Arvind Ltd Directors Report

#DRStart#

Dear Members,

Your Directors are pleased to present the 94^th Annual Report along with the Audited Financial Statements of the Company for the financial year ended 31^st March, 2025.

1. Financial Results

Highlights of Financial Results for the year are as under:

( In crores)

	Standalone		Consolidated
	Year ended March, 2025	Year ended March, 2024	Year ended March, 2025	Year ended, March, 2024
Turnover & Operating Income	7632.32	7100.46	8328.81	7737.75
Profit before Finance Costs, Depreciation and	830.36	790.04	918.59	886.04
Amortisation Expenses, Extraordinary Items & Tax
Expenses
Less: Finance costs	160.22	150.82	165.77	159.30
Profit before Depreciation and Amortisation	670.14	639.22	752.82	726.74
Expenses, Extraordinary Items & Tax Expenses
Less: Depreciation and Amortisation Expenses	216.88	212.77	258.71	265.82
Profit before Share of Profit of a Joint Venture,	453.26	426.45	494.11	460.92
Exceptional Items and Tax Expenses
Less: Exceptional Items	25.77	22.40	0.00	(2.46)
Add: Share profit/(loss) of Joint Ventures	NIL	NIL	(1.24)	(0.08)
Profit Before Tax	427.49	404.05	492.87	463.30
Current Tax	106.30	112.39	121.90	129.31
(Excess)/Short Provision of Earlier Years	(2.66)	4.03	(2.43)	3.94
Deferred Tax	83.57	(17.27)	6.02	(22.58)
Profit for the Year	240.28	304.90	367.38	352.63

2. Comp anys Performance

F Y25 was characterized by two significant disruptions:

Indias general elections and an illegal workers strike. Despite the unrelated yet impactful nature of these events, commendable resilience was demonstrated by Arvind

Limited. The strike, which occurred at the companys largest textile unit in Santej, persisted for 21 days before being resolved unconditionally. Normal operations have since been resumed, reflecting the effectiveness of the managements response and the strength of the trust that has been cultivated with the workforce.

Adv erse impacts from the strike were experienced several key segments - Woven, Denim, and the Industrial & Human Protection divisions of Advanced Materials Division (AMD) - resulting in an estimated revenue loss of 200 crore and an EBITDA impact of 71 crore. Throughout this period, steadfast support was extended by stakeholders including customers, vendors, and government authorities. Gratitude is expressed for their backing, and continued commitment is maintained toward open dialogue, transparency, and the resolution of grievances.

For the full year FY25, revenue was recorded at 8,329 crore, with an EBITDA of 919 crore, translating into an

EBITDA margin of 11%. When normalized for the impact of industrial action and associated production losses and additional costs, revenue and EBITDA would have increased by 10% and 12% respectively, aligning with the base case projections established at the years outset. Debt levels were maintained, while free cash flow from operations amounting to nearly 760 crore was generated during the year, which fully funded the capital expenditure of nearly 450 crore in FY25.

The companys balance sheet has been significantly strengthened in recent years through the implementation of a disciplined capital allocation strategy, a streamlined debt profile, and an optimized capital structure, accompanied by consistent free cash flow generation year over year.

These outcomes reflect a firm commitment to innovation, customer-centricity, and sustainability, along with the capability to navigate a dynamic market environment with agility and precision—consolidating Arvinds position as a trusted industry leader.

Globally, the environment continues to remain volatile,

. influencedbyrising

Global supply chains and economic outlooks have been materially affected. Nonetheless, encouraging signs have been observed in domestic demand, which is expected to gain momentum in the upcoming festive quarters and into

Spring 2026.

Premium global clients continue to be drawn to the company due to its strong sustainability credentials. Despite the presence of both macroeconomic headwinds and opportunities, Arvinds momentum toward becoming an integrated textile powerhouse has been sustained.

Recent trade agreements signed with the UK, along with potential agreements with the US and Europe, are anticipated to unlock new market opportunities. Indias ongoing political and economic stability has further reinforced its position as a preferred global sourcing destination.

However, short-term volatility persists. The tariff revisions announced by the United States in April have introduced temporary uncertainty. While some customers advanced their procurement to avoid elevated duties, others have postponed purchasing decisions. Requests have been made by several clients for partial absorption of the 10% interim tariffhike. Cost-control initiatives are currently being undertaken to mitigate the resultant margin pressures.

On the Sustainability Front:

• A P ower Purchase Agreement (PPA) has been with TUPL a joint venture between a subsidiary of Torrent Power and Arvind Limited, along with other associates wherein a 26% equity investment has been made to qualify the arrangement as a group captive plan.

• This initiative is expected to increase the share of renewable energy to 60%, contributing to power cost savings and margin improvements.

Ar vind Limited retained its top position in the Global Sustainability Assessment by S&P (DJSI), being ranked

#1 in India and #7 globally.

This recognition not only validates the companys efforts but also reaffirms its unwavering commitment to sustainable development as a core principle of its business model.

Looking ahead, a cautiously optimistic outlook is maintained. Although the effects of tariff changes are being closely monitored and mitigative actions are being taken, temporary margin disruptions are acknowledged. Efforts are underway to offset these impacts through increased volumes and rigorous cost control. The companys strategy remains focused on forging long-term partnerships with discerning clients, with the belief that such alignment will yield mutual benefits over time.

A more detailed analysis and commentary can be found in the Management Discussion and Analysis section of this report.

3. Dividend

T he Board of Directors have recommended a dividend of 3.75 per equity share of 10/- each, for the financial year ended on 31st March, 2025. Dividend is subject to approval of members at the ensuing Annual General Meeting and shall be subject to deduction of income tax at source. The dividend, if approved by the members, would involve a cash outflow of about 98 Crores.

In terms of the provisions of Regulation 43A of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated a Dividend Distribution Policy and the same is available on the Companys Website at https://www.arvind.com/sites/default/files/field_policy_ file/DividendDistributionPolicy.pdf

4. T ransfer to Reserves

During the year under review, the Company has not transferred any amount to reserves.

5. De tails of Material Changes from the end of the signedFinancial Year till the date of this Report

No material changes have taken place from the end of the financial year till the date of this report.

6. Shar e Capital

The authorised share capital of the Companyas on 31 ^st March, 2025 was 674.50 crores divided into 57.45 crores equity shares of 10 each and 1 crore preference shares of 100 each.

During the year under review the Company has allotted 1,87,500 Equity Shares of 10 each to the eligible employees pursuant to the exercise of stock options granted in terms of the Employees Stock Option Scheme 2021 (ESOS) of the Company. Consequently, the paid up Equity Share Capital of the Company stood at 261.81 crores consisting of 26,18,17,974 equity shares of 10 each.

During the year under review, the Company has not issued shares with differential voting rights and sweat equity shares.

7. Emplo yee Stock Option Scheme (ESOS)

The Company has instituted the Employees Stock Option Scheme (ESOS) to grant equity based incentives to certain eligible employees and directors of the Company and its subsidiary companies. There is no material change in ESOS during the year under review and the scheme is in compliance with Securities and Exchange Board of

India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The certificate of the Secretarial Auditor regarding implementation of scheme shall be made available for inspection of members in electronic mode at Annual General Meeting.

Disclo sures in compliance with Section 62 of the Act, 2013 and Rule 12 of Companies (Share Capital and

Debentures) Rules, 2014 and the Securities and Exchange

Board of India (Share based Employee Benefits) Regulations,

2021 are set out in ‘‘Annexure - A to this report.

8. Finance

The Company has repaid the instalments of Term amounting to 186.17 crores during the current year. The

Company has not made any fresh long term borrowings.

Long Term Debt of the Company stands to 343.15 crores as on 31^st March, 2025.

9. Deposits

During the year under review, the Company does not accepted or renewed any Deposit within the meaning of

Section 73 of the Companies Act, 2013 and the rules made there under.

10. Non-Convertible Debentures

During the year ended 31^st March, 2025, the Company does not have any outstanding Non-Convertible Debentures. During the year under review, the Company has not issued/ allotted any Non-Convertible Debentures.

11. P articulars of Loans, Guarantees or Investments under Section 186

De tails of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

12. Consolidated Financial Statements

The Consolidated Financial Statements of the Company are prepared in accordance with relevant Indian Accounting Standards issued by the Institute of Chartered Accountants of India and form part of this Annual Report.

13. Scheme of Arrangement

The Board of Directors at its meeting heldon6 ^th May, 2024 approved the Scheme of Arrangement involving transfer and vesting of the Advanced Materials Undertaking of Arvind Limited (‘Applicant Transferor Company) to Arvind Advanced Materials Limited (‘Applicant Transferee

Company) and their respective shareholders and creditors (‘Scheme) with an appointed date of 1^st April, 2024.

T he company received Observation letters from Stock

Exchanges in October, 2024. The Company has filed application with the Honble National Company Law Companies Tribunal (NCLT), Ahmedabad Bench. NCLT vide its order dated 8^th April, 2025 admitted Company Application and interalia directed to convene meetings of its Equity shareholders and Creditors (Secured and Unsecured) on 30^th May, 2025, for the purpose of considering and if thought fit approving the proposed scheme, with or without modification(s).

Loans

14. Corporate Social Responsibility

The Companys CSR policy is committed to advancing the social, economic, educational, and environmental development of communities positively impacting their quality of life. Our programs are aligned with Schedule VII of the Companies Act, 2013, and are implemented through SHARDA Trust, Narottam Lalbhai Rural Development Fund (NLRDF), and Arvind Foundation, and other civil society partner Geographically, our initiatives focus on Ahmedabad, Gandhinagar, Narmada, Botad and other small regions of

Gujarat. All activities are organized under five broad themes

– Education, Environment, Earning, Rural Development and

Art & Culture.

Education

E ducation remains one of Arvind Limiteds most deeply rooted commitments. Our initiatives span urban, semi-urban, and rural contexts to close the gaps in access, continuity, and quality of learning. The GYANDA program supports students in municipal schools with after-school academic reinforcement, digital learning, and co-curricular growth. In rural areas, Shiksha Setu helps adolescents especially girls re-enter the educational system via open schooling pathways. We also run mobile digital education programs like HP CLAP and HP WoW, bringing digital literacy directly to remote regions. Through a combination of classroom support, scholarships, and technology access, we aim to make education an unbroken journey from foundation to future.

Environment

Ar vinds environmental programs focus on community-led stewardship of natural ecosystems. Our plantation drives have enabled the planting of over 1 lakh trees across farmlands, schools, and common lands, restoring biodiversity and building climate resilience. These efforts are rooted in shared ownership where communities are not just beneficiariesbut active custodians of their environment, ensuring long-term ecological and social impact.

Earning

Our Earning initiatives aim to build pathways to financial independence and dignity for rural and tribal populations. In the dairy sector, we provide interest-free animal loans, veterinary camps, and training, empowering women-led households with sustainable incomes. Through the Tribal

Homestay Project near the Statue of Unity, families tap into tourism while preserving cultural identity. We also offer vocational skills training tailored to local contexts, enabling women and youth to explore enterprise and employment in hospitality, food, and crafts. These programs go beyond income they strengthen self-reliance and foster grassroots-led development.

Rur al Development

Arvinds rural development strategy begins with a deep understanding of community needs. In partnership with the Arvind Foundation and NLRDF, our programs address everything from nutrition and early childhood care to soil regeneration and mental wellbeing. Through the Biochar

Project, we promote sustainable agriculture by enhancing soil health and productivity using carbon-rich biochar produced from local biomass. The Inner Wellbeing Program, delivered with Heartfulness Institute, introduces meditation and emotional resilience tools for rural populations. Our work in rural areas is long-term, participatory, and holistic focused on building healthier, more self-sustaining communities.

Art & Culture

Preserving cultural identity is central to our belief in inclusive development. Through the Promotion of Indology, we digitize and safeguard thousands of rare manuscripts in collaboration with the Lalbhai Dalpatbhai Institute.

Meanwhile, the Indigo Art Museum celebrates the dying art of Indigo, preserving its cultural heritage through exhibitions, artists programs and community sensitisation. These initiatives connect heritage with contemporary expression, ensuring that communities can carry forward their stories, symbols, and knowledge with pride. Cultural advancement, for us, is not just about preservation but about keeping tradition alive in ways that are relevant, creative, and future-facing.

Ar vinds CSR approach blends long-term vision with deep local engagement—co-creating inclusive, resilient communities across every initiative.

The Corporate Social Responsibility Policy of the Company are available on the Companys website at https://www. arvind.com/sites/default/files/field_policy_file/CSR%20 Policy%202019.pdf The disclosures required to be given under Section 135 of the

Act read with Rule 8(1) of the Companies (Corporate Social Responsibility Policy) Rules, 2014 are provided in the Annual Report on CSR Activities for FY 2024-2025, forming part of the Report as "Annexure – B".

15. Human Resources

A t Arvind, we believe that an organisations true competitive advantage lies in its people. When individuals thrive, businesses move forward. FY 2024–25 was a year of deep commitment to shaping an agile, high-performing, and future-ready workforce - one that is not only aligned with business goals, but also inspired by purpose.

We took deliberate steps to build a culture where performance and growth go hand in hand, where role clarity, feedback, and recognition are not seasonal interventions, but integral to how we lead. Structured internal mobility, sharper talent mapping, and clear developmental pathways helped us match business needs with individual aspirations, strengthening leadership readiness at every level.

Recognising that people do their best work in environments that are transparent, inclusive and accountable, we prioritised open dialogue, manager capability-building, and support systems that enable teams to voice concerns, take ownership, and continuously improve. We also continued to evolve our ways of working - integrating digital tools and simplifying core people processes to make every day experiences smoother and more empowering.

The strength of our culture lies not just in what we do, but how we do it. In every decision and every policy, we are guided by a simple belief: that people who feel valued, trusted, and challenged will always deliver more - not just for the business, but for the communities we serve.

16. Risk Management

The Company has a robust Enterprise Risk Management (ERM) framework that enables it to strategically take calculated risks to remain competitive and drive growth, while simultaneously mitigating other risks to ensure long-term sustainability and stable performance.

Under the framework, the Company has laid down a Risk Management Policy which defines the process for identification of risks, its assessment, mitigation measures, monitoring and reporting. While the Company, through its employees and Executive Management, continuously assess the identified Risks, the Risk Management Committee reviews the identified Risks and its mitigation measures half yearly.

The top 10 risks identified by the Company includes 2 Strategic Risks, 7 Operational Risks & 1 Regulatory Risks.

Key Strategic Risks include demand destruction/shift, geographical concentration issues and reputational risks. Key Operating Risks include customer concentration, vendor concentration, availability of competent human resource, major system outages, industrial safety, sustainability and cyber security/data protection. Regulatory Risks include litigation and regulatory compliances.

17. Int ernal Financial Controls

The Company has in place adequate internal financial controls with reference to the Financial Statements commensurate with the size, scale and complexity of its operations. During the year, such controls were tested and no reportable material weakness in the design or operation was observed. The Statutory Auditors of the Company have audited such controls with reference to the Financial Reporting and their Audit Report is annexed as Annexure A to the Independent Auditors Report under the Standalone Financial Statements and the Consolidated Financial Statements which forms part of the Integrated Annual Report.

18. Vigil Mechanism / Whistle Blower Policy

The Company has established a vigil mechanism through its Whistle Blower Policy to address instances of fraud, mismanagement, or other unethical conduct. Details of the Whistle Blower Policy are provided in the Corporate

Governance Report and are also available on the Companys website at https://www.arvind.com/sites/default/files/ field_policy_file/Whistle%20Blower%20Policy_n.pdf

19. Sub sidiaries, Associates and Joint Venture Companies

As on 31^st March, 2025, the Company has 17 subsidiary companies (Direct or Indirect) and 4 joint ventures and 2 associate companies.

During the year under review, companies/entities which have become and ceased to be subsidiary, joint venture or associate of the Company are given in the Note No. 44 of Consolidated Financial Statements of the Company.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, a statement containing salient features of financial statements of subsidiaries, associates and joint venture companies in

Form AOC-1 is attached to the Financial Statements. The statements in respect of each separateauditedfinancial of the subsidiary shall be kept open for inspection at the

Registered Office of the Company. The Company will also make available these documents upon request by any Member of the Company interested in obtaining the same.

The separate audited financial statements in respect of each of the subsidiary are also available on the website of the Company at http://www.arvind.com/financial-reports.

As on 31^st March, 2025, the Company does not have any material subsidiary. The Company has framed a policy for determining material subsidiaries, which has been uploaded on Companys website at https://www.arvind.com/sites/ default/files/field_policy_file/Policy%20on%20Material%20 Subsidiaries_0.pdf

20. Chang e In Nature Of Business

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

21. Dir ectors and Key Managerial Personnel (KMP)

As on 31^st March, 2025, the Board of Directors consists of 10

(Ten) members, of which 5 (five) are Independent Directors

The Board also comprises of two women Independent Directors.

As per the provisions of Section 152 of the Companies Act,

2013 and Articles of Association of the Company, Mr. Sanjay Lalbhai (DIN: 00008329) and Mr. Jayesh Shah (DIN 00008349) shall retire by rotation at the ensuing Annual General Meeting and being eligible, offered themselves for re-appointment as the Director of the Company.

Details of Directors appointed / reappointed / ceased to be directors during the year are as under:

Appointments / Reappointments: i. M r. Susheel Kaul (DIN: 08208011) was

Managing Director (KMP) designated as "Managing

Director & President (Textiles)", with effect from 6 ^th May, 2024 for a term of three years. ii. Mr . Jayesh Shah (DIN: 00008349) was Whole Time Director designated as "Director & Group Chief Financial Officer" with effect from 1^st October, 2024 for a term of five years. iii. Mr . Nilesh Mehta (DIN: 00199071) was appointed Independent Director with effect from 12^th May, 2024 for a term of five years. iv. Mr . Nagesh Pinge (DIN: 00062900) was appointed Independent Director with effect from 21 ^st June, 2024 for a term of four years. v. Ms. Reena Bhagwati (DIN: 00096280) was an Independent Director with effect from 1 ^st August, 2024 for a term of four years.

Cessations: i. Mr . Dileep Choksi (DIN: 00016322) retired Independent Director with effect from closing hours of 11^th May, 2024. ii. Mr . Arpit Patel (DIN: 00059914) ceased to

Independent Director of the Company with effect from 21^st May, 2024 due to sad demise. iii. Dr . Bakul Dholakia (DIN: 00005754) retired

Independent Director with effect from closing hours of 31^st July, 2024.

After the closure of the year under review, Mr. Nilesh Shah

(DIN: 01711720) retired as an Independent Director with effect from closing hours of 5^th May, 2025.

22. F ormal Annual Evaluation

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015, the Board has carried out an annual evaluation of its own performance as well as that of its Committees and Individual Directors. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

23. Appointment and Remuneration Policy

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a policy for selection and appointment of Directors, Key Managerial Personnel and Senior Management and their remuneration. The Policy broadly lays down the guiding principles, philosophy and the basis for payment of remuneration to Executive and as Non-Executive Directors, Key Managerial Personnel and Senior Management. The policy also provides the criteria for determining qualifications, positive attributes and Independence of Director and criteria for appointment as and removal of Directors, Key Managerial Personnel / Senior Management and performance evaluation which are considered by the Nomination and Remuneration Committee / Board of Directors. The policy is available on as an the website of the Company at https://www.arvind.com/ sites/default/files/field_policy_file/Nomination%20and%20

Remuneration%20Policy.pdf as an

24. Familiarization Program for the Independent

Directors

In compliance with the requirements of SEBI (Listing as

Obligations and Disclosure Requirements) Regulations, 2015, the Company has put in place a familiarization programme for the Independent Directors to familiarize them with their role, rights and responsibility as Directors, as an the working of the Company, nature of the industry in which the Company operates, business model etc. The details of the familiarization programme are explained in the Corporate Governance Report and also available on the Companys be an website at https://www.arvind.com/sites/default/files/field_ policy_file/Directors%20Familiarization%20Programs%20

%202024-2025.pdf as an

25. Declar ation of Independence

The Company has received declarations from all the

Independent Directors of the Company confirming they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015 and they have complied with the Code for Independent Directors as prescribed in Schedule IV to the Companies Act, 2013

26. Bo ard and Committee Meetings

A c alendar of Meetings is prepared and circulated in advance to the Directors.

During the year under review, 5 meetings of the Board were held. The details of the Board and Committee meetings are provided in the Corporate Governance Report forming part of this Report.

27. Committees of Board

With an objective of strengthen the governance and to comply with the applicable statutory provisions, the Board has constituted various committees details of such committees constituted by the Board are given in the Corporate Governance Report, which forms part of this Annual Report.

28. Dir ectors Responsibility Statement

Pur suant to Section 134(5) of the Companies Act,

Board of Directors, to the best of their knowledge and ability, confirm that: a. in preparation of the annual accounts for the year ended 31^st March, 2025 the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; b. the y have selected such accounting policies 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 the end of the financial year and of the profit and loss of the Company for that period; c. the y have taken proper and sufficient care 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. t hey have prepared the annual accounts on a concern basis; e. the y have laid down internal financial controls, are adequate and are operating effectively; f. the y have devised proper systems to ensure with the provisions of all applicable laws and such systems are adequate and operating effectively.

29. R elated Party Transactions

All the related party transactions are entered on arms length basis, in the ordinary course of business and are in compliance with the applicable provisions of the Companies

Act, 2013 and the SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel etc. which may have potential conflict with the interest of the Company at large or which warrants the approval of the shareholders. Accordingly, no transactions are being reported in Form AOC-2 in terms of Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014.

However, the details of the transactions with Related Parties standards are provided in the Companys financial statements in accordance with the Accounting Standards.

All Related Party Transactions are presented to the Audit Committee and the Board. Omnibus approval is obtained for the transactions which are foreseen and repetitive in nature. A statement of all related party transactions is presented before the Audit Committee on a quarterly basis, specifying the nature, value and terms and conditions of the thetransactions.

The Policy on Related Party Transactions as approved by the Board is available on Companys website at https://www. arvind.com/sites/default/files/field_

Party%20Transactions%20Policy%202025.pdf

30. Significant and Material Orders Passed by the andRegulators or Courts

There are no significant material orders passed by the

Regulators/ Courts which would impact the going concern status of the Company and its future operations.

31. Auditors

• S tatutory Auditors

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants, (ICAI Firm Registration No. 117366W / W-100018) were reappointed as the Statutory Auditors of the Company at the Annual General Meeting of the Company held on 6^th September, 2022 for a term of five consecutive years. The Report given by the Auditors on the financialstatements of the Company is part of the Annual Report. There has which been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report.

• Co st Auditors

Kiran J. Mehta & Co., Cost Accountants, Ahmedabad

(Firm Registration No. 000025) carried out the cost audit for applicable businesses during the year. The Board of Directors has appointed them as Cost Auditors for the financial year 2025-26. The the Cost Auditors is required to be placed before the Members in a general meeting for their ratification.

Accordingly, a Resolution seeking Members for the remuneration payable to Kiran J. Mehta & Co., Cost Auditors is included at item No. 6 of the notice convening the Annual General Meeting.

In accordance with the provisions of Section 148(1) of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, the Company has maintained cost accounts and records.

• Secretarial Auditors

Pursuant to the amended provisions of Regulation 24A of the SEBI (LODR) Regulations and Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee and the Board of Directors at their respective meetings held on 15^th May, 2025 have approved and recommended for approval of Members, appointment of M/s. Hitesh Buch & Associates, Company Secretaries, as Secretarial Auditor to conduct the Secretarial Audit of the Company for a term of upto 5(Five) consecutive years, to hold office from financial year 2025-26 till financial year 2029-30

Accordingly, a Resolution seeking Members approval is included at item No. 5 of the notice convening the Annual General Meeting.

A detailed proposal for appointment of Secretarial auditor forms part of the Notice convening this AGM. The Secretarial Audit Report for the financial year ended 31^st March, 2025, pursuant to Section 204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015 is annexed herewith as "Annexure -

C". The Secretarial Audit Report does not contain any qualifications, reservation or adverse remarks.

32. Enhancing Shareholders Value

The Company believes that its Members are its most important stakeholders. Accordingly, the Companys operations are committed to the pursuit of achieving high levels of operating performance and cost competitiveness, consolidating and building for growth, enhancing the productive asset and resource base and nurturing overall corporate reputation. The Company is also committed to creating value for its other stakeholders by ensuring that its corporate actions positively impact the socio-economic and environmental dimensions and contribute to sustainable growth and development.

33. Corporate Governance Report and Management Discussion & Analysis

The Corporate Governance Report and Management Discussion & Analysis, which form part of this Report, together with the Certificate from the auditors of the Company regarding compliance of conditions of Corporate Governance as stipulated in Schedule V of Regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

34. Secretarial Standards

During the year under review, the Company has complied with the provisions of Secretarial Standard-1 and Secretarial Standard - 2 issued by the Institute of Company Secretaries of India.

35. Business Responsibility & Sustainability Report

The Business Responsibility & Sustainability Report for the year ended 31^st March, 2025 as stipulated under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed which forms . part of this Annual Report.

36. Conservation Of Energy, Technology Absorption And Foreign Exchange Earnings And Outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules,

2014, is annexed herewith as "Annexure - D".

37. Extract of the Annual Return

The details forming part of the extract of the Annual Return is available on Companys website at https://www.arvind.com/ sites/default/files/field_investor_updates_file/Draft%20

Annual%20Return%202024-25%20%283%29.pdf

38. Particulars of Employees

The information required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, will be provided upon request. In terms of Section

136(1) of the Companies Act, 2013, the Report and Accounts are being sent to the Members and others entitled thereto, excluding the information on employees particulars which is available for inspection by the Members at the Registered

Office of the Company during business hours on working days of the Company up to the date of the ensuing Annual General Meeting. If any Member is interested in obtaining a copy thereof, such Member may write to the Company Secretary in this regard.

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in ‘‘Annexure - E to this report.

39. Disclo sure as Per Sexual Harassment of at Workplace (Prevention, Prohibition and Redressal) Act, 2013

A t Arvind, we are unequivocal in our commitment providing a safe, inclusive, and respectful workplace for all. We maintain a zero-tolerance policy towards any form of sexual harassment, grounded in the framework laid out by the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The Ar vind Internal Complaints Committee (AICC) independently and with full authority. Its presence and mandate are clearly communicated across the organisation, and all committee members are formally trained to manage proceedings with sensitivity, fairness, and procedural rigour. Regular sessions are also conducted to build awareness and reinforce behavioural expectations across teams.

F or the financial year 2024 25, no complaints were reaffirming our commitment to fostering a culture of dignity, trust, and accountability at every level.

40. General

The Board of Directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions or applicability pertaining to these matters during the year under review: i) F raud reported by the Auditors to the Audit or the Board of Directors of the Company.

Womenii) P ayment of remuneration or commission from any of its holding or subsidiary companies to the Managing Director/ Whole Time Director of the Company. to iii) V oting rights which are not directly exercised by the employees in respect of shares for the subscription/ purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Companies Act, 2013). functions iv) De tails of any application filedfor corporate insolvency under Corporate Insolvency Resolution Process under the Insolvency and Bankruptcy Code, 2016. vi) One time settlement of loan obtained from the banks or financial institutions.

filed, 41. Ackno wledgements

The Board expresses its sincere thanks to all the employees, customers, suppliers, investors, lenders, regulatory and government authorities and stock exchanges for their cooperation and support and look forward to their continued support in future.

	By Order of the Board
Place: Ahmedabad	Sanjay Lalbhai
Date: 15th May, 2025	Chairman