for the Financial Year ended March 31, 2026

Dear Members,

Your Company's Directors have pleasure in presenting the Annual & Integrated Report for the Financial Year ended March 31, 2026.

1. Results of Our Operations

The financial performance of the Company for the Financial

Year under review is set out below. This Board's Report has been prepared in accordance with the applicable provisions of the Companies Act, 2013 ("the Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), based on the standalone financial

statements of the Company. It also provides an overview of the performance of the Company's subsidiaries across various geographies. Shareholders are further advised to refer to the Management Discussion and Analysis section forming part of this Annual & Integrated Report which provides a detailed review of the functioning of the Company.

Financials: Abridged Profit and Loss Statement

2. Share Capital

The Paid-up Equity Share Capital of the Company as on March 31, 2026 stood at Rs.1,02,32,44,581/- (Rupees One Hundred and Two Crore Thirty- Two Lakh Forty-Four Thousand Five Hundred Eighty-One Only), comprising 1,02,32,44,581 (One

Hundred and Two Crore Thirty-Two Lakh Forty-Four Thousand Five Hundred Eighty-One) Equity Shares of face value of Rs.1/- (Rupee One Only) each.

During the Financial Year under review, the Company allotted 2,36,617 (Two Lakh Thirty-Six Thousand

Six Hundred and Seventeen)

Equity Shares of face value of Rs.1/- (Rupee One Only) each pursuant to the exercise of Stock Options by employees under the Godrej Consumer Products Limited - Employees Stock Grant Scheme, 2011 ("ESGS 2011").

a) Dividend Declared

During the Financial Year 2025-26, the Board of Directors declared the following interim dividends on Equity Shares of face value of Rs.1/- (Rupee One Only) each:

Subsequent to the close of the Financial Year 2025-26, the Board of Directors, at its Meeting held on May 6, 2026, declared an interim dividend of Rs.5/- (Rupees Five Only) per Equity Share of face value of Rs.1/- each. The record date for determining the entitlement of Members to the said interim dividend was fixed as May 12, 2026.

b) Dividend Distribution Policy

Pursuant to Regulation 43A of the SEBI Listing Regulations, the Dividend Distribution Policy of the Company is available on the website of the Company and can be accessed at the following link ^[1]

4. Transfer to Reserve

For the Financial Year ended March 31, 2026, the Board of Directors has not proposed to transfer any amount to the reserves of the Company out of the profits for the year.

5. Management Discussion and Analysis

The Management Discussion and Analysis Report, as stipulated under the SEBI Listing Regulations, forms an integral part of this Annual & Integrated Report. The details relating to the Company's internal financial controls and their adequacy are also set out in this Annual & Integrated Report.

a) Loans, Guarantees, and Investments

The particulars of loans, guarantees and investments covered under the provisions of Section 186 of the Companies Act, 2013 and the Rules made thereunder are set out in the Notes to the Standalone Financial Statements forming part of this Annual & Integrated Report.

b) Related Party Transactions

In compliance with the SEBI Listing Regulations, the Company has adopted a Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions ("RPT Policy"). The RPT Policy is available on the website of the Company and can be accessed through the following link^[2]

All Related Party Transactions entered into by the Company during the Financial Year 202526 were in the ordinary course of business and on an arm's length basis. There were no materially significant Related Party Transactions entered into by the Company with Promoters, Directors, Key Managerial Personnel or other related parties that may have had a potential conflict with the interests of the Company.

All Related Party Transactions were placed before the Audit Committee for prior approval in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations. Accordingly, the disclosure of Related Party Transactions in Form AOC-2 pursuant to Section 134(3)(h) read with Section 188 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 is not applicable to the Company.

Attention of the Members is drawn to Note No. 49 to the Standalone Financial Statements, which sets out the disclosures pertaining to Related Party Transactions including transactions entered into by the Company with entity(ies) belonging to the promoter or promoter group individually holding 10% or more shareholding in the Company during the Financial Year 202526. None of the Directors had any pecuniary relationship or transaction with the Company, except to the extent of remuneration / reimbursement of expenses, if any, in accordance with the applicable provisions of law.

a) Changes in Subsidiaries, Associates and Joint Venture

During the year under review, Panamar Producciones SA ceased to be a subsidiary of the Company with effect from August 1, 2025, pursuant to its dissolution.

b) Report on the Performance of Subsidiaries and Associates

The details of the cluster-wise performance are set out below:

Indonesia

In the fiscal year 2025-26, our Indonesia business demonstrated resilience in a challenging environment that was driven by macro pressures and heightened competitive intensity. Volumes grew at 3% , however topline and EBITDA declined slightly. Despite soft internal performance on Household Insecticides, we maintained market leadership in the category amidst increasing competitive pressure. Market shares grew across other key categories of Air Fresheners,

Hair Colour and Baby Wipes. Hair Colour in particular sustained strong performance on the back of the Shampoo Hair Colour format. General Trade channel outperformed other sales channels driven by distribution scale up. Through disciplined cost actions, we maintained EBITDA margin of 24.0% despite heightened competitive intensity in Household Insecticides. Looking ahead, the business is well positioned to accelerate growth through increased category development, strengthened General Trade distribution, and enhanced execution across core categories.

Africa, the Middle East, and the USA

FY 2026 marked a significant year of delivery across our Africa and USA businesses, with both regions meeting or exceeding their Annual Operating Plan targets on topline and bottomline. The Africa business delivered strong Underlying Volume Growth, well ahead of plan, while EBITDA margins closed at 14% despite higher above-the-line investments absorbed during the year. This was driven by standout category performances — most notably the Air Care business, which scaled four-fold within a single year — alongside volume turnarounds in key Southern African markets and structural cost discipline through targeted savings initiatives.

GTM geo-expansion gains in West Africa further reinforced the performance. South Africa's Hair Fashion business and Ghana's external market volatility remained areas requiring continued attention. The USA business closed at 14.4% EBITDA margins, its highest in eight years, gaining market share in a declining category while significantly improving supply reliability and channel fill rates.

A proactive pricing response to tariff-driven inflation was well- executed across channels. Dollar Channel distribution headwinds and MENA pricing pressures tempered the topline. Looking ahead, both businesses are well- positioned to accelerate broad- based volume growth by backing proven category winners, scaling disciplined innovation, and continuing to push the envelope on profitability and working capital efficiency.

Latin America

Our LATAM business topline remained flattish while EBITDA margin was broadly held. Chile business delivered strong topline growth and strong profitability improvements, with over-delivery across all key categories. However, Argentina faced currency volatility during the year and the business fell short of topline and bottomline targets. Looking ahead, we aim to drive margin improvements across the Cluster while focusing investments on globally proven product portfolios to drive topline.

Bangladesh

Bangladesh business became PAT and cashflow positive in the fiscal year 2025-26. Topline targets were delivered on the back of growth momentum on Goodknight portfolio as well as via investments in category development. Cashflow unlock driven by inventory optimization. Looking ahead, we will continue to invest in category development in our key categories and further localise our operations to strengthen our business further.

c) Policy on Material Subsidiaries

In compliance with the SEBI Listing Regulations, the Board has adopted a Policy for Determining Material Subsidiaries. The Policy sets out the framework for identifying material subsidiaries of the Company in accordance with Regulation 16(1)(c) and Regulation 24 of the SEBI Listing Regulations. The Policy is available on the website of the Company and can be accessed through the following link^[3]

d) Financial Performance

A statement containing salient features of the financial statements of the Company's Subsidiary companies in Form AOC-1 forms part of the Consolidated Financial Statements in compliance with Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014.

The said Form AOC-1 also highlights the financial performance and position of each of the Subsidiary companies included in the Consolidated Financial Statements of the Company pursuant to Rule 8(1) of the Companies (Accounts)

Rules, 2014.

8. Business Responsibility and Sustainability Report

Pursuant to Regulation 34 of the SEBI Listing Regulations, the Business Responsibility and Sustainability Report ("BRSR") of the Company forms an integral part of this Annual & Integrated Report. The BRSR, highlighting the initiatives undertaken by the Company from an environmental, social and governance perspective, is also available on the website of the Company and can be accessed through the following link^[4]

a) Number of 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 urgent business requirements, Meetings are convened at a shorter notice with the consent of the Directors or resolutions are passed by circulation in accordance with the provisions of the Companies Act, 2013. 4 (Four) Board Meetings were held during the Financial Year 2025-26 (i.e. on May 6,

2025, August 7, 2025, October 31, 2025, and January 23, 2026). The maximum gap between two Board Meetings did not exceed 120 (One Hundred and Twenty) days. The details of the Board Meetings and the attendance record of the Directors are provided in the Report on Corporate Governance section of the Annual & Integrated Report.

b) Changes in the Board of Directors

Pursuant to the provisions of Section 152(6) of the Companies Act, 2013 ("the Act") read with the Articles of Association of the Company, Mr. Sudhir Sitapati (DIN: 09197063), Managing Director & Chief Executive Officer of the Company, is liable to retire by rotation at the ensuing 26^th (Twenty-Sixth) Annual General Meeting ("AGM") and, being eligible, has offered himself for re-appointment.

The present term of appointment of Mr. Sudhir Sitapati as Managing Director & Chief Executive Officer is due to expire on October 17, 2026. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors, at its Meeting held on May 6, 2026, approved the re-appointment of Mr. Sudhir Sitapati as Managing Director & Chief Executive Officer of the Company for a further term of 5 (five) consecutive years commencing from October 18, 2026 up to October 17, 2031, subject to the approval of the Members by way of a Ordinary Resolution at the ensuing AGM.

Mr. Nadir Godrej, Non-Executive Non-Independent Director of the Company, will attain the age of 75 years in August 2026. Pursuant thereto, Mr. Godrej has expressed his intention to step down from the Board and shall consequently cease to be a Director of the Company with effect from August 7, 2026. 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 a Non-Executive Non-Independent Director of the Company.

c) Declaration from Independent Directors

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 ("the Act") and Regulation 16(1)(b) of the SEBI Listing Regulations. Pursuant to the provisions of Section 134(3)(d) of the Act, the Board of Directors has taken note of the declarations of independence received from the Independent Directors and has undertaken an assessment of the veracity of the same. Further, the Board are of the opinion that the Independent Directors possess the requisite proficiency, expertise and experience in the fields relevant to the Company's business.

In compliance with Rule 6(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014, all the Independent Directors of the Company have registered themselves with the Indian Institute of Corporate Affairs. The Independent Directors have also confirmed compliance with the Code of Conduct for Directors and Senior Management and also complied with the Code of Conduct for Independent Directors as outlined in Schedule IV to the Companies Act, 2013.

d) Familiarisation Programmes

In terms of Regulation 25(7) of the SEBI Listing Regulations, the Company conducts familiarisation programmes for its Independent Directors to enable them to understand the Company's business, industry, operations, and regulatory environment. During the Financial Year 2025-26, the Independent Directors were familiarised with the Company's strategy and Annual Operating Plan ("AOP"). Further, detailed presentations on business performance, operational updates and financial performance were made to the Board at its Meetings from time to time. These programmes and presentations were conducted by members of the Senior Management of the Company. The details of the familiarisation programmes imparted to the Independent Directors are available on the website of the Company and can be accessed through the following link^[5]

e) Board Diversity Policy & Independence Statement

The Company has adopted a Board Diversity Policy, which forms part of Annexure 'A' to this Report. The Board Diversity Policy, inter alia, sets out the criteria for determining qualifications, positive attributes and independence of Directors in accordance with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations.

The Board Independence Statement is available on the website of the Company and can be accessed through the following link^[6]

f) Remuneration Policy

The Company's Remuneration Policy for Directors, Key Managerial Personnel ("KMP") and other employees forms part of Annexure 'B' to this Report. The Policy is designed to attract, retain and motivate talent while aligning remuneration with the long-term interests of the Company and its stakeholders. 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 are paid sitting fees and commission in accordance with the provisions of the Companies Act, 2013, the SEBI Listing Regulations and the Remuneration Policy of the Company.

g) Remuneration to Directors

The remuneration paid to the Directors is in accordance with the Remuneration Policy of the Company.

The disclosures pertaining to remuneration of Directors and employees as required under

Section 197 of the Companies Act, 2013 ("the Act") read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of Annexure 'C' to this Report.

The information required pursuant to Section 197 of the Act read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company is available for inspection by the Members upon request. Any Member interested in obtaining a copy of the same may write to the Company Secretary at investor.relations@ godreicp.com from their registered email address, quoting their name and folio number/DP ID and Client ID.

h) Performance Evaluation of the Board of Directors, its Individual Members, and its Committees

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 to enhance the effectiveness of the Board, its Committees, and Individual Directors. This is in line with the requirements of the Companies Act, 2013 and the SEBI Listing Regulations. The Corporate Human Resources team of Godrej Industries Group 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. This survey included four sections on the basis of which feedback and suggestions were compiled:

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

• Individual Committees

• Individual Board Members

• Chairperson

• Declaration of independence from Independent Directors

The criteria for Board processes included Board structure, strategic orientation as well as Board functioning, and team dynamics.

Evaluation of each of the Board Committees covered whether they have well-defined objectives and 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 discussions, 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 performance evaluation criteria for Independent Directors included a check on their fulfilment of the independence criteria and their independence from the management.

The following reports were created as part of the evaluation:

• Board Feedback Report

• Individual Board Member Feedback Report

• Chairperson's Feedback Report

The overall Board feedback was facilitated by Ms. Shalini Puchalapalli with the Independent Directors. The Directors put forth their views regarding the Board functioning effectively and identified areas that showed scope for improvement. Feedback from the Committees and Individual Board Members was shared with the Chairperson. Following her evaluation, a Chairperson's Feedback Report was compiled.

The performance evaluation was carried out in compliance with the requirements of Section 178 of the Companies Act,

2013, Regulation 17, 19 & 25 of the SEBI Listing Regulations and in accordance with the SEBI guidance note on Board Evaluation.

i) Directors' Responsibility Statement

The Board of Directors have laid down Internal Financial Controls ("IF C") within the meaning of the explanation to Section 134(5)(e) 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 and 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.

In compliance with 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.

10. Key Managerial Personnel

There were no changes in the Key Managerial Personnel of the Company during the Financial Year 2025-26.

11. Talent Management and Succession Planning

Your Company has the talent management process in place with the objective of developing a robust talent pipeline for the organisation, which includes the senior leadership team. We have a comprehensive talent management process, where 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 organisation's talent objectives. We continue to deploy leadership development initiatives to build succession for key roles.

a) Statutory Auditors

Pursuant to the provisions of Section 139 of the Companies Act, 2013 read with the Rule 3 of the Companies (Audit and Auditors) Rules, 2014, M/s.

B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022), were appointed as the Statutory Auditors of the Company for a second term of five consecutive years, to hold office from the conclusion of the 22^nd (Twenty-

Second) Annual General Meeting ("AGM") held on August 3, 2022 till the conclusion of the 27^th (Twenty-Seventh) AGM to be held in the year 2027, at such remuneration as may be approved by the Board of Directors. The Statutory Auditors' Report on the Financial Statements for the Financial Year ended March 31, 2026, does not contain any qualification, reservation, adverse remark or disclaimer.

b) Cost Auditors

Pursuant to the provisions of Section 148 of the Companies Act, 2013 and the Rules framed thereunder, M/s. P. M. Nanabhoy & Co., Cost Accountants, Mumbai (Firm Registration No. 000012), were appointed as the Cost Auditors of the Company for the Financial Year 2025-26. The Cost Auditors are required to submit their report within 180 (One Hundred and Eighty) days from the end of the Accounting Year. The Cost Audit Report will be submitted to the Board of Directors within the prescribed timeline.

Based on the recommendation of the Audit Committee, the Board of Directors, at its Meeting held on May 6, 2026, approved the appointment of M/s. R. Nanabhoy & Co., Cost Accountants (Firm Registration No. 000010), as the Cost Auditors of the Company for the Financial Year 2026-27 at a remuneration of Rs.7,17,970/- (Rupees Seven Lakh Seventeen Thousand Nine Hundred and Seventy Only), plus applicable taxes and reimbursement of out- of-pocket expenses, subject to ratification of the remuneration by the Members at the ensuing 26^th (Twenty-Sixth) AGM in accordance with Section 148 of the Companies Act, 2013 and Rule 4 of the Companies (Cost Records and Audit) Rules, 2014 and Rule 14 of the Companies (Audit and Auditors) Rules, 2014. M/s. R. Nanabhoy & Co. have provided their consent and an eligibility certificate confirming that they are not disqualified to be appointed as the Cost Auditors of the Company and that their appointment, if approved, would be in compliance with provisions of the applicable laws. An Ordinary Resolution seeking ratification of the remuneration payable to M/s. R. Nanabhoy & Co. for conducting audit of the applicable cost records of the Company for FY 2026-27 forms part of the Notice of the 26^th (Twenty-Sixth) AGM of the Company.

Pursuant to Section 148(1) of the Act read with Rule 3 and 5 of the Companies (Cost Records and Audit) Rules, 2014, your Company has duly maintained the cost records for FY 2025-26.

c) Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 SEBI Listing Regulations and the Board of Directors of the Company had appointed

M/s. Nilesh Shah & Associates, Company Secretaries (Unique Code: P2003MH008800), on May 6, 2025, and the appointment was approved by the Members on August 7, 2025, to conduct the Secretarial Audit of the Company for a term of five consecutive years commencing from the Financial Year 2025-26 up to the Financial Year 2029-30.

The Secretarial Auditors were paid remuneration of Rs.3,50,000/- (Rupees Three Lakh Fifty Thousand Only), plus applicable taxes and reimbursement of out-of-pocket expenses, for conducting the Secretarial Audit of the Company for the Financial Year 2025-26. The Secretarial Audit Report issued by M/s. Nilesh Shah & Associates, Company Secretaries, Secretarial Auditors of the Company, for the Financial Year ended March 31, 2026, is annexed to this Report as Annexure 'D'. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

d) Reporting of Frauds by Auditors

During the year under review, the Auditors have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee or the Board under Section 143(12) of the Act read with Rule 13 of the Companies (Audit and Auditors) Rules, 2014.

13. Vigil Mechanism

Your Company has adopted a Whistle Blower Policy as a part of its vigil mechanism.

The purpose of the policy is to enable any person (employees, customers, or vendors) to raise concerns regarding unacceptable improper practices and/ or any unethical practices in the organisation without the knowledge of the management. All employees shall be protected from any adverse action for reporting any unacceptable or improper practice and/or any unethical practice, fraud, or violation of any law, rule, or regulation. This policy is also applicable to the Directors of the Company.

Mr. V. Swaminathan, Head Corporate Audit and Assurance, has been appointed as the Whistle Blowing Officer, and his contact details have been mentioned in the policy. Furthermore, employees are free to communicate their complaints directly to the Chairperson/ Member of the Audit Committee, or through other reporting channels as stated in the policy. The policy is available on the internal employee portal, and the Company website and can be accessed through the following link.^[7] The Audit Committee reviews reports made under this policy and implements corrective actions, wherever necessary.

a) Audit Committee

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

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

The Statutory Auditors, Internal Auditors, Executive Directors and the Chief Financial Officer attend the Meetings of the Audit Committee as invitees. The Company Secretary and Compliance Officer acts as the Secretary to the Audit Committee.

All recommendations made by the Audit Committee during the Financial Year 2025-26 were accepted by the Board of Directors.

During the Financial Year 202526, 4 (Four) Meetings of the Audit Committee were held on May 6, 2025, August 7, 2025, October 31, 2025 and January 23, 2026. The maximum gap between any two consecutive Committee Meetings held during the year was not more than 120 days. The requisite quorum was present for all the Meetings held during the year.

b) Risk Management Committee

Pursuant to Regulation 21 read with Part D of Schedule II to the SEBI Listing Regulations, the Company has constituted a Risk Management Committee of the Board of Directors.

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

During the Financial Year 202526, 2 (Two) Meetings of the Risk Management Committee were held on May 2, 2025 and October 31, 2025. The maximum gap between the Meetings of the Committee held during the year was not more than 210 days. The requisite quorum was present for all the Meetings held during the year. The Company Secretary and Compliance Officer acts as Secretary to the Risk Management Committee.

The Risk Management Committee comprises Executive Directors, Independent Director, Non-Executive Director and the Chief Financial Officer.

The Committee oversees the Company's enterprise risk management framework and is responsible for identifying, evaluating and monitoring key business risks and opportunities. The Company has adopted a Risk Management Policy to ensure effective risk identification, assessment, mitigation and monitoring across the organisation. The Company has a well-defined process in place to identify and mitigate risks on an ongoing basis.

The key risks and opportunities faced by the Company are discussed in the Management Discussion and Analysis section forming part of this Annual & Integrated Report.

c) Corporate Social Responsibility Committee

Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with Rule 5 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company has constituted a Corporate Social Responsibility ("CSR") Committee of the Board of Directors.

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

During the Financial Year 202526, 2 (Two) Meetings of the CSR Committee were held on May 2, 2025 and October 31, 2025. The requisite quorum was present for all the Meetings held during the year. The Company Secretary and Compliance Officer acts as the Secretary to the CSR Committee.

Areas of CSR Expenditure

The Company is committed to the Godrej Industries Group's "Good & Green" vision of creating a more inclusive and greener India. The Company's strategic Corporate Social Responsibility initiatives, undertaken as part of its broader sustainability framework, actively contribute towards the achievement of the Good & Green goals and reinforce the Company's commitment to responsible and sustainable business practices.

The CSR Policy of the Company is available on the website of the Company and can be accessed through the following link^[8]

Amount of CSR Spending and Annual Report on CSR Activities:

The Annual Report on CSR Activities for the Financial Year 2025-26, as prescribed under

Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, forms part of this Report as Annexure 'E'.

d) Nomination & Remuneration Committee

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 read with Part D of Schedule II of the SEBI Listing Regulations, the Company has constituted the Nomination & Remuneration Committee of the Board of Directors.

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

During the Financial Year 202526, 2 (Two) Meetings of the Nomination & Remuneration Committee were held on May 2, 2025 and January 23, 2026. The requisite quorum was present for all the Meetings held during the year. The Company Secretary and

Compliance Officer acts as the Secretary to the Nomination & Remuneration Committee.

e) 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 SEBI Listing Regulations, the Company has constituted the Stakeholders' Relationship Committee of the Board of Directors.

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

During the Financial Year 2025-26, 1 (One) Meeting of the Stakeholders' Relationship Committee was held on October 31, 2025. The requisite quorum was present for all the Meetings held during the year. The Company Secretary and Compliance Officer acts as the Secretary to the Stakeholders' Relationship Committee.

15. Employee Stock Option Scheme

The Company has in place an employee stock grant scheme titled "Godrej Consumer Products Limited Employee Stock Grant Scheme, 2011" ("ESGS 2011"). The number of stock grants and the corresponding value to be granted to eligible employees are determined by the Nomination and Remuneration Committee based on the average of the closing market prices of the Equity Shares of the Company on the stock exchanges on the date of grant. The vesting period, exercise period and other terms and conditions of the grants are determined by the Nomination and Remuneration Committee. Upon vesting, eligible employees may exercise the grants and acquire an equivalent number of Equity Shares of the Company having a face value of Rs.1/- (Rupee One Only) each.

The disclosures in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and

Section 62(1)(b) of the Companies Act, 2013 read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 in respect of ESGS 2011 are set out in Annexure 'F' to this Report.

The Company has also adopted an employee stock option scheme titled "Godrej Consumer Products Limited Employees Stock Option Scheme, 2024" ("ESOS 2024"). ESGS 2011 continues to remain in force and no stock options were granted under ESOS 2024 during the Financial Year 2025-26.

The Company has not provided any loan to any person for the purchase of, or subscription to, the shares of the Company under any scheme. Accordingly, the disclosure requirements relating to voting rights not directly exercised by employees are not applicable.

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

The Company is committed to providing a safe, secure and inclusive work environment for all its employees and has in place a policy on prevention of sexual harassment in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)

Act, 2013 ("POSH Act"). The Company has constituted Internal Committees in accordance with the provisions of the POSH Act to consider and redress complaints of sexual harassment. During the year, awareness regarding prevention of sexual harassment at the workplace was created through emails, e-learning modules and in-person workshops across various categories of the workforce. In accordance with the provisions of the POSH Act, the Annual Report of the Internal Committee for the Calendar Year 2025 was filed with the appropriate authorities.

During the Financial Year 2025-26, the following details are reported:

• Number of complaints of sexual harassment received: 8

• Number of complaints disposed of during the year: 6

• Number of complaints pending for more than 90 (Ninety) days: 0

• Number of complaints pending as on March 31, 2026: 2

Of the two complaints pending as on March 31, 2026, one complaint was subsequently closed within the prescribed timeline, while the other remained under process within the timeline prescribed under the POSH Act. The Company has complied with the provisions relating to the constitution of the Internal Committees under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

17. Compliance with Maternity Benefit Act, 1961

Your Company affirms that it is in compliance with all applicable provisions of the Maternity Benefit Act, 1961 ('Act'), as amended from time to time, and the rules framed thereunder.

The Company has in place appropriate policies and practices to give effect to the provisions of the Act, including in relation to maternity benefits, creche facilities and other entitlements available to women employees. These policies apply to all eligible employees across the Company's establishments in India. We confirm that no woman employee has been denied her statutory entitlements under the Act during the Financial Year under review.

18. Corporate Governance

Pursuant to Regulation 34(3) read with Schedule V of the SEBI Listing Regulations, a Corporate Governance Report of FY 202526 forms part of this Annual & Integrated Report.

M/s. Nilesh Shah & Associates, Company Secretaries, have certified the Company's compliance with the requirements of Corporate Governance as stipulated under Regulation 34(3) read with Schedule V of the SEBI Listing Regulations. The certificate on compliance with the conditions of Corporate Governance is annexed to this Report as Annexure 'G'.

19. Disclosure on Conservation of Energy, Technology Absorption, Foreign Exchange Earnings, and Outgo

The information on conservation of energy, technology absorption, foreign exchange earnings and outgo, as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is set out in Annexure 'H' to this Report and forms an integral part of the Board's Report.

20. Annual Return

Pursuant to the provisions of Section 134(3)(a) read with Section 92(3) of the Companies Act, 2013 read with Rule 11 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is available on the website of the Company and can be accessed through the following link^[9]

21. Confirmations

a) The Company is in compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.

b) There have been no material changes and commitments affecting the financial position of the Company which have occurred between March 31, 2026 and the date of this Board's Report.

c) The Company has neither accepted nor has any outstanding deposits from the public within the meaning of Section 73 of the Act read with Rule 2 of the Companies (Acceptance of Deposits) Rules, 2014.

d) During the Financial Year 2025-26, there were no significant and material orders passed by the Regulators, Courts or Tribunals impacting the going concern status of the Company and its operations in future.

e) There is no proceeding pending against the Company under the Insolvency and Bankruptcy Code, 2016.

f) There was no instance of one time settlement of the Company with any Bank or Financial Institution.

g) No shares with differential voting rights and sweat Equity Shares have been issued;

h) During the year under review, there has been no change in the nature of business of the Company.

Education and Protection Fund

Pursuant to the provisions of Section 124(6) of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules,

2016 ("IEPF Rules"), during the Financial Year 2025-26, the Company is required to transfer the unclaimed / unpaid dividend and Equity Shares in respect of which dividends have not been claimed for a period of 7 (seven) consecutive years, to the bank / demat account of Investor Education and Protection Fund ("IEPF"). Accordingly, unpaid / unclaimed dividend including unpaid benefit aggregating to Rs.4,72,60,163.30 (Rupees Four Crore Seventy-Two Lakh Sixty Thousand One Hundred Sixty- Three and Thirty Paise Only) and 6,60,439 (Six Lakh Sixty Thousand Four Hundred and Thirty-Nine) Equity Shares were transferred to IEPF, as per the prescribed procedures.

The Company has appointed a Nodal Officer under the applicable provisions of the IEPF Rules, the details of which are available on the website of the Company and can be accessed through the following link™

The details of unpaid and unclaimed amounts lying with the Company as on March 31, 2025, are available on the website of the Company and can be accessed through the following link ^[™

The details of unpaid and unclaimed amounts lying with the Company as on March 31, 2026, will be made available on the same link within 60 days from the date of the Annual General Meeting.

23. Designated Person to provide information to Registrar

Pursuant to Rule 9 of the Companies (Management and Administration) Rules,

2014, as amended by the Companies (Management and Administration) Second Amendment Rules, 2023, and other applicable provisions of the Companies Act, 2013 and the rules framed thereunder, the Company Secretary of the Company has been designated as the "Designated Person" for the purpose of furnishing and extending co-operation in providing information to the Registrar of Companies or any other authorised officer with respect to beneficial interest in shares of the Company.

24. Listing

The Equity Shares of your Company are listed on the BSE

Limited and National Stock Exchange of India Limited.

The applicable annual listing fees have been paid to the stock exchanges.

25. Appreciation

The Board of Directors places on record its sincere appreciation for the commitment, dedication and hard work of the employees of the Company. The Directors also express their gratitude to the Central and State Governments, regulatory authorities, banks, customers, Members, vendors and other business associates for their continued support and co-operation, which have contributed significantly to the Company's growth and progress.

The Board of Directors further acknowledges and appreciates the continued trust and confidence reposed in the Company by all its stakeholders.