Dear Members,
The Board of Directors of your Company takes immense pleasure to present the 7th (Seventh) Annual Report of EPACK Durable Limited (Company or EPACK) along with the Audited Financial Statements on Standalone and Consolidated basis for the Financial Year ended March 31, 2026. This report encapsulates the Companys performance, key developments, corporate governance and governance initiatives undertaken during the year in compliance with the provisions of the Companies Act, 2013 (the Act) and regulations prescribed by the Securities and Exchange Board of India (SEBI) as applicable to the Company. We extend our sincere gratitude for your continued support.
The Companys financial performance is as under:
( in lakh)
| Particulars | Standalone March 31, 2026 | Standalone March 31, 2025 | Consolidated March 31, 2026 | Consolidated March 31, 2025 |
| Revenue from Operations | 1,89,446.00 | 2,17,087.07 | 1,89,445.53 | 2,17,087.07 |
| Other Income | 2,269.47 | 2,107.88 | 1,625.87 | 2,105.06 |
| Total Income | 1,911,715.47 | 2,19,194.95 | 1,911,071.40 | 2,19,192.13 |
| Profit/(Loss) before depreciation, Finance Costs, Exceptional items and Tax Expenses | 13,800.20 | 17,882.37 | 13,017.71 | 17,873.58 |
| Less: Depreciation/Amortization | 5,396.67 | 4,739.27 | 5,398.11 | 4,739.27 |
| Profit/(Loss) before Finance costs, Exceptional items and Tax expenses | 8,403.53 | 13,143.10 | 7,619.60 | 13,134.31 |
| Less: Finance costs | 6,081.84 | 5,392.90 | 6,093.22 | 5,392.90 |
| Profit/(Loss) before Exceptional items and Tax expenses | 2,321.69 | 7,750.20 | 1,526.38 | 7,741.41 |
| Profit/(Loss) of Joint Venture | - | - | (644.72) | (301.37) |
| Add/(Less): Exceptional items | - | - | - | - |
| Profit Before Tax (PBT) | 2,321.69 | 7,750.20 | 881.66 | 7,440.04 |
| Less: Taxes (Current & Deferred) | 561.25 | 1,927.53 | 555.79 | 1,926.03 |
| Profit After Tax (PAT) | 1,760.44 | 5,822.67 | 325.87 | 5,514.01 |
| Total Comprehensive Income/ Loss | 1,788.89 | 5,793.13 | 353.72 | 5,484.49 |
| Earnings Per Equity Share (In ) Basic | 1.83 | 6.07 | 0.34 | 5.75 |
| Earnings Per Equity Share (In ) Diluted | 1.83 | 6.07 | 0.34 | 5.76 |
Founded in 2003 as an Original Equipment Manufacturer (OEM) for Room Air Conditioner (RAC) brands, EPACK Durable Limited has steadily evolved into one of Indias leading Original Design Manufacturers (ODM) in the consumer durables and home appliances industry. Over the years, the Company has built a strong foundation driven by customer centricity, innovation, engineering excellence and operational agility, enabling it to emerge as a trusted manufacturing partner for leading Indian and global brands.
Presently, the Company offers a diversified portfolio spanning across Room Air Conditioners (RACs), Small Domestic Appliances (SDAs), Large Domestic Appliances (LDAs) and critical components, catering to evolving consumer needs and industry demands. Its RAC portfolio includes indoor units, outdoor units and window air conditioners, while the SDA segment comprises products such as induction cooktops, mixer grinders, water dispensers, air fryers, nutri blenders and vacuum cleaners. In its LDA segment, the Company has strengthened its offerings in air coolers and washing machines, reinforcing its strategy of diversified growth beyond RACs.
In line with its commitment to backward integration and manufacturing excellence, the Company manufactures several critical components in-house, including sheet metal parts, injection-moulded components, heat exchangers, copper tubing, cross flow fans, PCBA, universal motors and induction coils. This integrated manufacturing model enables enhanced quality control, supply chain efficiency, faster product development and optimised costs, while reducing dependence on external suppliers.
The Companys state-of-the-art manufacturing facilities located at Dehradun (Uttarakhand), Bhiwadi (Rajasthan) and Sri City (Andhra Pradesh) provide scalable manufacturing capabilities across product categories. These facilities are supported by dedicated R&D centres with advanced testing and development infrastructure to drive continuous innovation.
During FY 2025-26, the Company diversified its growth strategy through portfolio expansion, strategic collaborations and entry into adjacent high-growth segments. The year witnessed the commencement of washing machine production and the introduction of new SDA products such as infrared cooktop, vacuum cleaner and nutri blender, while the Company also entered into a Joint Venture Agreement with Bumjin Electronics Co. Limited to manufacture smart audio products in India in the near future.
Backed by resilient operations, diversified capabilities and a future-ready approach, the Company remains well positioned to capitalise on emerging opportunities in the consumer durables, home appliances and component manufacturing ecosystem while contributing to Indias Atmanirbhar Bharat vision.
Notwithstanding a challenging external environment, the Company maintained operational continuity and delivered consistent output across its manufacturing facilities during FY26. EBITDA margins stood at 6.01% in FY26 as against 7.26% in FY25, reflecting the impact of industry-wide headwinds rather than any structural weakness in the Companys operations. Working capital days moved to 91 days in FY26 from 57 days in FY25, largely on account of elevated channel inventory across the industry and a demand deferral cycle that affected the broader FMCD sector. The net debt-to-equity ratio stood at 0.72x in FY26 as compared to 0.37x in FY25, reflecting calibrated borrowings to support capacity and working capital requirements in line with the Companys growth orientation.
During Fiscal Year 2026, the Company operated against a backdrop of significant external disruptions that affected demand conditions across the air conditioner industry. The Company recorded an operating income of 1,895 crores and an operating EBITDA of 114 crores, with an EBITDA margin of 6.01%. While revenues and profitability were impacted by factors outside the Companys control, the managements focus on cost discipline and operational efficiency enabled the Company to sustain positive EBITDA and profitability during the year. Net profit for the year stood at 3.26 crores, with a PAT margin of 0.17%. The diluted EPS for FY26 stood at 0.34.
The moderation in financial performance during FY26 was attributable to a confluence of adverse external factors. Unseasonal rainfall during April-May 2025 disrupted the peak summer demand cycle, significantly impacting AC offtake during the critical selling season. The reduction in GST by the Government of India on room air conditioners prompted consumers to defer purchase decisions in anticipation of revised market pricing, suppressing near-term demand and leading to elevated channel inventory levels across the industry. Revisions to BEE star rating norms further necessitated inventory and compliance adjustments across the industry. Additionally, geopolitical developments in West Asia led to supply constraints and cost escalation in key raw materials, weighing on input costs and compressing operating margins during the year.
In accordance with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations), the Board of Directors of the Company has adopted a Dividend Distribution Policy (Policy) outlining all necessary details as per the SEBI LODR Regulations, is available on the Companys website at https://epackdurable.com/code-and-policies/
Further, there has been no change in the said policy during the period under review.
The Company has not recommended any dividend for the Financial Year 2025-26, considering the Companys growth plans.
Details with regard to amount transferred to reserves (if any) are provided in the notes to Financial Statements forming part of this Annual Report.
Pursuant to approval of the Nomination and Remuneration Committee dated September 29, 2025, the paid-up share capital of the Company has been increased from 95,96,77,290 comprising of 9,59,67,729 equity shares of 10/- each to 96,22,84,770 comprising of 9,62,28,477 equity shares of 10/- each consequent to allotment of 2,60,748 equity shares to the eligible employees of the Company pursuant to exercise of their respective vested stock options under EPACK ESOP 2023.
During the year under review, the Company has incorporated three new wholly owned subsidiaries as named below:
During the year under review, the Company has entered into a Joint Venture Arrangement (JV Agreement) with Bumjin Electronics Co. Limited, which is a Company registered in Republic of Korea (Bumjin) to enable the Joint Venture Company (JV Co.) to carry on the business of manufacturing and sale of television speaker, sound bar, AI speaker, bluetooth speaker and smart speaker, through e-commerce, other affiliated business operations and all other relevant activities and transactions that are mutually agreed between the parties. The Company will hold 66.67% stake in the JV Co. and the balance 33.33% shall be held by Bumjin. The execution of this JV Agreement was completed on July 24, 2025.
In furtherance of the above, the Company has incorporated Bumjin India Audio Products Private Limited as a wholly owned subsidiary of the Company. As on the date of this Report, the said company continues to be a wholly owned subsidiary and shall be converted into the JV Co. upon investment towards equity by Bumjin in accordance with the terms of the JV Agreement.
During the previous Financial Year 2024-25, the utilisation of IPO proceeds was in accordance with the Objects stated in the Prospectus dated January 24, 2024.
As on June 30, 2025, out of the total Net Proceeds of 3,793.38 million, the Company had utilised an aggregate amount of 2,019.48 million, constituting approximately 53.24% of the total Net Proceeds. The unutilised amount of 1,765.16 million excludes approximately 8.74 million, which was released to the Company upon settlement of the actual Offer expenses during Fiscal 2025-26.
In view of certain business exigencies and emerging opportunities, the Board of Directors, upon recommendation of the Audit Committee, proposed variation in the manner of utilisation of the unutilised proceeds as per the details forming part of the Postal Ballot Notice dated July 1, 2025. Accordingly, the approval of the members was obtained by way of Special Resolution passed through Postal Ballot, the results of which were declared on August 11, 2025, in accordance with the provisions of Sections 13 and 27 of the Act and SEBI Regulations.
As on March 31, 2026, the IPO proceeds have been fully utilized in accordance with the Objects of the Issue as stated in the Offer Document and the Postal Ballot Notice dated July 1, 2025.
Note on IPO Proceeds forms part of the Financial Statements forming part of this Annual Report.
During the Financial Year under review, there was no change in the Authorised Share capital.
The equity shares of the Company were listed on the Stock Exchanges on January 30, 2024, and from such date the equity shares of the Company are compulsorily tradable in electronic form. As on March 31, 2026, and as on the date of this report, entire (i.e. 100% paid up share capital representing 9,62,28,477 equity shares are in dematerialized form.
2026, the subscribed and paid-up share capital of the Company increased from 95,96,77,290 comprising of 9,59,67,729 Equity shares of 10/- each to 96,22,84,770 comprising of 9,62,28,477 Equity shares of 10/- each pursuant to allotment of 2,60,748 equity shares of 10/- each upon the exercise of stock options granted under the EPACK ESOP 2023.
To foster employee motivation, reward long-term contribution, and strengthen retention, the Company introduced the EPACK Employee Stock Option Scheme 2023 (EPACK ESOP 2023), which was approved by the Members at the Extra-Ordinary General Meeting held on July 29, 2023. The scheme was ratified by the members of the Company on September 6, 2024, post listing of the securities of the Company, in terms of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (SEBI SBEB & SE Regulations).
The Scheme extends its benefits to present and future employees of the Company and its subsidiaries and associate companies.
The Board during the Financial Year 2023-2024, approved the grant of 15,68,148 stock options to eligible employees at an exercise price of 152 per option. Pursuant to this approval, 9,83,863 stock options were granted on August 1, 2023 under the first vesting tranche, out of which 1,69,038 Equity Shares of 10/- each were allotted upon exercise. During the Financial Year under review, the Company allotted 2,60,748 equity shares of 10/- each to eligible employees pursuant to the exercise of vested options under the 2nd Tranche, as well as outstanding options from the 1st Tranche, under the said Scheme.
In compliance with the provisions of the Act, read with Rule 12(9) of Companies (Share Capital and Debentures) Rules 2014, and SEBI SBEB & SE Regulations all requisite disclosures pertaining to the EPACK ESOP 2023 have been made and form part of this Annual Report as Annexure-I, in the format prescribed under the said Regulations. Relevant details of options granted and exercised during the Financial Year are also disclosed in the Notes to Accounts of the Standalone Financial Statements forming part of this Annual Report.
The Company has obtained certificate from M/s. SBYN & Associates, Practicing Company Secretaries, confirming that the EPACK ESOP 2023 has been implemented in accordance with the SEBI SBEB & SE Regulations. The said certificate shall be made available for inspection by Members at the ensuing Annual General Meeting.
The Company has received re-affirmation on long-term and short-term credit ratings from rating agency dated January 27, 2026:
Long-term rating: ICRA A (Stable)
Short-term rating: ICRA A2+
These ratings reflect the Companys stable outlook and ability to meet short-term and long-term obligations effectively.
During the year under review, the Company was not required to transfer any funds to the Investor Education and Protection Fund (IEPF) as per the provisions of Section 125(2) of the Act.
During the year under review, the Company has neither invited nor accepted any deposits from the public within the meaning of Sections 73 and 76 of the Act read with Rules made thereunder. Consequently, no principal or interest amounts were outstanding as at March 31, 2026, and there were no unclaimed or unpaid deposits lying with the Company during the year under review.
In view of the foregoing, the provisions of Chapter V of the Act pertaining to Acceptance of Deposits by Companies are not applicable to the Company.
During the year under review, there has been no change in the nature of business carried on by the Company.
In accordance with the provisions of Section 129(3) of the Act read with the Companies (Accounts) Rules, 2014, the Company has prepared the Consolidated Financial Statements for the Financial Year 2025-26 in conformity with the applicable Indian Accounting Standards (Ind AS) issued by the Institute of Chartered Accountants of India (ICAI) and as notified under the Companies (Indian Accounting Standards) Rules, 2015.
The Audited Consolidated Financial Statements, together with the Auditors Reports thereon, form part of this Annual Report.
As on March 31, 2026, the Company has four wholly owned subsidiaries, namely (i) EPACK Manufacturing Technologies Private Limited, (ii) Bumjin India Audio Products Private Limited and (iii) EPACK Electronic Component Private Limited and (iv) EPACK Durable Global Sales L.L.C- FZ, Meydan Freezone, Dubai, and one Joint Venture Company, namely (v) Epavo Electricals Private Limited. A brief description of each entity is set out hereinbelow:
The Company holds a 100% equity stake in EPACK Manufacturing Technologies Private Limited. The subsidiary plays a pivotal role in the implementation of the Strategic Cooperation Agreement entered into with Hisense International Singapore Holding Pte. Limited for the manufacturing of Room Air Conditioners (RACs) & home appliances and is expected to further strengthen the Companys market position and support its long-term growth.
During the Financial Year 2025-26, the Company incorporated Bumjin India Audio Products Private Limited as a wholly owned subsidiary, with effect from June 27, 2025. The said subsidiary has been established with the objective of expanding the Companys presence in the electronic consumer goods segment through manufacturing of products such as TV speaker, sound bar, AI speaker, Bluetooth speaker and smart speaker and is yet to commence its operations. As stated elsewhere in this Report, the said subsidiary shall be converted into the Joint Venture Company (JV Co.) pursuant to the JV Agreement with Bumjin Electronics Co. Limited (Bumjin), upon investment towards equity by Bumjin in accordance with the terms thereof.
During the Financial Year 2025-26, the Company incorporated EPACK Electronic Component Private Limited (EECPL) as a wholly owned subsidiary, with effect from July 23, 2025. The said subsidiary has been established with the objective of manufacturing of Components as per Electronics Component Manufacturing Scheme (ECMS) Category and is yet to commence its operations. The said subsidiary has been incorporated with a view to strengthen the Companys footprint in the electronics manufacturing segment, to explore and capitalise on emerging business opportunities.
During the Financial Year 2025-26, the Company incorporated EPACK Durable Global Sales L.L.C- FZ, under the Meydan Free Zone, Dubai, as a wholly owned subsidiary, with effect from September 26, 2025. The said subsidiary has been incorporated to facilitate and strengthen the Companys business and sales presence in international markets.
Epavo Electricals Private Limited (Epavo) is a Joint Venture Company incorporated on August 26, 2020.
The Company holds a 50% equity stake in Epavo, with the remaining 50% being held by Ram Ratna Wires Limited, a Company listed on the Bombay Stock Exchange and National Stock Exchange.
The Joint Venture has been established for the joint development of Brushless Direct Current (BLDC) motors for captive consumption towards the manufacture of Room Air Conditioners (RACs), HVLS fans, BLDC kit for ceiling fans and related appliances, thereby enabling the Company to strengthen its backward integration capabilities, enhance supply chain efficiency and reduce dependence on third-party suppliers for this critical component.
During the year under review, Epavo has continued to progress on the development of energy-efficient BLDC Motors for air conditioners and ceiling fans, thereby broadening the application and scope of its product portfolio.
A statement containing the salient features of the financial performance of the aforesaid subsidiaries and Joint Venture Company, in
the prescribed Form AOC-1 pursuant to the first proviso to Section 129(3) of the Act read with Rules 5 and 8 of the Companies (Accounts) Rules, 2014, is annexed to the Consolidated Financial Statements of the Company forming part of this Annual Report.
Details of loans granted, guarantees issued, securities provided, and investments made during the year, as required under Section 186 of the Act, are included in the Notes to the Audited Financial Statements forming part of the Annual Report.
In terms of Section 188 and other applicable provisions of the Act read with Regulation 23 of the SEBI LODR Regulations, the Company has formulated and adopted a policy on materiality of Related Party Transactions and on dealing with Related Party Transactions (RPT Policy). The said Policy provides a structured framework for identification, reporting, approval and disclosure of transactions entered into between the Company and its related parties. The RPT Policy is available on the Companys website at https://epackdurable.com/code-and-policies .
All Related Party Transactions are placed before the Audit Committee for its prior approval in accordance with the applicable provisions of the Act and SEBI LODR Regulations. Further, prior omnibus approval of the Audit Committee is obtained for transactions that are repetitive and foreseeable in nature, in accordance with the framework prescribed under the applicable laws and the RPT Policy.
During the Financial Year 2025-26, the Company has not entered into any material related party transactions within the meaning of the RPT Policy and SEBI LODR Regulations. All related party transactions entered into during the year were in the ordinary course of business and on an arms length basis, and accordingly, the requirement of disclosure in Form AOC-2 pursuant to Section 134(3)(h) of the Act read with Section 188 and Rule 8(2) of the Companies (Accounts) Rules, 2014 is not attracted for the Financial Year 2025-26. Therefore, Form AOC-2 does not form part of this Annual Report.
For further details of related party transactions, members may refer to the Notes to the Audited Financial Statements forming part of this Annual Report.
16. Material changes and commitments, if any, affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the financial statements relate and the date of the Boards Report
Pursuant to Section 134(3)(l) of the Act, there have been no material changes or commitments impacting the financial position of the Company which have occurred between the end of the financial year to which the Audited Financial Statements relate, and the date of the Boards Report.
At EPACK Durable Limited, corporate governance is founded on the core principles of integrity, transparency, accountability and adherence to the highest regulatory and ethical standards. The Company is committed to embracing best-in-class governance practices, ensuring that the Board functions effectively, fosters long-term shareholder value and safeguards the interests of all stakeholders, including minority shareholders. Timely, accurate and meaningful disclosures remain a cornerstone of the Companys governance framework.
Pursuant to Regulation 34 read with Schedule V of the SEBI LODR Regulations, a detailed Report on Corporate Governance forms an integral part of this Annual Report. A certificate from M/s. SBYN & Associates LLP, Company Secretaries, confirming compliance with the conditions of corporate governance as stipulated under the SEBI LODR Regulations, is annexed to the Corporate Governance Report.
In furtherance of its commitment to sound governance, the Company has adopted various policies, codes and frameworks in alignment with applicable statutory and regulatory requirements. All such policies are available on the Companys website at https://epackdurable.com/code-and-policies for easy reference by members and other stakeholders.
The Board of Directors (Board) is responsible for providing strategic direction, setting policies and budgets, and overseeing the overall management and performance of the Company, while acting in the best interests of the Company and all its stakeholders. The Board ensures compliance with applicable legal and regulatory requirements and serves as the primary driver of sustained and responsible growth.
The Company has a well-constituted, professional Board comprising an optimum combination of Executive, Non-Executive and Independent Directors, including a Woman Independent Director, with the right mix of knowledge, skills and expertise. The Board is collectively committed to uphold sound principles of corporate governance and maintaining the highest standards of ethical conduct.
To support the Board in the effective discharge of its responsibilities under applicable laws, regulations and governance standards, the Board has constituted various Committees, the details of which are set out in this Annual Report.
In accordance with the provisions of the Act and SEBI LODR Regulations, the Company holds a minimum of 4 (Four) Board meetings in each financial year, ensuring that the interval between any two consecutive meetings does not exceed one hundred and twenty days. Additional meetings of the Board and its Committees are convened as and when required for the proper management of the business and affairs of the Company. Notices and agendas for all meetings are prepared and circulated to the Directors well in advance, in compliance with applicable provisions.
During the Financial Year 2025-26, the Board met 8 (Eight) times. The requisite quorum was present at all meetings.
A detailed update on the Board and its Committees, including their composition, the number of meetings held during the Financial Year 2025-26 and the attendance of Directors / Committee Members thereat, is provided in the Corporate Governance Report forming part of this Annual Report, under the section titled Board of Directors.
In compliance with the provisions of the Act and the SEBI LODR Regulations and other applicable laws and regulations, the Board has constituted the following Committees to assist and support effective discharge of its functions, duties and responsibilities:
A. Audit Committee B. Nomination and Remuneration Committee C. Corporate Social Responsibility Committee D. Stakeholders Relationship Committee E. Risk Management Committee
The Company has an Executive Committee as a non-statutory internal committee to oversee and manage the day-to-day operations of the Company.
Further, during the year under review, no additional statutory or non-statutory committees were constituted by the Board.
A detailed update on the composition, number of meetings held, attendance of members and terms of reference of each of the aforesaid Committees is provided in Corporate Governance Report forming part of this Annual Report.
During the year under review, the Board has accepted all recommendations made by its Committees. There were no instances where any recommendation of a Committee was not accepted by the Board.
The Board adopted a formal framework for the identification of Those Charged with Governance (TCWG) in accordance with the National Financial Reporting Authority (NFRA) Circular dated January 7, 2026. The framework institutionalizes the process for structured and effective two-way communication between the Companys Statutory Auditors and TCWG on matters relating to audit, financial reporting and governance.
In line with the NFRA requirements, the members of the Audit Committee together with the Managing Director & CEO have been identified as the Companys TCWG. A special meeting between the Board members and the Statutory Auditors was held on February 16, 2026, which served as the inaugural TCWG meeting for audit planning for the financial year 2025-26. Subsequently, the TCWG and the Statutory Auditors met on May 18, 2026 to review the key audit observations and matters relating to the audit of the financial statements for the year ended March 31, 2026.
The framework, as recommended by the Audit Committee, was formally adopted by the Board at its meeting held on May 20, 2026, reinforcing the Companys commitment to robust corporate governance, transparent financial reporting and effective auditor engagement.
Pursuant to Regulation 34 read with Schedule V of the SEBI LODR Regulations, the Management Discussion and Analysis Report for the Financial Year 2025-26 is presented in a separate section and forms an integral part of this Annual Report.
Pursuant to the provisions of Section 134(3) of the Act read with Regulation 21 of the SEBI LODR Regulations, the Board of Directors has constituted a Risk Management Committee (RMC) and has formulated and adopted a Risk Management Policy for the Company.
The RMC is responsible for formulating, implementing and monitoring the Companys Risk Management Plan, including defining the Companys risk appetite and tolerance levels. The said Policy outlines the Companys philosophy and structured approach towards identification, assessment, mitigation and monitoring of risks and commensurates with the Companys strategic objectives.
The Risk Management Policy is available on the Companys website at https://epackdurable.com/code-and-policies/
Further details on the composition, terms of reference and functioning of the RMC are provided in the Corporate Governance Report forming part of this Annual Report.
The Company has put in place a internal control framework, commensurate with the nature, scale and complexity of its operations. The said controls are designed to ensure operational efficiency, prevention of misappropriation of funds, protection of assets, adherence to applicable regulatory requirements, accuracy and completeness of financial reporting and timely preparation of reliable financial information.
To further strengthen the internal control framework, the Company has engaged M/s Ernst & Young LLP as its Internal Auditors. The Audit Committee of the Board periodically reviews the internal audit findings, observations and proposed action plans, and provides strategic direction for continuous improvement in internal processes and controls.
The Company has also implemented SAP S/4 HANA Enterprise Resource Planning (ERP) software as part of its advanced IT infrastructure, to streamline and integrate key business functions including real-time resource coordination, material management, manufacturing, planning and inventory optimisation. The ERP system facilitates seamless cross-functional integration and enables data-driven decision-making. A dedicated IT team oversees the operation, maintenance and continuous enhancement of the ERP system to support the Companys operational efficiency and growth objectives.
The Board of Directors confirms that the internal financial controls laid down by the Company are adequate and were operating effectively during the Financial Year 2025-26.
During the year under review, no significant or material orders have been passed by any Regulator, Court or Tribunal which would impact the going concern status or the future operations of the Company.
Pursuant to Section 134(3)(a) of the Act read with Section 92(3) of the Act and Rule 11(1) of the Companies (Management and Administration) Rules, 2014, the draft Annual Return of the Company as on March 31, 2026 has been placed on the Companys website and is available at: https://epackdurable.com/other-important-information/ . The same will be filed in due course with Ministry of Corporate Affairs.
27. Directors and Key Managerial Personnel who were appointed/re-appointed or have resigned during the Year
The following changes took place in the composition of the Board of Directors and Key Managerial Personnel during the Financial Year 2025-26 and subsequent to the close of Financial Year till date of this report:
| Name | Designation | Date of change | Particulars |
| Mr. Kailash Chandra Jain | Independent Director | April 6, 2025 | Resignation |
| Mr. Vibhav Niren Parikh | Nominee Director | April 22, 2025 | Resignation |
| Mr. Narayan Lodha | Additional Director (Executive) | June 23, 2025 | Appointment |
| Mr. Narayan Lodha | Regularised as Executive Director | September 16, 2025 | Regularisation |
| Mr. Narayan Lodha | Executive Director | April 30, 2026 | Resignation |
The Board places on record its sincere appreciation for the valuable contributions made by Mr. Narayan Lodha, Mr. Kailash Chandra Jain and Mr. Vibhav Niren Parikh during their respective tenures.
The members of the Company, through postal ballot (the results of which were declared on March 30, 2026), accorded their approval to (i) the re-appointment of Mr. Bajrang Bothra as Whole-Time Director, with effect from June 13, 2026; and (ii) the re-appointment of Ms. Priyanka Gulati, Mr. Krishnamachari Narasimhachari, Mr. Sameer Bhargava, and Mr. Shashank Agarwal as Independent Directors of the Company, with effect from July 29, 2026.
| Name | Designation | Date of change | Particulars |
| Ms. Jyoti Verma | Company Secretary & Compliance Officer | March 23, 2026 | Resignation |
Pursuant to the provisions of Section 2(51) and Section 203 of the Act, the following persons are the Key Managerial Personnel (KMP) of the Company as on March 31, 2026:
| Name | Designation |
| Mr. Bajrang Bothra | Chairman & Whole Time Director |
| Mr. Ajay DD Singhania | Managing Director & Chief Executive Officer |
| Mr. Rajesh Kumar Mittal | Chief Financial Officer |
The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, proposed the re-appointment of Mr. Ajay DD Singhania as Managing Director of the Company, subject to the approval of the members at the ensuing Annual General Meeting. The relevant details pertaining to his re-appointment, as required under Regulation 36(3) of the SEBI LODR Regulations and Secretarial Standard-2 on General Meetings (SS-2), are provided in the Notice of the ensuing Annual General Meeting forming part of this Annual Report.
Subsequent to the close of the Financial Year 2025-26 and based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors appointed Ms. Esha Gupta as Company Secretary and Compliance Officer of the Company with effect from May 20, 2026.
In accordance with the provisions of Section 152(6) of the Act read with the Articles of Association of the Company, Mr. Ajay DD Singhania, Managing Director (DIN: 00107555), being eligible and been longest in office since his last appointment, retires by rotation at the ensuing Annual General Meeting.
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors propose his re-appointment as a Managing Director, subject to the approval of the members at the ensuing Annual General Meeting. Mr. Ajay DD Singhania has expressed his willingness to be re-appointed. The relevant details pertaining to his re-appointment, as required under Regulation 36(3) of the SEBI LODR Regulations and SS-2, are provided in the Notice of the ensuing Annual General Meeting forming part of this Annual Report.
29. Independent Directors of the Company
As on the date of this Report, the Board of Directors comprises 9 (Nine) Directors, including 5 (Five) Independent Directors. All Independent Directors have been duly appointed in compliance with the applicable provisions of Section 149 of the Act read with Regulation 16 and 17 of the SEBI LODR Regulations, and meet the criteria of independence as prescribed thereunder as per the disclosure submitted to the Company.
Further details on the composition and tenure of the Independent Directors are provided in the Corporate Governance Report forming part of this Annual Report.
The Company has received declarations from all Independent Directors confirming that they meet and continue to meet the criteria of independence as prescribed under Section 149(6) of the Act, Rule 6(3) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 and Regulation 16(1)(b) of the SEBI LODR Regulations.
All Independent Directors have complied with the Code for Independent Directors prescribed under Schedule IV to the Act and have affirmed their adherence to the Companys Code of Conduct for the Board of Directors and Senior Management Personnel.
In the opinion of the Board and based on their requisite disclosures, all Independent Directors fulfil the conditions specified under the Act and the SEBI LODR Regulations and are independent of the Management. The Board is satisfied with their integrity, expertise and experience, including their proficiency as required under applicable laws and regulations. Further, as required vide Rule 6 (1) & (2) of the Companies (Appointment and Qualifications of Directors) Rules, 2014, all Independent Directors have confirmed that their names are duly registered in the databank maintained by the Indian Institute of Corporate Affairs (IICA), in compliance with applicable regulatory requirements.
In compliance with Regulation 25(7) of the SEBI LODR Regulations, the Company has put in place a Familiarisation Programme for Independent Directors, designed to acquaint them with their roles, rights and responsibilities as Directors, as well as provide insights into the Companys business model, operations and industry landscape.
Details of the Familiarisation Programme are provided in the Corporate Governance Report forming part of this Annual Report. The said Programme details are also available on the Companys website at: https://epackdurable.com/code-and-policies/
In compliance with Schedule IV of the Act and Regulation 25(3) of the SEBI LODR Regulations, a separate meeting of the Independent Directors was held on Monday, March 30, 2026, without the attendance of Non-Independent Directors. At the said meeting, the Independent Directors:
reviewed the performance of the Non-Independent Directors and the Board as a whole; reviewed the performance of the Chairperson of the Company, taking into account the views of the Executive and Non-Executive Directors; and assessed the quality, quantity and timeliness of flow of information between the Management and the Board, necessary for the Board to effectively and reasonably perform its duties.
Pursuant to the provisions of Section 134 of the Act, read with the SEBI LODR Regulations, the Board of Directors has carried out the annual performance evaluation of the Board as a whole, its Committees and individual Directors for the Financial Year 2025-26 based on the criteria approved by the Nomination and Remuneration Committee.
The evaluation criteria included Board composition and structure, effectiveness of Board processes, quality of information and functioning, and other relevant parameters. The performance evaluation of Independent Directors was carried out by the entire Board, excluding the Director being evaluated.
Thereafter, in the separate meeting of Independent Directors held on March 30, 2026, the performance of the Non-Independent Directors, the Board as a whole and the Chairperson was evaluated, taking into account the views of the Executive and Non-Executive Directors.
M/s Deloitte Haskins & Sells, Chartered Accountants Firm Registration No. 015125N) were appointed as the Statutory Auditors of the Company at the Annual General Meeting held on November 26, 2021, for a first term of five consecutive years, pursuant to Section 139 of the Act.
Details of the qualification, reservation or adverse remark or disclaimer made by the Statutory Auditors in their report on the Financial Statements for the Financial Year 2025-26 of the Company are as follows:
As stated in Note 48 and 49 of the Consolidated and Standalone Financial Statement respectively, trade receivables include disputed balance of 1,961 lakhs, which the Company believes that it has a high probability of recovery and consequently, no provision has been recognised against the disputed dues as at the reporting date.
Considering the matter is under legal dispute and in the absence of sufficient appropriate evidence regarding assessment of customers ability to pay the outstanding dues, the outcome of these disputes and the ultimate recoverability of the aforesaid receivables, we are unable to determine whether any adjustment is required to the carrying amount of trade receivables, the allowance for expected credit loss under Ind AS 109 - Financial Instruments, and the impact thereof on profit/loss and equity.
Managements reply to above qualification including its impact, as discussed at the Board meeting held on May 20, 2026:
Considering the terms of the contract, validity of the sale transactions, long standing customer relationship and the Companys right to recover the receivable amount from the customer the Company believes that grounds of dispute by the customer are not tenable and there is a high probability of recovery of above outstanding dues. Consequently, no allowance has been recognised against the said outstanding dues as at the reporting date.
Pursuant to the provisions of Section 204 of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI LORD Regulations, M/s SBYN & Associates LLP, Company Secretaries (Firm Registration No. L2025UP018500) were appointed as the Secretarial Auditors of the Company by the Members at the 6th Annual General Meeting held on September 16, 2025, for a term of five consecutive years commencing from Financial Year 2025-26 till Financial Year 2029-30.
M/s SBYN & Associates LLP have conducted the Secretarial Audit of the Company for the Financial Year ended March 31, 2026. The Secretarial Audit Report in Form MR-3 is annexed hereto and forms part of this Report as Annexure-II.
Details of the qualification, reservation or adverse remark or disclaimer made by the Secretarial Auditors in their report are as follows:
1. Pursuant to the variation in the objects of the Initial Public Offer, as stated in the Prospectus dated January 24, 2024 and approved by the shareholders through Postal Ballot on August 9, 2025, the Company did not file the Statement of Deviation or variation, as required under Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
2. Certain entries were not recorded in the Structured Digital Database (SDD) during the review period.
3. The Risk Management Committee was required to review the Risk Management Policy once every two years, however the same was not undertaken.
Managements reply to above qualifications, as discussed at the Board meeting held on May 20, 2026:
1. The variation in utilisation of proceeds was duly approved by the Audit Committee, Board of Directors, and shareholders in accordance with the applicable provisions, and the funds were utilised strictly in conformity with such approved variation. However, the filing of the Statement of Deviation or Variation, as required under Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, was inadvertently missed.
2. The non-recording of the relevant entry in the Structured Digital Database (SDD) was
In terms of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Company is required to maintain cost accounting records and have the same audited annually by a Cost Auditor. The Company has duly maintained such records for the Financial Year 2025-26.
M/s Cheena & Associates, Cost Accountants, having Firm Registration Number (FRN): 000397, were appointed as the Cost Auditors of the Company for the Financial Year 2025-26 at the Board meeting held on May 27, 2025. The Cost Audit Report for the Financial Year 2025-26 will be filed with the Ministry of Corporate Affairs within the prescribed timeline.
Based on the recommendation of the Audit Committee, the Board of Directors, at its meeting held on May 20, 2026, has re-appointed M/s Cheena & Associates, Cost Accountants having Firm Registration Number (FRN): 000397, as the Cost Auditors of the Company for the Financial Year 2026-27. M/s Cheena & Associates have confirmed their eligibility and consented to act as Cost Auditors for the said year.
As required under Section 148(3) of the Act, the remuneration payable to the Cost Auditors is subject to ratification by the Members at the ensuing Annual General Meeting.
Pursuant to the provisions of Section 138 of the Act read with Rule 13 of the Companies (Accounts) Rules, 2014, the Board of Directors appointed M/s Ernst & Young LLP as the Internal Auditors of the Company for the Financial Year 2025-26 at its meeting held on May 27, 2025.
M/s Ernst & Young LLP conducted the internal audit of the Company for the Financial Year ended March 31, 2026 and their reports were periodically reviewed by the Audit Committee of the Board.
The Company remains steadfast in its commitment to community welfare, actively investing in healthcare, education, and skill development through strategic partnerships with non-profit organizations and social enterprises as part of its Corporate Social Responsibility (CSR) initiatives.
To ensure effective oversight of these efforts, the Company has constituted a CSR Committee. The composition of this Committee is detailed in the Corporate Governance Report forming part of this Annual Report.
The Board of Directors has adopted a CSR Policy in accordance with the provisions of the Act, outlining the Companys philosophy and approach towards fulfilling its CSR obligations. The Policy remained unchanged during the year under review and is available at: https://eapckdurable.com/code-and-policies/ .
The Annual Report on Corporate Social Responsibility Activities is enclosed as Annexure-III and forms part of this Annual Report.
Pursuant to Regulation 34(2)(f) of the SEBI LODR Regulations, the Business Responsibility and Sustainability Report (BRSR) for the Financial Year ended March 31, 2026, has been prepared in the prescribed format. The Report provides a comprehensive overview of the Companys initiatives from an Environmental, Social, and Governance (ESG) perspective.
The BRSR forms part of this Annual Report as Annexure-IV and has been prepared in compliance with the applicable regulatory requirements.
In accordance with Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, the particulars relating to Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo are provided in Annexure-V, which forms an integral part of this Annual Report.
The Company adopts a strategic and forward-looking approach to talent management, firmly recognizing employees as key stakeholders in its growth journey. By continuously embracing new technologies, evolving business models, and fostering a culture of learning and adaptability, the Company sustains its competitive edge in the industry.
As of March 31, 2026, the Company employed 479 staff members and 516 workers directly on its payroll, in addition to 3,257 contractual workers engaged through third-party arrangements.
To foster a supportive and collaborative workplace, the Company invests in continuous learning and capability-building initiatives aimed at enhancing employee skills, driving operational excellence, improving efficiency, and reinforcing quality and safety practices.
The Company remains committed to providing a safe, inclusive, and enabling work environment that encourages both personal and professional growth. Structured learning and development programmes are regularly conducted to strengthen functional competencies, promote continuous improvement, and ensure adherence to established quality and safety standards. Through these initiatives, the Company continues to cultivate a caring, high performing and future-ready workforce.
The Company is committed to ensure well-being of its employees by maintaining comprehensive welfare arrangements. The Company ensures that all statutory dues including contributions to Provident Fund (PF), Employee State Insurance (ESI), and Labour Welfare Fund (LWF), are duly remitted to the respective authorities by third party service provider.
To uphold compliance and transparency, the Company mandates that proof of such remittances is submitted periodically, ensuring adherence to all regulatory requirements and reinforcing its commitment to employee welfare.
The Company believes that employee motivation and engagement are key drivers of a positive workplace culture. To foster a sense of belonging and enthusiasm, various initiatives were undertaken during the year, including:
Sports Activities: Organized EPACK Cricket League for employees, promoting teamwork and engagement.
Skip-Level Meetings: Skip level meetings were organized for better communication across the employees.
Employee Satisfaction Surveys: Periodic surveys are conducted to gather employee feedback and assess satisfaction levels.
Learning & Development: Various trainings are conducted on topics such as Intellectual Property Rights, Code of Conduct, Taxation, Leadership, and Professional Development. Sessions on Prevention of Sexual Harassment (POSH) are also conducted to educate and empower employees.
Employee Feedback session: Regular interactions are conducted between employees and their Heads of Departments (HODs) to encourage open communication and periodic reviews.
Festival Celebrations: Celebrations for festivals such as Holi, Diwali, and New Year are organized across all locations to foster a festive, inclusive, and engaging work environment.
Special Day Celebrations: Events such as Womens Day, Environment Day, etc., are observed with special programs and training sessions.
Personalized Birthday & Anniversary Celebrations: Customized emails are sent to employees on their special days, followed by monthly celebrations for birthdays and welcoming new joiners.
These initiatives reflect the Companys commitment to create a motivated, inclusive and employee-centric work culture.
The Company has in place a comprehensive Nomination and Remuneration Policy governing the appointment and remuneration of Directors, Key Managerial Personnels (KMPs), and Senior Management (SMPs). The Policy sets out the criteria for determining qualifications, positive attributes, and independence of Directors, along with other matters specified under Section 178(3) of the Act and SEBI LORD Regulations.
In accordance with the Policy, any proposed appointment of a Director, KMP, or Senior Management personnel is reviewed and recommended by the Nomination and Remuneration Committee prior to approval by the Board.
The Policy remained unchanged during the year under review and is available on the Companys website at https://epackdurable.com/code-and-policies
The Company has adopted a Policy on Prevention of Sexual Harassment of Women at Workplace and has complied with the provisions relating to the constitution of an Internal Committee (IC) under POSH.
The Company is an equal opportunity employer and is committed to maintaining a safe, respectful, and healthy work environment where all employees can work without fear of prejudice, gender bias, or sexual harassment. The Company firmly believes that every employee has the right to be treated with dignity and respect.
During the Financial Year under review the IC of the Company did not receive any complaint under POSH:
a. Number of complaints received by the IC during Financial Year 2025-26: NIL
b. Number of complaints disposed off during Financial Year 2025-26: NA c. Number of cases pending for more than ninety days : NA
During the year under review, no instances of fraud were reported by the Statutory Auditors or the Internal Auditors under Section 143(12) of the Act read with the relevant rules, and accordingly, no such reports were made to the Audit Committee, the Board of Directors, or the Central Government.
The Company has complied with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) pursuant to the Act, including:
Secretarial Standard-1 (SS-1) on Meetings of the Board of Directors; and Secretarial Standard-2 (SS-2) on General Meetings.
Pursuant to Section 134(5) of the Act, your Directors hereby confirm that:
i. in the preparation of the annual accounts for the Financial Year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures; ii. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit and loss of the Company for that period; iii. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv. the Directors have prepared the annual accounts for the Financial Year ended March 31, 2026 on a going concern basis; v. the Directors had laid down internal financial controls to be followed by the Company
and that such internal financial controls are adequate and were operating effectively;
vi. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
Your Directors state that during the financial year under review:
a) There were no instances requiring disclosure or reporting concerning the issuance of equity shares with differential rights related to dividend, voting or any other aspect, nor was there any buyback of shares. b) The Company did not have any scheme for the provision of funds for the purchase of its own shares by employees or trustees for their benefit. Accordingly, no disclosure under Section 67(3) of the Act is required. c) The Company has neither filed any application nor has any proceedings pending under the Insolvency and Bankruptcy Code, 2016. d) No events have occurred that would necessitate reporting regarding any difference between the valuation amount assessed at the time of a one-time settlement and the valuation performed while availing loans from banks or financial institutions.
e) The Company complies with the provisions relating to the Maternity Benefits Act, 1961. All eligible women employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period, and post-maternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.
Your Directors place on record their sincere appreciation for the continued support and cooperation extended by all stakeholders of the Company. The Board commends the employees at all levels for their dedication, commitment, and valuable contributions to the Companys growth.
Your Directors express their gratitude to the shareholders for their enduring trust and confidence in the Company and its management. The Board also acknowledges the consistent support received from the Companys vendors, investors, business partners, and various Central and State Government authorities, departments, and agencies, whose cooperation has been integral to the Companys progress.
For and on behalf of the Board of Directors For EPACK Durable Limited
Sd/- Bajrang Bothra Chairman & Whole Time Director DIN:00129286
Sd/- Ajay DD Singhania Managing Director & CEO DIN:00107555
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