Everest Industries Ltd Management Discussions

OVERVIEW OF THE GLOBAL ECONOMY

FY 2025-26 unfolded against a backdrop of persistent geopolitical strain. The OECDs interim Economic Outlook projected global GDP growth easing to 2.9% in 2026 and then edging up to 3.0% in 2027, on account of elevated trade barriers and policy uncertainty impacting economic growth. Protectionist impulses, most visibly the elevated US effective tariff regime, continued to weigh on cross-border trade flows and global supply chains, even as certain bilateral tariff reductions offered partial relief to emerging economies including India.

Energy markets remained volatile. The conflict in the Middle East, resulted in disruptions to shipments through the Strait of Hormuz and damage to energy infrastructure, which in turn triggered a surge in global energy and commodity prices. Despite these headwinds, infrastructure development, digital transformation, and the ongoing energy transition continued to anchor long-term growth expectations globally.

OVERVIEW OF THE INDIAN ECONOMY

India sustained its position as the fastest-growing major economy for the fourth consecutive year in FY 2025-26. Advance estimates released by the Ministry of Statistics and Program Implementation (MoSPI) are projecting real GDP growth for FY26 at 7.4%, up from 6.5% in FY 2024-25, with nominal GDP expanding at 8.6% to reach Rs. 345.47 lakh crore. This performance has been driven by private consumption and capital investment. The share of private consumption expenditure in GDP rose to 61.5%, supported by easing inflation (with the exception of the 4th quarter), stable employment conditions, and improving real purchasing power. Gross Fixed Capital Formation is projected to expand 7.8%, on account of strong momentum in both public infrastructure spending and private investment.

India also cemented its status as the worlds fourth-largest economy during FY26, with an estimated GDP touching approximately USD 4.18 trillion. The Reserve Bank of India revised its growth forecast upward to 7.3%. The World Bank and the IMF both projected strong growth, while Fitch raised its FY26 forecast to 7.4% on the back of stronger consumer demand. Major monetary support was provided through a cumulative 125 basis point reduction in the policy repo rate since February 2025.

Indias trade architecture also broadened meaningfully in FY26. Free trade agreements were concluded with the United Kingdom, Oman, and New Zealand. A landmark FTA with the European Union was concluded after three years of negotiations, pending European Parliament ratification. Active negotiations with the United States, alongside the implementation of the Labour Codes to consolidate 29 central laws into four simplified frameworks, further enhanced Indias investment climate. The country seems to be on track towards its long-term trajectory toward becoming a USD 30 trillion economy by 2047.

Rural India Growth

Rural India continues to occupy a central place in Indias inclusive growth agenda. The FY26 Budget accorded agriculture with the role of the primary engine of rural prosperity. The Pradhan Mantri Kisan Samman Nidhi (PM-KISAN) scheme is expected to provide direct income support to over 110 million farming families, while the PM Fasal Bima Yojana expanded insurance coverage to protect rural incomes against climatic shocks.

Rural inflation (which has consistently outpaced urban inflation) eased somewhat in FY26, aided by favourable farming conditions and supply-side interventions that brought vegetable and pulse prices under control. Headline CPI inflation declined to 1.7% by early 2026, providing meaningful relief to rural household budgets. Flagship programmes such as the Deen Dayal Antyodaya Yojana: National Rural Livelihoods Mission (DAY-NRLM) and Pradhan Mantri Awas Yojana - Gramin (PMAY-G) continued to deliver in terms of improved rural livelihoods, financial inclusion, and housing access for underserved households. Bridging the rural-urban development gap remains a structural imperative for ensuring equitable, long-term growth.

Urban India Growth

Indias urban transformation continued on the back of large-scale demographic shifts and sustained government investment. The countrys urban population is projected to reach approximately 900 million by 2047 (an addition of nearly 392 million people since 2022) as rural-to-urban migration accelerates and large towns progressively evolve into urban centres.

The Smart Cities Mission, with more than 7,000 projects completed or underway across 100 designated cities, continued to drive technology-enabled urban planning, integrating digital governance, smart traffic management, and efficient water systems. The Union Budget 2026-27, presented in February 2026, allocated Rs. 5,000 crore per year for five years for City Economic Regions, with a sustained focus on Tier-2 and Tier-3 cities as emerging growth centres. Housing and urban development received a significant boost, as the Union Housing and Urban Affairs Ministrys FY26 budget increased by 18% to Rs. 96,777 crore.

Capital expenditure allocation for FY26 stood at Rs. 11.21 lakh crore (3.1% of GDP), and the Union Budget 2026-27 raised this further to a record Rs. 12.2 lakh crore (9% increase), reflecting the governments continued commitment to infrastructure-led growth.

Industrial Sector in India

Indias industrial sector demonstrated resilience and adaptability in FY 2025-26. Cement production grew 7.3% in the April-October 2025 period on a year-on-year basis, supported by the governments infrastructure push and sustained real estate activity. Steel production rose 10.3% in the same period, with demand driven by the infrastructure and construction sectors, where government projects contribute 25-30% of usage. A 12% safeguard duty on steel imports, introduced during the year, further supported domestic producers.

Manufacturing continued to consolidate its role as a growth engine. Announced in Budget 2025-26, the National Mission on Manufacturing (NMM) serves as a key catalyst for industrial growth, targeting a rise in manufacturings GDP share to 25% by 2035, creation of 143 million jobs, and expansion of merchandise exports to USD 1.2 trillion through deeper global value chain integration. Manufacturing PMI remained firmly expansionary, reflecting strong new order inflows and rising export demand. The construction sector, which contributes approximately 8-9% to GDP and employs over 71 million workers, benefited from record government capital expenditure and the continued momentum in housing and commercial real estate.

The MSME sector received strengthened policy support in the FY26 Union Budget. The credit guarantee cover under the CGTMSE scheme was raised from Rs. 5 crore to Rs. 10 crore for micro and small enterprises.

Real Estate Sector and Housing Growth

Indias real estate sector entered a more mature, performance-driven phase in FY 2025-26, characterised by steady consolidation, strong capital inflows, and a decisive structural shift toward premium and luxury housing. According to industry estimates, housing sales across the top seven cities remained robust, with the overall residential market value expected to cross Rs. 6.65 lakh crore in FY26, reflecting nearly 20% year-on-year growth in value terms. Homes priced above Rs. 1 crore accounted for approximately 62% of total residential sales in the first half of 2025 across the top eight cities, up from 51% a year earlier, indicating a decisive premiumisation of demand.

Institutional capital continued to flow strongly into the sector. Indias real estate sector experienced a strong resurgence in FY26, with private equity (PE) deals hitting a 7-year high of USD 4.3 billion, a 16% rise over FY25. The sector saw increased investor confidence with 60 distinct transactions, dominated by the office segment, which secured USD 1.6 billion, largely driven by Global Capability Centres (GCCs).

Affordable housing remained a government priority. The PMAY Urban 2.0 programme continued its mission to address the housing needs of 1 crore urban poor and middle-class families, backed by Rs. 10 lakh crore in investment. This is being bolstered by several key State-level schemes too.

GST 2.0 rationalisation is expected to reduce construction costs by 3-4%, lower housing prices by 5-8% and hence boost demand in the affordable and mid-segment markets. The Union Budget 2026-27 also allocated Rs. 1 lakh crore to the Urban Challenge Fund for city redevelopment and infrastructure transformation.

OUTLOOK

Indias economic outlook for FY27 remains positive. The Economic Survey 2025-26 projects real GDP growth of 6.8-7.2% for FY27. Domestic demand, underpinned by robust private consumption and rising real incomes continues to be the primary growth engine, providing meaningful insulation against global headwinds. Favourable agricultural prospects, the sustained effects of GST rationalisation, and strong corporate and banking sector balance sheets are expected to bolster economic activity in the year ahead.

Trade diversification through the recently concluded FTAs, alongside active negotiations with the US, offers additional upside for Indias export-oriented sectors, including building materials. Infrastructure capex, budgeted at a record Rs. 12.2 lakh crore for FY27, will continue to provide strong demand visibility for the construction and building materials sectors. India remains among the most attractive destinations for global long-term capital, reflecting sustained confidence in its structural growth story.

BUSINESS SEGMENT OVERVIEW

Roofing

Industry Overview

The roofing industry caters to a diverse range of applications across residential, commercial, and industrial segments, offering materials such as Asbestos Cement Sheets (AC), non-AC alternatives, metal roofing, tiles, and other substitute solutions.

The Indian Fibre Cement Roofing industry is estimated at approximately 43-44 lakh MT per annum and remained largely flat during FY 2025-26, registering modest growth of around 1%, reflecting a mature market demand across key segments. The industry continued to face headwinds arising from a highly price-sensitive customer base, increasing competition from alternative roofing categories, and persistent inflationary pressures on input costs.

The sector also witnessed continued cost pressures due to rising raw material prices, particularly for imported inputs due to the depreciation of the Indian Rupee against the US Dollar. This factor placed significant pressure on industry profitability during the year.

Despite near-term challenges, the long-term outlook for the roofing industry remains stable, supported by sustained demand for affordable, durable, and easy-to-instal roofing solutions, particularly across rural and semi-urban markets. Government initiatives focussed on rural housing, infrastructure development, and housing access for economically weaker sections continue to provide structural support to the sector. Programmes such as Pradhan Mantri Awas Yojana (PMAY), along with continued investments in rural development and allied infrastructure, are expected to support long-term demand creation for cost-effective roofing solutions.

Performance Overview

The business delivered disappointing performance during FY 2025-26, but clear actions have been taken with a clear focus on improving profitability and strengthening long-term competitive positioning.

The Company remained focussed on disciplined cost management and operational efficiency initiatives. A key strategic shift during the year was the sharper geographical prioritisation of markets. This market clustering approach is expected to enhance logistical efficiencies, improve service responsiveness, and enable a leaner and more effective sales deployment model.

The Company also took a proactive leadership position in the industry in driving pricing corrections in the second half to partially offset inflationary cost pressures.

The pricing interventions undertaken during the year, coupled with ongoing cost optimisation efforts, contributed meaningfully toward margin recovery despite inflationary pressure and depreciation of Indian rupee in the second half.

Premiumisation remained a core strategic priority during the year. The Company witnessed strong momentum in its premium roofing portfolio, with Evercool sales volumes growing 44% over the previous financial year. This reflects increasing customer acceptance of value-added roofing solutions and validates the Companys focus on differentiated offerings that enhance both customer value and margin.

To further strengthen channel engagement and demand generation, the Company launched a one-of-its-kind digital influencer loyalty programme aimed at driving stronger advocacy and business conversion through key roofing influencers. This initiative is expected to deepen engagement with roofers and create a sustainable demand-generation platform over time. The Company also continued to sharpen its go-to-market approach by focussing resources on strategically relevant geographies that offer stronger operational leverage and improved route-to-market economics.

While overall industry demand remained flattish, the actions undertaken during the year have helped the Company recover margins, strengthen market fundamentals, and build a stronger operational foundation for FY 2026-27.

Differentiated products and system solutions will enable Everest to maintain a competitive advantage across its customer segments.

BOARDS & PANELS Industry Overview

Indias Fibre Cement Boards industry estimated at about a million MT (Rs 1,800 crores), is expected to grow at a CAGR of 10–12% over the next 5 to 7 years. Extensive urbanisation and industrialisation across India have led to increased construction activity in residential, commercial, and infrastructure segments. Growing environmental consciousness and green building initiatives are driving demand for eco-friendly and sustainable construction materials. Consequently, demand for products such as fibre cement boards is expected to increase steadily.

The industrys total installed capacity is estimated at approximately 13 lakh MT. Major fibre cement players, along with new entrants, are proactively adding capacity to meet rising demand. Therefore, capacity utilisation and offtake in the local geography of manufacturing plants will be critical to success for the Company. Expected growth in hospitality, healthcare, commercial real estate, infrastructure, and the increasing development of data centres are likely to drive strong growth for this category over the next decade. Additionally, wider adoption of new-age dry construction systems by individual home builders are likely to further accelerate industry growth.

The domestic market did not witness any significant increase in the cost of key raw materials such as cement, pulp, and silica. Freight rates largely remained stable in the domestic market.

Performance Overview

Differentiated products and system solutions will enable Everest to maintain a competitive advantage across its customer segments. Sales grew at 15%, over the previous year on account of robust performance in the South, in Panels and Exports. Going forward, the business will continue to focus on product differentiation and offering system solution. Geopolitical uncertainties could impact exports in the short term.

ESBS

Industry Overview

The Pre-Engineered Buildings (PEB) industry continued to witness strong growth momentum, driven by rapid industrialisation, urban infrastructure development, and increasing government focus on manufacturing and logistics expansion. The PEB market is projected to grow at a CAGR of approximately 12% in the next 5 years.

The increasing adoption of PEB solutions across commercial, industrial, warehousing, infrastructure, and residential applications is reshaping the construction landscape. Businesses are increasingly preferring PEB structures due to their cost efficiency, faster project execution, design flexibility, sustainability benefits, and lower maintenance requirements compared to conventional construction methods.

Key industry trends include greater customisation in structural design, advancements in engineering and manufacturing technologies, and the adoption of digital tools such as 3D modelling, Building Information modelling (BIM), and automation in fabrication and construction processes. These innovations are, reducing project timelines and enhancing the quality of the offerings.

The industry is also benefiting from rising investments across sectors such as warehousing and logistics, renewable energy, semiconductors, electronics, heavy manufacturing, food & beverages, and industrial infrastructure. Government initiatives promoting industrial corridors, smart cities, "Make in India", and infrastructure modernisation are further supporting market expansion.

In this evolving landscape, ESBS is strategically scaling up its capabilities and strengthening its market presence to capitalise on emerging opportunities across multiple high-growth sectors.

Cost Overview

Steel, being the primary raw material in PEB manufacturing, witnessed a sharp increase in prices towards the latter part of the financial year as compared to the previous year. The volatility in steel prices was largely influenced by global geopolitical uncertainties, supply chain disruptions, and concerns around energy availability and costs across international markets.

However, continuous innovation in manufacturing processes, optimised structural design, improved project planning, and efficient utilisation of resources helped enhance operational competitiveness within the PEB industry.

Performance Overview

During FY 2025-26, Everests PEB division topline declined by 40% compared to the previous financial year. The decline was primarily attributable to a renewed focus on building strong execution capabilities in order to scale up in FY 2026-27.

Despite the short-term revenue impact, the business remained focussed on securing sustainable and profitable orders within carefully selected strategic markets and segments. The emphasis continued to be on improving order quality, strengthening margins, enhancing execution efficiency, and building a resilient project pipeline aligned with long-term growth objectives.

FINANCIAL PERFORMANCE

In the financial year 2025-26, Everest Industries faced a dynamic macroeconomic environment, marked by ongoing challenges, including rising input costs and inflationary pressures that impacted its operational expenses. As a result, there was pressure on margins across multiple business segments. The Company responded by increasing prices successfully, increasing productivity and lowering its cost structure in the second half of the year. The company also recognised significant one-time charges related to obsolete inventories, doubtful debts and increased accruals related to the labour code changes. With these moves, the Company is well positioned to be profitable in 2026-27.

RISKS AND OPPORTUNITIES Opportunities:

Indias FDI environment continued to strengthen in FY26, supported by PLI schemes, simplified regulatory frameworks, and improved ease of doing business. Record infrastructure capex of Rs. 11.2 lakh crore in FY26, rising to Rs. 12.2 lakh crore in FY27, is creating strong structural demand for building materials across cement, steel, fibre cement boards, and roofing products. The ongoing PMAY programme, Smart City investments, and the Urban Challenge Fund are sustaining construction momentum with strength in Tier-2 and Tier-3 cities, where market penetration for branded building material players remains relatively low.

The deepening premiumisation of housing, with demand for quality materials, sustainable design, and smart features rising sharply, opens new product and positioning opportunities across the value chain. Green construction, energy-efficient materials, and ESG-compliant developments are emerging as important demand drivers as both institutional investors and end-users increasingly prioritise sustainability credentials. Indias landmark trade agreements with the UK and the EU open new export corridors for building material manufacturers. Digital channels in distribution, rising brand consciousness among Tier-2 and Tier-3 buyers, and an expanding contractor/influencer ecosystem further expand market access opportunities.

Risks:

Global geopolitical uncertainty remains a key risk. Escalating geopolitical tensions, particularly the evolving Middle East conflict and its impact on energy and commodity prices, pose material input cost risks for energy-intensive building material segments, including cement and steel. Trade policy unpredictability, particularly US tariff dynamics, creates additional volatility in global supply chains and commodity markets. This has adverse impact on household purchasing power and construction activity.

Uneven monsoons and climate-related disruptions affect construction activity and seasonal demand, particularly in rural and semi-urban markets. While affordable housing demand will be large, execution risk around PMAY delivery timelines, land acquisition delays, and skilled labour shortages could moderate the pace of construction activity. Urban-rural inequality, rising input costs, and gaps in infrastructure access remain barriers to genuinely inclusive growth. Balancing rapid development with Environmental, Social, and Governance (ESG) priorities, particularly carbon footprint management in construction, will be a challenge for the sector in FY27 and beyond.

In summary, the strategic environment for building materials in India is favourable, anchored by record infrastructure investment, housing demand tailwinds, and a growing economy. Disciplined execution, sustainability integration, and market development in emerging urban centres will be the key levers for value creation in the year ahead.

Raw Material Price Volatility

Chrysotile fibre, cement, and steel are the primary raw materials used by the Company. Fluctuations in these raw material prices impact the Companys profitability. The Company endeavours to pass on price increases to customers, to the extent possible, while simultaneously undertaking cost optimisation initiatives to mitigate the impact on margins. The Company has also implemented robust procurement procedures and processes to minimise the impact of raw material price volatility.

Availability of Chrysotile Fibre and Wood Pulp

Chrysotile fibre and wood pulp are sourced from a limited number of global suppliers. The ongoing geopolitical conflict between Israel and Iran continues to pose risks to the consistent supply of these critical raw materials. To mitigate these risks, the Company has implemented various de-risking strategies, including identifying and developing alternative sourcing arrangements across multiple geographies. In addition to securing supply continuity, the Company has undertaken several cost optimisation initiatives. Such as optimisation of fibre mix and annual contract with supplier.

OVERVIEW OF HUMAN RESOURCES

Everest is absolutely committed to living its values of Respect, Excellence and Integrity in its culture. This helps foster a people-centric and performance-driven culture that encourages collaboration, continuous learning and operational excellence. The focus is on strengthening talent capabilities, enhancing employee engagement and building a future-ready organisation aligned with business priorities.

HR Initiatives

During the year, the Company strengthened its people processes and systems to enhance its employee experience and organisational effectiveness. The Everest Competencies Framework was launched and integrated into the Performance Management System to further align employee development with business and behavioural expectations.

An Employee Reimbursement (ER) Module was launched organisation-wide through the HR Portal to enhance process efficiency and employee experience. An OCR-enabled reimbursement claim processing was also introduced during the year to simplify claim submission and improve turnaround time.

A 90-Day Turnaround Program was launched in Q3 with a focussed agenda for improving profitability through seven Must Win Battles (MWBs) comprising Quality, Service, Price, Value Added Sales, Cost, Productivity and Volume. Monthly townhalls were conducted across locations to communicate progress, achievements and business priorities linked to these focus areas.

The 90 NXT Plan was subsequently rolled out in Q4 as a transformation journey focussed on strengthening profitability and reimagining ways of working across the organisation. The initiative emphasised on standard Ways of Working (WOWs) for improving operational excellence and continuous improvement. The WOWs included Care of Environment, Six Sigma, Vector Flow, Sales E2 (Efficiency & Effectiveness), Preventive Maintenance, Customer Insights & Loyalty, Partnerships & Alliances and Digitalisation.

The Company also continued to strengthen employee lifecycle processes through structured onboarding interventions, employee feedback mechanisms and induction programmes aimed at improving employee integration and engagement across locations.

The Company continued to strengthen its talent pipeline across various levels. This included leadership hiring, campus engagement and internal talent movement initiatives. During the year, leadership and critical hiring was undertaken across businesses and functions to support organisational growth requirements.

Employee Engagement and Recognition

Various engagement initiatives including Founders Day celebrations, Brew & Brainstorm sessions with leadership, festive celebrations, Umang (Singing & Dancing Talent Competition) month-end engagement activities and wellness initiatives were organised during the year. The Company also continued to strengthen employee connect through digital engagement.

The Company undertook several initiatives to foster collaboration, inclusion and employee connect across locations. During the year, the Company also improved workplace infrastructure and employee facilities to create a collaborative work environment for employees. Core Values (REI) Awards were given to recognise employees and teams demonstrating exemplary display of organisational values and business contribution. In addition, Quarterly Functional and Business Rewards & Recognition initiatives were conducted during the year to celebrate employee achievements across functions and locations.

Industrial Relations

The Company maintained cordial industrial relations across all manufacturing locations during the year. Progress was made on Long Term Settlement (LTS) discussions across manufacturing units through continuous engagement and dialogue with union representatives and employees and a Long Term Settlement was signed at the Bhagwanpur Plant in an amicable manner. The Company continued to undertake various initiatives to strengthen manufacturing

HR processes, employee communication, engagement and statutory compliance across locations.

Monthly Plant Town Halls were organised for updating all blue collar employees on plant as well as business performance. Good Performing workmen were recognised in Plant Town Hall meetings, as ‘REI - STAR OF THE MONTH, with a certificate, memento gift as well as Recognition Badge (Lapel Pin) to be worn on their shirt, for that month.

Talent Development

The Company continued to strengthen its talent pipeline across various levels. This included leadership hiring, campus engagement and internal talent movement initiatives. During the year, leadership and critical hiring was undertaken across businesses and functions to support organisational growth requirements.

Flagship leadership development programmes including Pravriddhi and Manager Accelerator Program (MAP) were conducted during the year to strengthen managerial and leadership capabilities across functions and businesses.

Various functional, behavioural, technical and sales capability development programmes were conducted across locations during the year. This included M.O.R.E (Mastery of Roofing Execution), a sales management and capability-building programme for Roofing Sales employees across all zones, along with programmes focussed on communication skills, advanced Excel, operational excellence and technical capability enhancement.

The Company also continued its focus on workmen development through "Safalta ki Udaan", a structured upskilling initiative conducted across plants for permanent workmen. "Phase 2 of Manthan", was also launched during the year to further strengthen workforce capability and operational effectiveness.

"Netrutva – Ek Junoon", an engagement and development initiative for Union Leaders, was conducted to create greater awareness on leadership responsibilities and strengthen collaboration and alignment with organisational objectives.

The Company further strengthened its digital learning ecosystem through the Everest Edvantage platform by launching multiple e-learning modules covering behavioural, functional, leadership and digital capabilities. Learning interventions on emerging technologies including ChatGPT and digital productivity tools were also organised during the year.

Employee Health and Safety

Employee health, safety and wellbeing continued to remain a priority for the Company. Various training programmes and awareness sessions on road safety, defensive driving, workplace safety, first aid and emergency preparedness were conducted across office and plant locations.

Mock evacuation drills and safety awareness initiatives were organised regularly to reinforce safety culture across locations. POSH awareness sessions and Internal Committee capability building programmes were also conducted during the year to strengthen awareness and promote a safe and respectful workplace.

The Company also continued its focus on workmen development through "Safalta ki Udaan", a structured upskilling initiative conducted across plants for permanent workmen. "Phase 2 of Manthan", was also launched during the year to further strengthen workforce capability and operational effectiveness.

OVERVIEW RESEARCH & DEVELOPMENT (R&D):

During FY 2025-26, the Research & Development (R&D) department continued to focus on product innovation, quality improvement, cost optimisation and operational excellence across the organisation. The department worked on initiatives including new product development and enhancing product performance. Various optimisation and process improvement projects were undertaken to optimise raw material usage. Cost-saving initiatives to improve operational efficiency.

The R&D team also worked closely with manufacturing and procurement functions on raw material sourcing and optimisation initiatives. Alternate vendor development and qualification activities were implemented. Focus was also given to strengthening testing procedures and analytical protocols for raw materials and finished products to improve quality assurance systems. Cross-functional collaboration with manufacturing, procurement, quality, marketing and supply chain teams ensured smooth implementation of the various initiatives.

OVERVIEW OF IT:

IT at Everest focussed on supporting business growth and enhancing efficiency through automation in the areas of Quality, Service, Sales and Manufacturing Operations. It included implementation of initiatives such as Complaints Module for faster complaint processing, OTIF Reporting, Leads and Beat Plan Module for the CRM system. Cost savings of Rs. 90 lakhs INR were realised by optimising servers and ERP support services. Initiatives such as automation of GST reconciliation and GST payment block functionality, along with payment centralisation and stock ageing report enabled improving productivity.

Other key initiatives implemented during the year included Darwin box (HRMS) integration with SAP, segregation of duties in SAP, a new Loyalty App for Roofing & Boards, a digital application for safety governance and management for employees across plants and offices.

Many more significant initiatives and developments are in the pipeline and this will build a strong foundation for enhancing innovation, scalability, productivity and customer experience in line with the Companys long-term strategic goals.

OVERVIEW OF EHS:

To further strengthen its Environment, Health and Safety (EHS) framework, the Company undertook a detailed baseline review and activity-wise risk assessment across all manufacturing plants and operational locations. Based on these findings, focussed action plans are being implemented for systematic closure and mitigation of identified risks. Significant emphasis was placed on strengthening statutory compliance management across factories, with continuous monitoring and improvement initiatives to ensure sustained compliance and operational discipline.

Leadership commitment towards safety continued to remain a strong pillar of the Companys EHS culture. Monthly townhall sessions across the organisation commenced with safety updates and discussions led by the Chairman and Managing Director, reinforcing the importance of safety as a core organisational value. These sessions provided a platform to review safety performance, share learnings, discuss key concerns, and strengthen employee engagement towards proactive safety practices across all levels of the organisation.

During the year, the Company organised National Safety Month and Road Safety Month campaigns across all plants and offices. Multiple awareness activities, competitions, training sessions, emergency preparedness programmes, and employee engagement initiatives were conducted with active participation from employees, contractual workforce, families, and nearby communities to further strengthen the culture of safety beyond the workplace. In addition, dedicated road safety awareness sessions and defensive driving programmes were conducted for sales and marketing teams to ensure employee safety beyond manufacturing operations, particularly for personnel involved in extensive travel activities.

During the year, the Company identified the Top 10 Critical Risks associated with its business operations and launched a structured "Life Saving Golden Rules" initiative. Clear roles, responsibilities, and accountability were defined at every organisational level, supported through focussed awareness drives, capability-building programmes, and behavioural reinforcement sessions across all units.

The Company also intensified efforts towards proactive hazard identification and closure by increasing participation of contractual employees in EHS reporting and corrective action processes. Special initiatives were undertaken to promote employee health and wellbeing, wherein occupational health doctors conducted regular awareness sessions on employee health, occupational hygiene, heat stress management, and preventive healthcare practices. There was ongoing focus on asbestos risk management and workplace safety. The plant leadership teams undertook dedicated asbestos monitoring rounds and general safety inspections across manufacturing sites. Leadership involvement and visibility further strengthened accountability and proactive risk management practices on the shop-floor level.

As part of its commitment towards operational excellence and global standards, the Company also focussed on integrating its management systems for Quality, Environment, and Occupational Health & Safety. These efforts resulted in successful Integrated Management System (IMS) certification covering ISO 9001, ISO 14001, and ISO 45001 standards from DQS. Everest will continue to strengthen its EHS culture, enhance employee participation, improve risk governance, and reinforce its commitment towards providing a safe, healthy, and environmentally responsible workplace across its operations.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has established a robust internal control framework designed to achieve its operational, compliance, and reporting objectives effectively. Its policies and procedures are structured to align with both its current operations and future growth strategies. To ensure continuous improvement and mitigate risks, the Company has implemented a comprehensive system of internal controls, complemented by external audits.

The Chief Internal Auditor reports to the Audit Committee. The capabilities of the audit team are reviewed by the Audit Committee. Additionally, the adequacy of internal controls, financial policies, risk management strategies, key audit findings, and accounting compliance are regularly reviewed by the Audit Committee of the Board of Directors, ensuring transparency and accountability in operations.

OVERVIEW OF CSR:

Corporate Social Responsibility ("CSR") initiatives focussed on sustainable community development. The Foundations interventions are centred around four key areas – livelihood, education, sports, and health & environment – with the objective of creating long-term social impact in communities surrounding the Companys operational locations.

Livelihood

The Foundations Skill Development Programme focusses on empowering socio-economically disadvantaged youth through market-oriented vocational training and employment-linked skill development initiatives. During the year, Everest Foundation continued its industry-led skill training programme in collaboration with Industrial Training Institutes (ITIs) to enhance employability among youth. Under this initiative, 35 students underwent training in Mobile Repair through structured theoretical and practical sessions aimed at improving technical competency and job-readiness.

Education

Everest Foundation implemented vocational training initiative - Skills@School, for students of Class IX with the objective of building career aspirations, enhancing technical skills, and reducing school dropout rates through vocational education and extracurricular engagement.

During the year, 172 students across government schools in Mysore, Lakhmapur, and Kolkata underwent vocational training in trades such as Mobile Repair and Beauty & Wellness. In addition, the Foundation supported entrepreneurial development through distribution of starter kits, enabling 13 students to pursue self-employment opportunities with average earnings of approximately Rs. 1,250 per month. The Foundation also supports the Everest Football Academy at Podanur, where 60 students completed football training during the year. Of these, 12 students participated at divisional, district, and state-level tournaments and received sports scholarships. Everest Middle School – 236 students are undergoing education in mainstream from standard I to VIII.

Employee Volunteering

During the year, the Company encouraged employee participation in community development through structured volunteering initiatives under its employee engagement programme, "Together, lets make a difference." During the year, 187 employees contributed over 408 volunteering hours and positively impacted 3,432 beneficiaries through various awareness and community engagement programmes. Key initiatives included career counselling sessions focussed on vocational skills, awareness on responsible usage of AI tools such as ChatGPT, anti-tobacco campaigns, road safety awareness, and environmental education programmes.

Health & Environment

The Everest Healthy Child Programme continued to focus on health awareness and tobacco control initiatives through educational and community engagement activities. The programme aims to spread awareness regarding the harmful effects of tobacco consumption and promote healthier lifestyles among students and communities.

During the year, awareness programmes and sensitisation activities were conducted across Nashik, Dahej, and Bhagwanpur covering students, teachers, school authorities, healthcare workers, Anganwadi workers, ASHA workers, village representatives, youth groups, and officials from health and education departments.

The programme also emphasised implementation of the Cigarettes and Other Tobacco Products Act, 2003 (COTPA) guidelines to promote tobacco-free educational institutions. As part of these efforts, 1,591 schools across Bhagwanpur, Vagra, and Lakhmapur were declared tobacco-free during the year. Overall, the initiative impacted approximately 1.22 lakh beneficiaries, including students, teachers, and members of the community.

Notice is hereby given that the Ninety-third (93rd) Annual General Meeting ("AGM" or "Meeting") of the Members of Everest Industries Limited ("Company") will be held on

Monday, August 3, 2026 at 3:30 p.m. (IST) through Video Conferencing ("VC")/ Other Audio Visual Means ("OAVM") to transact the following business:

ORDINARY BUSINESS:

1. Adoption of the Audited Financial Statements of the y ended March 31, 2026 Companyforthefinancial

To receive, consider and adopt:

(a) the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2026 and the reports of the Board of Directors and the Auditors thereon; and

(b) the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026 and the report of the Auditors thereon.

2. Declaration of a Final Dividend on the equity shares for the financial year ended March 31, 2026

To declare a Final Dividend of Re. 1/- per equity share of face value of Rs. 10/- each of the Company for the Financial Year ended March 31, 2026.

3. Appointment of Ms. Padmini Sekhsaria (DIN: 00046486) as a Director liable to retire by rotation

To consider and if thought fit, to pass, the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Ms. Padmini Sekhsaria (DIN: 00046486), Director, who retires by rotation at this Meeting, and being eligible, offers herself for the re-appointment, be and is hereby appointed as a Director of the Company, liable to retire by rotation."

4. Appointment of M/s. Price Waterhouse Chartered

Accountants LLP, Chartered Accountants, as the Statutory Auditors of the Company

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of

Sections 139, 142 and any other applicable provisions of the Companies Act, 2013 read with the rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and pursuant to the recommendation of the Audit Committee and the Board of Directors of the Company, M/s Price Waterhouse Chartered Accountants LLP (Firm Registration Number: 012754N/ N500016), Chartered Accountants, be and are hereby appointed as the Statutory Auditors of the Company to hold office for a first term of five consecutive years from the conclusion of the 93rd Annual General Meeting of the Company till the conclusion of the 98th Annual General Meeting of the Company on such remuneration as may be mutually agreed upon between the Board of Directors of the Company and the Statutory Auditors;

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts, deeds, matters and things as may be deemed necessary and/or expedient in connection therewith or incidental thereto, to give effect to the foregoing resolution."

SPECIAL BUSINESS:

5. Approval for the payment of remuneration to Mr. Anant Talaulicar, Non-Executive Independent Chairman of the Company for the FY 2025-26

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

"RESOLVED THAT in accordance with the provisions of Section 197 and any other applicable sections of the Companies Act, 2013 ("Act") and rules made thereunder (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) read with Schedule V of the Act and pursuant to the Regulation 17 and any other applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company (hereinafter referred to as the "Board"), the approval of the members of the Company be and is hereby accorded for the payment of remuneration of Rs. 40,00,000/- (Rupees Forty Lakhs only) to Mr. Anant Talaulicar (DIN: 00031051), Non-Executive Independent Chairman of the Company for the FY 2025-26, notwithstanding the absence of profits for the said financial year and such remuneration exceeding the limits prescribed under Schedule V to the Act;

RESOLVED FURTHER THAT the approval of the members of the Company be and is hereby accorded for the payment of aforesaid remuneration to Mr. Anant Talaulicar (DIN: 00031051) for the FY 2025-26 under regulation 17(6)(ca) and other applicable provisions, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) being in excess of fifty percent (50%) of the total annual remuneration payable to all other Non-Executive Directors of the Company for the FY 2025-26;

RESOLVED FURTHER THAT the aforesaid remuneration shall be paid in addition to the sitting fees for attending the meetings of the Board and its Committees and reimbursement of expenses for attending the meetings;

RESOLVED FURTHER THAT the Board (including any

Committee thereof) be and is hereby authorised to do all such acts, deeds, things, matters including execution of document(s) and to take all such steps as may be necessary, proper or expedient to give effect to the aforesaid resolution."

6. Approval for the payment of remuneration to Mr. Rajendra Chitale, Non-Executive Independent Director of the Company for the FY 2025-26

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

"RESOLVED THAT in accordance with the provisions of Section 197 and any other applicable sections of the Companies Act, 2013 ("Act") and rules made thereunder (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) read with Schedule V of the Act and pursuant to the Regulation 17 and any other applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company (hereinafter referred to as the "Board"), the approval of the members of the Company be and is hereby accorded for the payment of remuneration of

Rs. 6,50,000/- (Rupees Six Lakhs Fifty Thousand only) to Mr. Rajendra Chitale (DIN: 00015986), Non-Executive Independent Director of the Company for the FY 2025-26, notwithstanding the absence of profits for the said financial year;

RESOLVED FURTHER THAT the aforesaid remuneration shall be paid in addition to the sitting fees for attending the meetings of the Board and its Committees and reimbursement of expenses for attending the meetings;

RESOLVED FURTHER THAT the Board be and is hereby authorised to do all such acts, deeds, things, matters including signing/execution of document(s) and to take all such steps as may be necessary, proper or expedient to give effect to aforesaid resolution."

7. Approval for the payment of remuneration to Mr. Alok Nanda, Non-Executive Independent Director of the Company for the FY 2025-26

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

"RESOLVED THAT in accordance with the provisions of Section 197 and any other applicable sections of the Companies Act, 2013 ("Act") and rules made thereunder (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) read with Schedule V of the Act and pursuant to the Regulation 17 and any other applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company (hereinafter referred to as the "Board"), the approval of the members of the Company be and is hereby accorded for the payment of remuneration of Rs. 3,50,000/- (Rupees Three Lakhs Fifty Thousand only) to Mr. Alok Nanda (DIN: 02149755), Non-Executive Independent Director of the Company for the FY 2025-26, notwithstanding the absence of profits for the said financial year;

RESOLVED FURTHER THAT the aforesaid remuneration shall be paid in addition to the sitting fees for attending the meetings of the Board and its Committees and reimbursement of expenses for attending the meetings;

RESOLVED FURTHER THAT the Board be and is hereby authorised to do all such acts, deeds, things, matters including signing/execution of document(s) and to take all such steps as may be necessary, proper or expedient to give effect to aforesaid resolution."

8. Approval for the payment of remuneration to Mr. Ashok Kumar Barat, Non-Executive Independent Director of the Company for the FY 2025-26

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

"RESOLVED THAT in accordance with the provisions of Section 197 and any other applicable sections of the Companies Act, 2013 ("Act") and rules made thereunder (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) read with Schedule V of the Act and pursuant to the Regulation 17 and any other applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company (hereinafter referred to as the "Board"), the approval of the members of the Company be and is hereby accorded for the payment of remuneration of Rs. 5,50,000/- (Rupees Five Lakhs Fifty Thousand only) to Mr. Ashok Kumar Barat (DIN: 00492930), Non-Executive Independent Director of the Company for the FY 2025-26, notwithstanding the absence of profits for the said financial year;

RESOLVED FURTHER THAT the aforesaid remuneration shall be paid in addition to the sitting fees for attending the meetings of the Board and its Committees and reimbursement of expenses for attending the meetings;

RESOLVED FURTHER THAT the Board be and is hereby authorised to do all such acts, deeds, things, matters including signing/execution of document(s) and to take all such steps as may be necessary, proper or expedient to give effect to aforesaid resolution."

9. Approval for the payment of remuneration to Ms. Bijal Ajinkya, Non-Executive Independent Director of the Company for the FY 2025-26

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

"RESOLVED THAT in accordance with the provisions of Section 197 and any other applicable sections of the Companies Act, 2013 ("Act") and rules made thereunder (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) read with Schedule V of the Act and pursuant to the Regulation 17 and any other applicable provisions of Securities and Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company (hereinafter referred to as the "Board"), the approval of the members of the Company be and is hereby accorded for the payment of remuneration of Rs. 3,50,000/- (Rupees Three Lakhs Fifty Thousand only) to Ms. Bijal Ajinkya (DIN: 01976832), Non-Executive Independent Director of the Company for the FY 2025-26, notwithstanding the absence of profits for the said financial year;

RESOLVED FURTHER THAT the aforesaid remuneration shall be paid in addition to the sitting fees for attending the meetings of the Board and its Committees and reimbursement of expenses for attending the meetings;

RESOLVED FURTHER THAT the Board be and is hereby authorised to do all such acts, deeds, things, matters including signing/execution of document(s) and to take all such steps as may be necessary, proper or expedient to give effect to aforesaid resolution".

10. Approval for the payment of commission to the

Non-Executive Directors of the Company for a period of five (5) years w.e.f. April 1, 2026

To consider and, if thought fit, to pass the following resolution as a Special Resolution: "RESOLVED THAT in accordance with the provisions of

Sections 149, 197, 198 of the Companies Act, 2013 (‘Act) and other applicable provisions of the Act and rules made thereunder read with Schedule V of the Act and Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s), amendment(s) or re-enactment (s) thereof for the time being in force) and Articles of Association of the Company and pursuant to the recommendation of the Nomination and Remuneration Committee and the approval of the Board of Directors of the Company (hereinafter referred to as "Board"), the approval of the members of the Company be and is hereby accorded for the payment of remuneration by way of commission to the Non-Executive Director(s) of the Company which may, in aggregate, exceed the limit of one per cent (1%) of the net profits of the Company computed in accordance with Section 198 of the Act, provided that the aggregate commission payable to all Non-Executive Directors shall not exceed five per cent (5%) of such net profits, for each financial year commencing on April 1, 2026 during a period of five (5) consecutive financial years from FY 2026-27 to FY 2030-31;

RESOLVED FURTHER THAT out of the aforesaid aggregate limit, remuneration by way of commission payable to the Non-Executive Directors other than Mr. Anant Talaulicar (DIN: 00031051), Non-Executive Independent Chairman, shall not exceed one per cent (1%) of the net profits of the Company computed in accordance with Section 198 of the Act, and shall be paid annually for each financial year commencing on April 1, 2026 during a period of five (5) consecutive financial years from FY 2026-27 to FY 2030-31 among such Non-Executive Directors in such sums or proportions and in such manner as may be determined by the Board on the recommendation of the Nomination and Remuneration Committee; RESOLVED FURTHER THAT the aforesaid commission shall be paid in addition to the sitting fees for attending the meetings of the Board and its Committees and reimbursement of expenses for attending the meetings; RESOLVED FURTHER THAT the Board be and is hereby authorised to do all such acts, deeds, things, matters including signing/execution of document(s) and to take all such steps as may be necessary, proper or expedient to give effect to aforesaid resolution."

11. Approval for the payment of commission to Mr. Anant Talaulicar, Non-Executive Independent Chairman for the FY 2026-27

To consider and, if thought fit, to pass the following resolution as a Special Resolution: "RESOLVED THAT in accordance with the provisions of

Section 197 of the Companies Act, 2013 ("Act") and rules made thereunder (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) and pursuant to the provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and pursuant to the recommendation of the Nomination and Remuneration Committee and the approval of the Board of Directors of the Company (hereinafter referred to as "Board"), the approval of the members of the Company be and is hereby accorded for payment of remuneration by way of commission upto Rs. 2,00,00,000/- (Rupees Two Crores Only) to Mr. Anant Talaulicar (DIN: 00031051), Non-Executive Independent Chairman of the Company for the FY 2026-27 subject to the limit of four percent (4%) of net profits of the Company computed in the manner referred to in Section 198 of the Act ("Net Profits") which shall be apart from the commission upto one percent (1%) of Net Profits payable to Non-Executive Directors of the Company for the FY 2026-27; RESOLVED FURTHER THAT the approval of the members of the Company be and is hereby accorded for payment of aforesaid commission to Mr. Anant Talaulicar (DIN: 00031051) for the FY 2026-27 under regulation 17(6)(ca) and other applicable provisions, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force) being in excess of fifty percent (50%) of the total annual remuneration payable to all Non-Executive Directors of the Company for the FY 2026-27;

RESOLVED FURTHER THAT the Board (including any

Committee thereof) be and is hereby authorised to do all such acts, deeds, things, matters including execution of document(s) and to take all such steps as may be necessary, proper or expedient to give effect to the aforesaid resolution without being required to seek any further consent or approval of the members of the Company."

12. Ratification of remuneration of the Cost Auditors for the financial year ending March 31, 2027

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Section

148 and any other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), the remuneration payable to M/s. R. Nanabhoy & Co., Cost Accountants (Firm Registration Number: 000010), appointed by the Board of Directors of the Company on the recommendation of the Audit Committee, as Cost Auditors of the Company to conduct the audit of the cost records of the Company for the financial year ending March 31, 2027, amounting to Rs. 5,50,000/- {Rupees Five Lakhs Fifty Thousand Only} plus applicable taxes and reimbursement of out of pocket expenses in connection with the aforesaid audit, be and is hereby ratified; RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all acts, deeds, matters and things and to take all such steps as may be necessary, proper or expedient to give effect to this resolution."

By Order of the Board

For Everest Industries Limited

Amruta Avasare

Company Secretary & Head-Legal

Membership No. A18844

Date: May 26, 2026

Place: Mumbai

Registered Office: GAT No. 152, Lakhmapur,

Taluka Dindori, Nashik- 422 202,

Maharashtra.

CIN: L74999MH1934PLC002093

Tel: +91 2557 250375/ 462

Email: info@everestind.com

Website: www.everestind.com