8.5% over the previous year.

Despite the challenging business and economic environment, your Company continues to sustain its leadership position in
both the Toothpaste and Toothbrush categories during the Financial Year 2024-25.

Share Capital

During the year under review, the Authorised Share Capital of the Company stood at H 137 Crores divided into 137,00,00,000
Ordinary (Equity) Shares of H 1 each.

The issued, subscribed and paid-up Share Capital of the Company stood at H 27.19 Crores divided into 27,19,85,634 Ordinary
(Equity) shares of H 1 each. There was no change in the issued, subscribed and paid-up Share Capital of the Company during
the year under review.

Dividend

During the Financial Year, the Company has declared the following Dividends on the equity shares of H 1 each:

Considering the declaration of two interim dividends for the
Financial Year 2024-25, the Board of Directors has not
recommended a final dividend for the Financial Year 2024-25.

The Company declares and pays dividend in Indian rupees.
In terms of the requirements of the Income Tax Act, 1961, the
Company has made the payments of Dividend after
deducting the Tax at Source, as applicable. The dividend
remittance outside of India is governed by Indian laws on
Foreign Exchange and are also subject to deduction of Tax
at Source, as applicable.

Transfer to Reserves

During the Financial Year, no amount was transferred to the
general reserves.

Differential Voting Rights and Sweat Equity
Shares

During the Financial Year, no shares with differential voting
rights and sweat equity shares were issued.

Focus on Innovation and New Launches

Your Company is focused on delivering insight-driven
innovation that provides value-added new products. In the
Financial Year 2024-25, the following products were
launched/relaunched:

New MaxFresh Range: A new, sensorially captivating range
of MaxFresh, seamlessly blends its refreshing power with fun,
flavor, and aesthetics. For the first time, the MaxFresh range
introduced heart-shaped cooling crystals in Rainbow Fresh
and blue crystals with a watermelon flavor in Watermelon
Blast, offering a distinctive visual and fruity experience.
Powered by the brand's proprietary Ultrafreeze Technology,
the product promises 10X longer-lasting cooling* and an
unparalleled freshness experience, instantly awakening and
refreshing the user.

*vs a regular fluoride toothpaste

Lemon Fresh: This lemon-enriched fluoride toothpaste fights
teeth yellowness and leaves a zesty, lemon-fresh breath that's
as refreshing as it is revitalising.

CST New Formula with New Flavor: Relaunched our flagship
product - Colgate Strong Teeth Toothpaste - with a superior,
sensorial experience. Enriched with our unique Arginine
technology that gives a Calcium boost, this toothpaste
nourishes teeth and makes them 2X stronger.

Colgate Visible White Purple: Bringing science and beauty
together, Colgate-Palmolive (India) Limited launched the
Visible White Purple toothpaste. This first-of-its-kind purple
toothpaste from Colgate uses unique optic brighteners to
color correct yellow tones, delivering visibly whiter teeth from

the first use*.

*for temporary efficacy

Total Range Relaunch: We recently relaunched Colgate Total
with a renewed purpose-to make it the everyday superior
Health & Wellness brand. Backed by over 130 patents and
decades of clinical research, Colgate Total stands as one of
the most scientifically advanced and trusted oral care brands
in the world. With 24-hour anti-germ protection, it addresses
the root cause of most oral health issues helping consumers
stay worry-free through proactive prevention.

The new identity brings this promise to life with a modern,
expert-led look. A clean white canvas signals science and
credibility, while precise gold accents reinforce our premium,
research-backed credentials. The refreshed logo and
spectrum-inspired color rays convey multi-layered protection
and active prevention. At the heart of the portfolio is Colgate
Total Advanced Health, delivering core all-round prevention.
In addition, Total also offers a specialized range of solutions
that targets specific oral health needs-designed to prevent
recurring conditions like sensitivity & tartar.

Change(s) in the Nature of Business

During the Financial Year under review, there were no
material changes in the nature of business of the Company.

Details of Subsidiary, Joint Venture and
Associate Company

Your Company does not have any Subsidiary or Joint Venture
or Associate Company.

Business Responsibility, Social Impact &
Sustainability Reporting

As a leading oral care Company in India, Colgate-Palmolive
(India) Limited champions optimism and amplifies
Sustainability efforts to 'reimagine a healthier future for all its
people and the planet.' We are dedicated to executing our
strategy to create shared, sustainable value for all
stakeholders. Our commitment to responsible growth and
sustainability remains unwavering. Flagship programs such
as 'Colgate Bright Smiles, Bright Futures®,' Keep India Smiling
Scholarship programs, and initiatives in water conservation,
waste management, and digital and financial literacy drive
social impact, preserve the environment, and reach millions.
We continuously realign our practices to innovate for good
as 'everyone deserves a future to smile about.' This is our
fourth year of publishing the Environmental, Social and
Governance ('ESG') Report and Business Responsibility and
Sustainability Report ('BRSR'), showcasing our ESG progress,
empowering stakeholders to make informed decisions and
reinforcing our dedication to trust and transparency.

Environment : Our Company is committed to ensuring that
consumers enjoy numerous benefits from using our
sustainable products. We validate our product development
process through consumer feedback gathered from various
channels, constantly improving our processes and systems.
Insights from customer satisfaction surveys combined with
enhanced employee skills, drive our product innovations.
Additionally, we have implemented a follow-up monitoring
mechanism to ensure corrective actions are taken, providing
safe, sustainable, and high-quality products to all our
consumers. To achieve the goal of delivering innovative and
sustainable products, we are focused on the following
priority areas: Usage of recycled content and Eliminate usage
of plastics in packaging.

Social : Our people are our greatest asset, and we prioritize
building strong relationships to create a resilient, innovative,
and future-ready workforce. The Company fosters a work
culture that encourages creativity and employee-driven
innovation, aligning with our purpose of 'reimagining a
better future for people and the planet.' Our inclusive HR
policies and practices ensure a safe and supportive work
environment for all employees. We inspire trust by offering
fair and competitive remuneration, rewards, benefits,
learning opportunities, career growth, and work flexibility,
helping us retain and attract employees who share our
values.

Additionally, through our Corporate Social Responsibility
initiatives we endeavour to create a meaningful impact on
the millions of lives we touch. We organize our CSR initiatives
under three thematic areas: Oral Healthcare Education, Keep
India Smiling, and Water Access, Augmentation & Waste
Management Program. Through these programs, we focus
on enlightening school children through oral health
education and tobacco prevention sensitization, empowering
women through livelihoods, financial and digital literacy and
providing communities with access to safe drinking water,
water for sanitation, water availability for agriculture and
farm- based activities. We also deliver end to end waste
management program, focusing on collection, segregation
and responsible disposal along with education to children
and communities on responsible waste management
practices.

Governance : The Company champions long-term value
creation for all its stakeholders through robust and fair
governance mechanisms. Our governance structures,
founded on integrity and transparency, ensure that ethical
standards are upheld throughout the business. Acting
ethically is imperative as we strive to comply with all
applicable laws while conducting business globally. Guided by
a highly engaged board and management, we ensure that
sustainability is closely integrated with our governance
mechanisms, reinforcing our commitment to responsible and
ethical business practices.

Our 2025 Sustainability and Social Impact Strategy is guided
by three key pillars: DRIVING SOCIAL IMPACT, HELPING
MILLIONS OF HOMES, AND PRESERVING OUR
ENVIRONMENT, abbreviated as S-MIL-E. Our focus is on
promoting healthier lives, contributing to the communities
where we operate, and growing the business with innovative,
sustainable products. We are committed to conserving Earth's
resources, addressing climate change, and ensuring the well¬
being of our planet for future generations. These principles
drive all our plans and actions, reflecting our dedication to
sustainability and making a positive impact.

Colgate-Palmolive (India) demonstrates a strong commitment
to ESG principles, highlighted by significant achievements
across environmental stewardship, social impact, and
governance. All four manufacturing sites maintain TRUE® Zero
Waste Platinum certification, and three have achieved Net
Zero Water status, underscoring a dedication to resource
efficiency. The company is making notable progress towards
its 2040 Net Zero Carbon goal, currently utilizing 33%
renewable electricity and achieving 91% recyclable packaging,
with 80% of its toothpaste portfolio transitioned to recyclable
tubes.

Business Responsibility and Sustainability
Reporting

In line with the requirements of Securities and Exchange
Board of India ('SEBI'), your Company took a proactive
approach in adopting BRSR for the Financial Year 2021-22, a
year in advance of it becoming a mandatory requirement.
BRSR ensures that our investors have access to relevant
information and disclosures with regard to our performance
on ESG parameters. Your Company believes in conducting its
business activities in a responsible and sustainable manner.

Your Company has always been steadfast in embedding ESG
across all the functions of the Company. To showcase our
commitment towards sustainable development your
Company has incorporated transparent reporting practices
with regard to ESG responsibilities. BRSR Report illustrates the
Company’s efforts towards creating a long term value for all
stakeholders in a responsible manner. The BRSR Report for the
Financial Year 2024-25 forms an integral part of this Report
and is attached as Annexure 6.

BRSR Core Assurance

In terms of the requirements of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ('the SEBI
Listing Regulations') and SEBI Circular SEBI/HO/CFD/CFD -
SEC-2/P/CIR/2023/122 dated July 12, 2023, the Company is
required to undertake reasonable assurance of the BRSR Core
for the Financial Year 2024-25.

The Board of Directors at its Meeting held on March 17, 2025
appointed M/s. DNV Business Assurance India Private Limited

('DNV') as the Assurance Provider on BRSR Core for the
Financial Year 2024-25.

A Reasonable Assurance Report on BRSR Core of the
Company for the Financial Year 2024-25 is annexed herewith
as Annexure 7.

Corporate Social Responsibility

The Company is committed to ensure the well-being of the
community and environment in which it operates. Corporate
Social Responsibility ('CSR') forms an integral part of our
business activities. The Company’s CSR Policy also reflects the
Company's commitment towards society and environment.
The CSR initiatives are carried out by the Company through a
variety of effective programs in accordance with the
requirements of Section 135 and Schedule VII of the
Companies Act, 2013, and rules made thereunder ('the Act') in
partnership with reputed NGOs and agencies. The ESG and
Corporate Social Responsibility Committee and the Board of
Directors closely review and monitor, from time to time, the
various CSR activities undertaken by the Company. The key
CSR programs undertaken by your Company during the
Financial Year 2024-25 are :

1. Colgate Bright Smiles, Bright Futures®;

2. Water Augmentation for Livelihoods & Women
Empowerment - with Seva Mandir;

3. Keep India Smiling Scholarship Program - with
Buddy4StudyFoundation;

4. Waste Management Program with Nepra Foundation; and

5. Financial and Digital Literacy Program with Haqdarshak;

As per the requirements of Section 135 of the Act, the
Company was required to spend an amount of H 30.87 Crore
during the Financial Year 2024-25. During the year, the
Company spent an amount of H 33.67 Crore (including an
unspent amount of H 2.80 Crore for the Financial Year 2023-24).

A detailed description of the above programs/ activities is
contained in the Annual CSR Report which forms an integral
part of this Report and is annexed as Annexure 2.

The contents of the CSR Policy as well as the CSR programs
undertaken by the Company are available on the Company's
website at https://www.colgateinvestors.co.in/pdf/csr-policy.
pd.

Directors Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, your
Company's Directors, based on the representations received
from the Management, confirm that :

• in the preparation of the Annual Accounts for the
Financial Year ended March 31, 2025, the applicable
Accounting Standards have been followed along with
proper explanation relating to material departures;

• they have selected such accounting policies and applied
them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company as at
March 31, 2025 and of the profit and loss of the Company
for that period;

• they 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 and for
preventing and detecting fraud and other irregularities;

• the Annual Accounts have been prepared on a 'going
concern' basis;

• they have laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and operating effectively; and

• they have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such
systems are adequate and operating effectively.

Human Resources

In the past year, Colgate-Palmolive (India) Limited has upheld
its belief that employees are our most valuable asset, fostering
a positive, harmonious, and productive environment. Under
the SHAPE ('Strategic and Holistic Approach for People
Excellence') framework, we have reflected and refreshed our
strategic initiatives to enhance communication, engagement,
inclusion, and well-being. Our successful relationships with the
workforce and labor unions reflect this commitment on an
ongoing basis.

We continue to maintain open and transparent comm¬
unication through 'My Voice,' a grievance redressal platform
encouraging employee feedback. Regular committee
meetings and 'Let's Talk' sessions with site leaders further
ensure open communication. This year, we began
implementing digital tools to improve connectivity at all levels
which will be closed in the next Financial Year.

Recognizing the importance of continuous learning, we
leveraged training programs focusing on anti-bribery,
Prevention of Sexual Harassment (POSH), Safety, Quality, and
other core areas. Our development program Data and
Analytics Gurukul have been instrumental in nurturing talent
and upgrading skills.

Inclusion and diversity are central to our approach. Our life
stage support-related counseling framework continues to
successfully increase inclusion and address career breaks on
the shop floor. Employee health and well-being remain top
priorities, with the Employee Assistance Program, Live Better
initiatives, and well-being principles offering ongoing
support.

As we advance into the next Financial Year, we are dedicated
to further enhancing employee relations through SHAPE, My
Voice, and additional initiatives.

As on March 31, 2025, the total number of employees was
2,198.

The detailed description of the Employee Initiatives taken by
the Company are included in the Management Discussion
and Analysis on page no. 203.

Prevention of Sexual Harassment at workplace

Our organization maintains an unwavering stance against all
forms of harassment and discrimination, including but not
limited to sexual harassment. We strongly encourage
employees to voice their concerns and report any incidents
of harassment to the Internal Committee (IC) under Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 (POSH) or other relevant position
holders in the organization without any hesitation.

To further reinforce our commitment on POSH, we have
implemented a comprehensive Policy on the Prevention of
Sexual Harassment. This Policy is meticulously reviewed and
updated by the IC at regular intervals to ensure its continued
relevance and effectiveness. When a complaint is lodged
with the IC, it is handled with the utmost fairness and
confidentiality. We are resolute in our stance against any
form of retaliation towards employees who come forward
with complaints. Our goal is to foster a safe and respectful
workplace where every individual feels secure and valued.

During the Financial Year 2024-25, 3 complaints were
received, investigated and appropriately resolved by the IC.

Particulars of Employees

Information as per Section 197 of the Act read with the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is provided in Annexure 4 to this
Report.

The statement containing the names of top ten employees in
terms of remuneration drawn and the particulars of
employees as required under Section 197(12) of the Act read
with Rule 5(2) of the aforementioned Rules forms integral
part of this Report and will be made available on request sent
to the dedicated email address of the Company at
cpilagm@colpal.com.

Trade Relations

Your Directors wish to record appreciation of the continued,
unstinted support and cooperation from its retailers, stockists,
suppliers of goods/ services, clearing and forwarding agents
and all others associated with it. Your Company will continue
to build and maintain a strong association with its business
partners and trade associates.

by the Members of the Company vide Postal Ballot dated
April 23, 2025. Details of the same are provided in the
Corporate Governance section, forming part of this Annual &
ESG Report.

Pursuant to the provisions of Section 152 of the Act, Mr. M S
Jacob (DIN: 07645510), Whole-time Director & Chief Financial
Officer of the Company, retires by rotation at the ensuing
Annual General Meeting and being eligible, has offered
himself for re-appointment. Based on the recommendation
of the Nomination and Remuneration Committee, the Board
recommends his re-appointment.

The brief profiles of the above mentioned Directors are given
on page no. 43 of this Annual & ESG Report and is also
available on the Company's website at https://www.colgate
investors.co.in/

As on March 31, 2025, Ms. Prabha Narasimhan, Managing
Director & Chief Executive Officer, Mr. M S Jacob, Whole- time
Director & Chief Financial Officer and Mr. Surender Sharma,
Whole-time Director Legal & Company Secretary were the
Key Managerial Personnel of the Company.

Declaration of Independence

The Company has received the necessary disclosures under
the Act and the SEBI Listing Regulations including
declarations from all Independent Directors that they meet
the criteria of independence as laid down under Section
149(6) of the Act and the SEBI Listing Regulations. They have
complied with the Code for Independent Directors prescribed
under Schedule IV to the Act and they have registered
themselves with the Independent Director's Database
maintained by the Indian Institute of Corporate Affairs. In the
opinion of the Board, the Independent Directors fulfill the
conditions specified in the SEBI Listing Regulations and are
independent of the management. Further, the Independent
Directors possess integrity and necessary expertise and
experience (including the proficiency) which bring
tremendous value to the Board and to the Company.

Directors and Officers Liability Insurance Policy

The Company has a Directors and Officers Liability Insurance
Policy which protects Directors and Officers of the Company
for any breach of fiduciary duty.

Familiarization Program

The Company conducts familiarization programs for
Independent Directors with regard to their roles, rights,
responsibilities towards the Company, the business
operations of the Company, etc. Detailed presentations are
made to the Board and its committees from time to time.

Gist of Familiarization programs conducted during the
Financial Year 2024-25 are as follows:

Details of the familiarization programs extended to the
Independent Directors during the Financial Year 2024-25 are
disclosed on the Company website from time to time at
https://www.colgateinvestors.co.in/policies. The said details
are also available on Corporate Governance Report on page
no. 175.

Number of Board Meetings

During the Financial Year 2024-25, five (5) Board meetings
were held on May 14, 2024; July 29, 2024; October 24, 2024;
January 28, 2025; and March 17, 2025. The details of which
are provided in the Corporate Governance Report that forms
an integral part of the Board's Report.

Committees

The Board of Directors of the Company has established
various Board committees to assist in discharging their
duties. These include the Audit Committee, Stakeholders'
Relationship Committee, ESG and Corporate Social
Responsibility Committee, Risk Management Committee and
Nomination and Remuneration Committee. The Board has
approved the terms of reference for each of these
committees. All the committees of the Board hold
their meetings at regular intervals and make their
recommendations to the Board from time to time as per the
applicable provisions of the Act and the SEBI Listing
Regulations.

The broad terms of reference of the said Committees are
stated in the Corporate Governance Report that forms an
integral part of this Board's Report.

Annual Performance Evaluation

Pursuant to the provisions of the Act and the SEBI Listing
Regulations, the Board has carried out an Annual
Performance Evaluation of its own performance, as well as
the performance of its Committees, its Members including
Independent Directors, Executive Directors and the
Chairperson.

The Annual Performance Evaluation process has been designed in such a manner which helps to measure effectiveness of the
entire Board, its Committees, Chairperson and Individual Directors Such processes help in ensuring overall performance of the
Board and demonstrates a high level of Corporate Governance Standards. There are various key performance areas and
evaluation criteria which are measured and analyzed during the process, few of them are in the table:

The Board Members are apprised of the detailed
requirements of the law and are provided with an overview
of the process. The Nomination and Remuneration
Committee and the Board discusses the basis & various
criteria for the Board, Committees, Chairperson as well as
Executive and Independent Directors.

The Evaluation for the Financial Year 2024-25 was conducted
digitally with anonymous responses, which were then
recorded and reported to the Nomination and Remuneration
Committee as well as the Board. The Chairperson has
necessary discussions with the Board Members about the
performance and the outcome of the evaluation process.

The Performance Evaluation results for the year reflected
highly satisfactory performance. The specific discussions and
feedback were discussed by the Chairperson with each of
the individual directors. The feedback for each of the

committees/Board was discussed at the Meetings of
Nomination and Remuneration Committee and the Board.

Company Policies

The Board of Directors of your Company, from time to time,
has framed and revised various Policies as per the applicable
Acts, Rules and Regulations and Standards of better
governance and administration of your Company. Overview
of the key policies, as approved by the Board of Directors is
as follows :

Nomination and Remuneration Policy : This Policy defines
the objectives, scope, terms of reference, and responsibilities
of the Nomination and Remuneration Committee in
establishing the criteria for qualifications, experience,
independence, and positive attributes pertaining to the
appointment and remuneration of the Company’s Directors,

Key Managerial Personnel, and Senior Management
employees.

Corporate Social Responsibility ('CSR') Policy : This Policy
sets out the role of the CSR Committee of the Board of
Directors, which includes identification of the areas where the
CSR activities will be performed, impact assessment,
evaluation of CSR activities, review the CSR spending vis-a-vis
the activities implemented and monitoring the process of
CSR projects/ programs of the Company.

Risk Management Policy : This Policy provides the framework
for identification of risks of the Company risk assessment and
prioritization, loss prevention measures and other risk
management measures for the Company. The purpose of
timely risk assessment is to identify the strategic threats,
operational issues, compliance with laws and disclosure
obligations. In order to deliver value to our customers,
distributors, employees, communities, shareholders and other
stakeholders, it is inevitable to understand and manage the
risks faced by the Company.

Related Party Transactions Policy : This Policy regulates the
entry into transactions between the Company and its related
parties and the required corporate approvals as per the laws
and regulations applicable to the Company from time to time.

Policy on Determination of Materiality of Event or
Information : The objective of the Policy is to determine the
materiality of events or information of the Company and to
make disclosures of such events or information to Stock
Exchanges in a timely manner to ensure good corporate
governance.

Records Management Policy : This Policy establishes general
guidelines for retaining, preserving and archiving important
documents and information. The Archival Policy forms part of
the Records Management Policy.

Code of Conduct for Prevention of Insider Trading : Insider
trading refers to trading in the securities of a Company by its
Directors, employees or other persons so as to make a profit
or avoid any loss, on the basis of unpublished price sensitive
information known only to them and not to the general
body of shareholders. In order to deal with insider trading in
securities, your Company has framed a Code of Conduct on
prohibition of Insider Trading.

Dividend Distribution Policy : This Policy sets the parameters
& describes the internal and external factors which are
considered by the Board of Directors for the purpose of
declaration of dividend.

Policy on Retirement of Directors : This Policy lays down the
age criteria for retirement of Directors on the Board of the
Company. The criterion for age is desirable to allow smooth
retirement for the purpose of succession planning and
further to induct requisite skills and competencies on the
Board of the Company with appropriate continuity.

Public Policy Advocacy : This Policy deals with laying down a
standardized approach while making interactions and /or
representations to the Government / Regulatory Authorities.
The Company may offer opinions and recommendations to
governments on particular issues to support its business
goals and needs.

Board Diversity Policy: The Company recognizes the
importance and benefits of having a diverse Board to enhance
the quality of its performance. Diversity encompasses diversity
of perspective, experience, skills, education, background,
ethnicity, gender and personal attributes. This policy ensures
that we have optimum composition of Board Members with
diverse experience and skill sets to achieve the objectives of
the organization.

The aforesaid Policies are available in the Investors Section on
the website of the Company at https://www.colgateinvestors.
co.in/policies

Vigil Mechanism

The Company upholds a robust Vigil Mechanism, seamlessly
integrated with its comprehensive Code of Conduct to guide
daily business practices. The Code of Conduct of the
Company serves as a guide for daily business interactions,
reflecting the Company's standard for appropriate behaviour
and living corporate values. It holds universal applicability,
extending not only to Directors, Officers, and employees but
also to every vendor and supplier associated with Colgate.
Adherence to the Third Party Code of Conduct is a non¬
negotiable requirement for any collaborative engagement
with the Company. The Code of Conduct Hotline is available
on the Company website to report any concerns about
unethical behaviour, any actual or suspected fraud or
violation of the Company's Code of Conduct. No adverse
action will be taken against anyone for complaining about,
reporting, participating or assisting in the investigation of a
suspected violation of the Code of Conduct, unless the
allegation made or information provided is found to be
intentionally false. The Company is committed to continuous
education on ethical standards, conducting regular training
and awareness programs through both digital and in-person
formats. These efforts are complemented by innovative
mailers and reinforced through frequent communications
from Senior Leadership, who highlight the critical importance
of ethical compliance.

The status of the Code of Conduct complaints is updated to
the Audit Committee Meetings ('ACM') and appropriate
actions along with an Action Taken Report is presented in
ACM and are discussed at length. Any specific suggestion/
feedback from the Committee is actioned upon.

The Code of Conduct is available at https://www.colgatepal
molive.com/en-us/who-we-are/governance/code-of-conduct

Public Deposits

During the Financial Year 2024-25, your Company has not
accepted any Public Deposits under Chapter V of the Act.

Unpaid/Unclaimed Dividend

In terms of the provisions of Investor Education and
Protection Fund (Accounting, Audit, Transfer and Refund)
Rules, 2016, an amount of H 2.32 Crores of unpaid/unclaimed
dividends were transferred during the Financial Year 2024-25
to the Investor Education and Protection Fund (IEPF).

The due date for transfer of unpaid dividend to IEPF for
subsequent years is provided in the Corporate Governance
Report on page no. 189.

Loan, Guarantees and Investment

Particulars of loans, guarantees and investment made by the
Company pursuant to Section 186 of the Act are given in
Note No. 4 and 11 to the Financial Statements.

Related Party Contracts & Arrangements

All related party transactions done by the Company during
the Financial Year 2024-25 were at arm's length and in the
ordinary course of business. All related party transactions
were reviewed and approved by the Audit Committee. During
the Financial Year 2024-25, the Company has not entered into
any material related party transaction as per the SEBI Listing
Regulations with any of its related parties. Disclosures
pursuant to the Accounting Standards on related party
transactions have been made in the notes to the Financial
Statements. To regulate related party transactions, the
Company has also framed a Policy on Related Party
Transactions and the same is available on the Company's
website at https://www.colgateinvestors.co.in/policies

As there were no related party transactions which were not in
the ordinary course of the business or not on arm's length
basis and also since there was no material related party
transaction as stated above, disclosure under Section
134(3)(h) of the Companies Act, 2013 in Form AOC-2 is not
applicable. For more details on Related Party Transactions
which are in ordinary course of business and on arm's length
basis, please refer Note No. 37 of Financial Statements.

Statutory Auditor

M/s. S R B C & CO LLP Chartered Accountants, Mumbai (ICAI
Firm Registration No. 324982E/ E300003), were appointed
as Statutory Auditors of the Company for a second term at
the 81^st Annual General Meeting (AGM) of the Company held
on July 28, 2022, for a period of five (5) consecutive years
from the conclusion of the 81^st AGM till the conclusion of the
86^th AGM.

The Audit report for the Financial Year 2024-25 does not
contain any qualification, reservation or adverse remarks.
Further, during the Financial Year 2024-25, the Statutory
Auditors have not reported any instances of fraud to the
Audit Committee or Board as per Section 143(12) of the Act.

Secretarial Auditor & Secretarial Audit Report

The Board had, in its meeting held on May 14, 2024,
appointed M/s. Dholakia & Associates LLP (ICSI Unique Code:
P2014MH034700, FCS No. 10032, COP No. 12884) to carry
out the Secretarial Audit for the Financial Year 2024-25 under
the provisions of Section 204 of the Act.

The Secretarial Audit Report in Form MR-3 is attached as
Annexure 5 to this Report.

The Secretarial Audit Report for the Financial Year 2024-25
does not contain any qualification, reservation or adverse
remarks.

As per Regulation 24A of the SEBI Listing Regulations, on the
basis of recommendation of board of directors, a listed entity
shall appoint or re-appoint an individual as Secretarial Auditor
for not more than one term of five consecutive years; or a
Secretarial Audit firm as Secretarial Auditor for not more than
two terms of five consecutive years, with the approval of its
shareholders in its Annual General Meeting.

Accordingly, M/s. Dholakia & Associates LLP, are proposed to
be appointed as the Secretarial Auditors of the Company for
a first term at the 84^th Annual General Meeting (AGM) of the
Company to be held on July 22, 2025, for a period of five (5)
consecutive years commencing from the Financial Year 2025
-2026 till the Financial Year 2029-2030.

Brief profile of the Secretarial Auditors is given in the AGM
Notice which forms part of this Annual & ESG Report.

Further, during the Financial Year 2024-25, the Secretarial
Auditors have not reported any instances of fraud under
Section 143(12) of the Act.

Cost Auditor and Cost Records

Maintenance of cost records and requirement of cost audit as
prescribed under the provisions of Section 148 of the Act are
not applicable for the business activities carried out by the
Company.

Annual Return

Pursuant to section 134(3)(a) and section 92(3) of the
Companies Act, 2013 read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, the Annual
Return of the Company has been placed on the website of
the Company and can be accessed at https://www.colgate
investors.co.in/annual-report.

Significant and Material Orders Passed by the
Regulators or Courts

During the Financial Year 2024-25, there were no significant
or material orders passed by the Regulators or Courts or
Tribunals impacting the going concern status and operations
of the Company in the future.

Material Changes affecting the Company

There have been no material changes and commitments
affecting the financial position of the Company between the
end of the Financial Year and date of this report.

Compliance with Secretarial Standards

Your Company has complied with Secretarial Standards
issued by the Institute of Company Secretaries of India on
Board and General Meetings.

Adequacy of Internal Financial Controls

Your Company has an adequate and talented team of internal
auditors that oversees the internal financial processes,
policies, and recommends robust internal financial controls
from time to time. These internal financial controls help to put
in place checks on the implementation of the internal
financial controls, policies & procedures that are adopted by
the Company for ensuring an orderly and efficient conduct
of its business. These internal financial controls help in
safeguarding assets, prevention & detection of frauds and/or
errors, maintaining the accuracy and completeness of the
accounting & financial records. These controls help in the
timely preparation of transparent, complete and accurate
financial information and statements as per the accounting
standards and principles laid down. The Audit Committee of
your Company evaluates the internal financial controls system
periodically. The detailed note on Internal Controls is provided
in Management Discussion and Analysis on page no. 204

General

No application has been made under the Insolvency and
Bankruptcy Code, 2016. Hence, the requirement to disclose
the details of the application made or any proceeding
pending under the said Code during the year along with their
status as at the end of the Financial Year is not applicable.

The requirement to disclose the details of the difference
between the amount of the valuation done at the time of
one-time settlement and the valuation done while taking a
loan from the Banks or Financial Institutions along with the
reasons thereof, is not applicable.

Awards and Accolades

During the Financial Year 2024-25, the Company received
several key awards and accolades. For a detailed list of
additional awards, please refer to the Award sections of this
Annual & ESG Report.

SOCIAL IMPACT AWARDS

• Indian Social Impact Awards 2024
Category: BEST EDUCATION PROJECT
Project: Colgate Bright Smiles, Bright Futures®

• Indian Social Impact Awards 2024

Category: BEST WOMEN EMPOWERMENT PROGRAM
Project: Colgate's Water Augmentation & Livelihoods
Program in Rajasthan & Maharashtra

• Best CSR Project in Goa 2024 (Recognition by the
State Government)

Project: Colgate Bright Smiles, Bright Futures®

• Karma Summit Awards 2024

Category: BEST EDUCATION RELATED VOLUNTEERING
PROGRAM

Project: Colgate Bright Smiles, Bright Futures®

• CSR Times Awards 2024

Category: BEST WOMEN EMPOWERMENT INITIATIVES
Project: Colgate's Financial & Digital Literacy Program
across 5 Indian States (GOLD)

PACKAGING AWARDS

• The IndiaStar Awards 2024 (Indian Institute of
Packaging)

Colgate won Superior Aesthetics for its recyclable tubes
and Colgate KIDS Batman E-Commerce Pack

BRAND CAMPAIGN AWARDS

• Kantar Creative Effectiveness Award
Project: Colgate MaxFresh - Dr. Sleep Campaign

• e4m Performance Marketing Awards
Project: Colgate Oral Health Movement

• Gold - Best Managed Affiliate Program (Enterprise)

• Gold - Best Performance Marketing Technology

• Gold - Best Mobile Marketing Campaign

• Silver - Best Full Funnel Strategy

• Silver - Best Use of AI

• Silver - Best Performance Marketing Team

• e4m Health & Wellness Awards 2024

Project: Colgate Brush Tonight secured SILVER for Best
Public Awareness / Public Health Initiative and Best Use
of Static Media

Acknowledgements

Your Directors wish to convey their deepest appreciation for the unstinted dedication, professionalism, commitment and
resilience displayed by the Company's employees at all levels and business partners, customers, vendors etc. Your Directors also
wish to express their gratitude towards the Shareholders for their continued trust, support and confidence.

For Colgate-Palmolive (India) Limited

Prabha Narasimhan M. S. Jacob

Managing Director & Whole-time Director &

Place: Mumbai Chief Executive Officer Chief Financial Officer

Date: May 21, 2025 (DIN : 08822860) (DIN : 07645510)