Gillette India Ltd Directors Report

The Board of Directors are pleased to present the annual report and the audited financial statements of the Company for the nine months Financial Year ended March 31, 2025.

FINANCIAL YEAR

The Board of Directors of the Company, on January 23, 2025, approved the change in the Financial Year of the Company from "July 1 - June 30" period to "April 1 - March 31" period. Consequently, the Financial Year of the Company for period under review, viz., 2024-25, is a period of 9 months commencing on July 1, 2024, and ending on March 31, 2025. Subsequent financial years of the Company shall commence on April 1 every year and end on March 31 of the succeeding year.

Accordingly, this report of the Board of Directors, together with all its annexures, audited financial statements and the auditors report have been prepared for the nine months period from July 1, 2024 to March 31, 2025. Hence, the numbers are not comparable to the previous financial year, which was a twelve months period (July 1, 2023 to June 30, 2024).

DIVIDEND

During the Financial Year, the Board of Directors of the Company, at its meeting held on February 10, 2025, declared an interim dividend of 65 per equity share, which was distributed to the shareholders on March 6, 2025.

The Board of Directors of the Company, at its meeting held on May 26, 2025, have recommended a final dividend of 47 per equity share, for the Financial Year ended March 31, 2025. This final dividend is subject to approval of the Members at the ensuing 41^st Annual General Meeting of the Company.

The aggregate dividend for the Financial Year ended March 31, 2025 (including the afore-mentioned interim and final dividend), amounts to 112 per equity share.

FINANCIAL RESULTS

The Companys financial performance for the Financial Year ended March 31, 2025 is summarized below:

(Figures in Crores)

Particulars	2024-25*	2023-24
Sales	2,235	2,633
Profit before tax	554	562
Profit after tax	418	412
Appropriations:
Opening balance in retained earnings	485	506
Oher Comprehensive Income	(5)	7
Transfer from share option outstanding account	8	-
Deemed Equity Distribution to Ultimate Holding Company	(4)	-
Dividend paid in the year	(358)	(440)
Closing balance in retained earnings	543	485
Earnings per share
- Basic ()	128.17	126.35
- Diluted ()	128.17	126.35

*Financial Year 2024-25 is a 9 months period from July 1, 2024 to March 31, 2025, and hence the figures are not comparable with the previous financial year which is a 12 months period.

MANAGEMENT DISCUSSION AND ANALYSIS BUSINESS PERFORMANCE AND STRATEGY

For the 9-months Financial Year ended March 31, 2025, the Company reported sales of 2,235 Crores, driven by a robust portfolio, superior execution and a consistent pipeline of innovation to better serve consumers. Profit after tax for the fiscal was 418 Crores, driven by strong topline growth as well as deliberate productivity interventions to fuel superiority across the portfolio.

The Company continued to deliver a strong performance, across top-line and bottom-line during the Financial Year.

The Company continues to remain focused on long term value creation and to better serve consumers, customers, employees, society, and shareholders, through its integrated growth strategy, which consists of five strategic and integrated choices:

• A focused product portfolio where performance drives brand choice

• Irresistible superiority across product, package, brand communication, retail execution and value, to delight consumers

• Productivity improvement in all areas of our operations

• Leading constructive disruption of our industry across all areas of the value chain

• An empowered, agile and accountable organization, enabling us to better serve consumers.

These strategic choices reinforce and build on each other. When these strategic choices are implemented effectively, they grow markets while creating business, which in turn, grows Companys share, sales, household penetration and profit. Importantly, this strategy is inherently dynamic, adapting to the changing needs of stakeholders. This strategy is yielding consistent results for the Company, and therefore remains the right way forward as the Company steps into the new fiscal year.

GROOMING SEGMENT PERFOMANCE

During the Financial Year, the Companys grooming business delivered strong performance, marked by robust growth and continued market share gain. This was driven by a focused strategy built on irresistible superiority on product & packaging, effective consumer engagement, and continuous innovation. The Companys grooming portfolio includes brands like Gillette Guard, Gillette Labs, Gillette Mach 3, Gillette Fusion, Gillette Venus, Gillette Shaving foams and Braun. The Companys comprehensive grooming portfolio continues to offer wide range of products—from traditional hassle-free shaving solutions; to advanced styling and shaping tools; and electronic grooming devices, as well as comfortable shaving experience to the female grooming needs, ensuring we meet the unique requirements of every consumer. In its decades of service, the Company has strengthened its market leadership, continuing to gain trust of its users.

The Company upgraded and enhanced the portfolio of its much-loved Gillette Guard which offers a superior, cut-free shaving experience with a chrome-platinum coating for an enhanced protection against rust. As the Company took this proposition to market, it successfully gained the trust of millions of consumers who now rely on Guard for their shaving needs.

With the understanding of evolving consumer needs, the Company elevated range of Mach 3 razors by integrating state-of-the-art technology, including three anti-friction blades and unique facial adaptive technology. This transformative shaving experience ensures that "shave bhi ho jaye, aur pata bhi na chale (worry and hasle free shaving experience), giving the consumer both smooth and effortless shaving experience.

Todays consumers have diverse preferences, including a desire for tools that allows them to ‘evolve their appearance as needed. With this consumer insight at the forefront, the Company revamped the packaging of Gillette Fusion 5 which effectively communicates its unique and superior proposition for "Perfect Shave, Perfect Shape."

Braun products continued to show healthy growth in the appliances sector.

Over the years, we have also evolved our communication strategy to cater to our consumers in a better way and thereby effectively resonate with them.

Superior communication continues to be a key vector for the Company for its female grooming segment - Gillette Venus. It is a critical avenue to reach consumers and educate them on the smooth, painless, and hassle-free experience that Venus provides. The Company does this via relatable digital and social media-led communication.

Superior packaging is also essential for the consumers, as it creates the perfect First Moment of Truth with consumers, enhancing the delightful experience when they encounter Gillette products. Through Gillette Venus, the Company upgraded this moment for its consumers, with improved cues on the package which details the feature, benefit, ingredients, and usage recommendations - all enabling consumers to quickly identify and choose the right product to meet their needs at a glance.

As a result of these key interventions across the Gillette portfolio, the Company recorded its highest- ever market share in the Blades and Razors category this Financial Year.

ORAL CARE SEGMENT PERFORMANCE

The Companys Oral Care portfolio serves a diverse range of consumers and their unique needs, with an assortment of products - featuring from gentle to deep clean, special range for children, and an advanced power-oral care range. The Company continued to upgrade its propositions to keep delighting consumers and meeting their evolving needs pertaining to their oral health.

The Company is committed to enhancing consumers experience while brushing and providing them optimum Oral Care.

In the manual oral care segment, the Company achieved significant progress with two new launches. The new Sensitive Expert toothbrush features a compact head and ultra-thin bristles, crafted to provide healthier gums and cleaner teeth for consumers. Moreover, the Company introduced the Oral-B Charcoal Whitening toothbrush, targeted at consumers looking for effective teeth whitening solutions.

With the insight that consumers who use Oral B power oral care products have a much superior experience, and to ensure more and more consumers can experience this, the Company launched the iO3 electric toothbrush, which is designed to provide a premium power oral care experience at an affordable price point, inviting many more consumers into the world of Oral B power oral care. Another new addition, is the Vitality Pro Sensitive electric toothbrush, which allows even more consumers to enjoy the benefits of electric brushing by alleviating concerns that electric brushes may be harsh on sensitive teeth.

The innovations in the oral care segment, supported by dynamic go-to-market activations on e-commerce platforms and a compelling communication strategy, ensures the Company connects with consumers where they are, delivering messages that truly resonate with them.

ECONOMIC OUTLOOK, RISKS & OPPORTUNITES

The International Monetary Fund (IMF) projects Indian economy to grow by 6.2% in 2025 and 6.3% in 2026. This estimate stands tall against the global growth projection which is projected at 3.3% in both 2025 and 2026, thus projecting that India will maintain its position as a fast-growing major economy globally. The growth is expected to be supported by private consumption, particularly in rural areas.

Further, IMF predicts the global inflation rate to decrease to 4.3% in 2025 and decline further to 3.6% in 2026.

Steady government and private investment and economic indicators of tax collections, foreign reserves continuing to be healthy, present an optimistic outlook for future, however, inflation and demand needs to be remain on the watchlist in light of the evolving global trade policies.

Although Indias economy is well-paced for growth, uncertainties in global markets, financial volatility, and disruptions in trade present significant risks. Strategic reforms and fiscal strategies are crucial to sustain and boost this growth amid evolving global dynamics.

Within the FMCG industry, demand trends continue to evolve. While non-food Inflation continues to stay below RBIs medium-term target of 4%*, consumer consumption trends are still shifting. With healthier monsoons last year and rural wages picking up, rural demand is showing signs of healthy recovery. Urban demand continues to remain soft, however government investment is expected to inflect growth shortly.

In this environment, the Company continues to hold a cautiously optimistic outlook for the future and is well positioned to sustain and improve its performance with its integrated growth strategy and serve the consumers with superior products.

Sources:

Press release of Ministry of Finance dated March 20, 2025; Press release of Ministry of Finance dated April 23, 2025; and IMF World Economic Outlook, April, 2025

FINANCIAL RATIOS & INDICATORS

Ratios	2024-25	2023-24	% Change
Debtors turnover ratio	6.84	8.86	-23#
Inventory turnover ratio	5.26	6.52	-19#
Current ratio	1.64	1.56	5
Net capital turnover ratio	4.46	6.16	-28#
Trade payables turnover ratio	1.50	1.64	-9#
Return on capital employed	50%	53%	-6#
Return on investment	5%	4%	8#
Ratios	2024-25	2023-24	% Change
Operating profit margin	25%	22%	15
Net profit margin	19%	16%	20%
Return on net worth	42%	42%	0#

#The numbers are not comparable as current year is a nine month period vs. twelve month period in the previous year.

Note: The Company did not have any borrowings during the Financial Year, hence interest coverage ratio and debt equity ratio are not applicable.

RISK MANAGEMENT

The Company has set up a Risk Management Committee and has also adopted a risk management policy. Adequate measures have been adopted by the Company to anticipate, plan and mitigate the spectrum of risks it faces. The Companys risk management process focuses on ensuring that these risks are identified and addressed on a timely basis. The risks are identified by a consistent process across functions and the Company also strives to link each risk with a mitigation step to ensure business continuity. The risk report is reviewed at regular intervals, to ensure that risks are planned for mitigation, for the fact that not all risks can be eliminated.

As part of the business sustainability and governance process, in order to ensure a robust risk management system, in line with the applicable laws, the Company follows a proactive risk management policy, aimed at protecting its employees, assets and the environment, while at the same time ensuring growth and continuity of its business. The Company also has adequate insurance coverage to protect the value of its assets. The Company has in place a very stringent and responsive system under which all its distributors and vendors are assessed before being selected.

REGULATORY AND COMPLIANCE

The Company operates within the letter and spirit of all applicable laws. General compliance with legal requirements is an important component of the Companys Worldwide Business Conduct Manual and the same expects the following from its employees:

The Company has set in place the requisite mechanism for meeting the compliance requirements, periodic monitoring of compliance to avoid any deviations, and regular updates to keep pace with the regulatory changes.

A number of training programs are conducted periodically for employees with respect to various compliance related topics such as Global AntiCorruption Standards, Prevention of Sexual Harassment at Workplace, Whistle-blower Mechanism, Conflict of Interest, Data Privacy, Data Integrity, Anti-Trust compliance etc.

SECURITY

The Company has implemented comprehensive security programs supported by latest technology and trained manpower to protect employees and assets, at its office and plants. During the Financial Year under review, no major security breaches or incidents occurred at your Companys plant. A comprehensive security risk assessment is carried out regularly and adequate security measures are implemented to cater to changing security scenario. The Company has installed the best of the security measures and processes to protect its personnel and assets.

INTERNAL CONTROLS & THEIR ADEQUACY

The Company continues to prioritize sustainable control processes that are an integral part of organization culture. It has built strong Internal Controls Environment and Risk Assessment and Management systems. These systems enable the Company to comply with Internal Company policies, procedures, standard guidelines, and local laws to help protect Companys assets and confidential information including personal identifiable information against financial losses and unauthorized use. The robust controls environment at the Company is efficiently managed and monitored through below measures:

• Controls Self-Assessments

CSAs are performed during the year across business processes. The purpose of this thorough exercise is to review and evaluate process compliances against standard control objective, activities, and attributes. This enables the Company to proactively identify control weaknesses and initiate actions to sustainably mitigate them. Along with CSAs, the company also has a process of continuous monitoring

selective controls in manufacturing processes via an internally developed toolkit that tracks control activities and assesses effectiveness of controls with the process owners by selecting auto samples for packing, planning, warehousing, etc. Samples are auto picked up every quarter for the respective areas in the toolkit and tested. Defects, if any, are reviewed by the management. This ensures ongoing monitoring of controls for operational areas.

• Governance and Global Internal Audit

There are internal control experts in the organization guiding business teams on day-to-day compliance requirements. They also ensure that all key processes, i.e. selling, distribution, trade & marketing expenses, vendor payments, etc. are reviewed and assessed at appropriate intervals via CSAs, standard operating procedures and process reviews or audits as applicable. As part of their ongoing monitoring process, if there are issues identified, those are reported to senior management for implementing action plans to strengthen control environment in these processes. The assessments of high-risk and Sarbanes-Oxley Act (SOX) compliance areas are done by Companys Global Internal Audit (GIA) team. GIA comprises of certified internal auditors who have experience across different markets and have independent centers of excellence. Issues raised by internal audit teams are tagged to business owners and issue remediation is then reviewed and reported appropriately to the senior leadership.

• Governance Board

The Governance Board is led by the Managing Director and comprises Chief Financial Officer, Chief Human Resource Officer, Supply Chain Leader, Purchasing & Sustainability Leader, and General Counsel. The Governance Board assesses, and reviews enterprise level risks and works with process owners and functional managers to ensure that corrective action is taken, and risk is mitigated as appropriate.

BUSINESS RESPONSIBILITY, ENVIRONMENTAL SUSTAINABILITY AND CONSERVATION OF ENERGY

The Company believes that its efforts in environmental sustainability are important to create superior propositions for consumers, customers, and shareholders, while improving its environmental impact. The Company continuously seeks to reduce the footprint of its operations and to enable consumers to reduce their footprint, when they use Companys products.

The Companys plant sites at Baddi and Bhiwadi are a zero-manufacturing-waste-to-LandfiLL site, which means that no manufacturing waste is discharged into the environment.

The Company contributes to the P&G groups ambition to reduce Green House Gas (GHG) emissions across its operations. The Company will continue to strive in its efforts towards this ambition.

The Company aims to reduce plastic packaging waste and to design the product packaging to be recyclable or reusable; and to reduce the use of virgin petroleum plastic resin in consumer packaging. The Company continues to be compliant with the Extended Producer Responsibility guidelines on plastic packaging waste collection.

The Company also aims to play its part in protecting the water resources and addressing the key challenges impacting its operations and the local communities where it operates in.

A separate report on Business Responsibility & Sustainability has been appended as Annexure I to this Report.

CORPORATE SOCIAL RESPONSIBILITY

The Companys flagship Corporate Social Responsibility program - P&G Shiksha is a holistic program that focuses on improving learning outcomes for children from underserved communities across the country. P&G Shiksha has streamlined its efforts to enable every child to learn with conceptual understanding and realize their aspirations. P&G Shiksha uniquely remains single-mindedly focused on education, creating deep a and lasting impact.

The Company has constituted a Corporate Social Responsibility Committee. The composition and terms of reference of the Corporate Social Responsibility Committee are provided in the Corporate Governance Report annexed to this Annual Report.

Report on Corporate Social Responsibility activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 has been appended as Annexure II to this Report.

TECHNOLOGY ABSORPTION AND RESEARCH & DEVELOPMENT

The Company has the advantage of availing advanced technology and continuous upgradation thereof from The Procter & Gamble Company, USA and its subsidiaries. This is an unmatched competitive advantage that helps the Company deliver strong business results.

As the Company avails benefits of research and development of The Procter & Gamble Company, USA and its subsidiaries across the globe, the Company has not incurred any expenditure on research and development during the Financial Year. Technology absorption and adaptation is a continuous process.

The products manufactured and sold by the Company are a result of such imported technology received on an ongoing basis. Initiatives are constantly undertaken for innovation of products, new product development, improvement of packaging, enhancement of product quality and application of best information technology to automate, simplify and generate efficiencies in various business processes.

The Company having ongoing access to cutting- edge technology, derives benefits such as product development, consistent superior product quality, process efficiencies, cost effectiveness and energy efficiency.

FOREIGN EXCHANGE EARNINGS & OUTGO

The details of foreign exchange earnings and outgo as required under Section 134 of the Companies Act, 2013 and Rule 8(3) of the Companies (Accounts) Rules, 2014 are mentioned below:

(Figures in Crores)

Particulars	For the year ended March 31, 2025	For the year ended June 30,2024
Foreign Exchange earnings	117.56	206.25
Foreign Exchange outgo	555.83	618.72

RELATED PARTY TRANSACTIONS

The Company has formulated a policy on related party transactions which is also available on Companys website at https://in.pg.com/india-governance- and-policies/gil/terms-and-policies/. This policy deals with the review and approval of related party transactions in accordance with the Companies Act, 2013 and SEBI (LODR) Regulations. All related party transactions are placed before the Audit Committee for review and approval. Prior omnibus approval is obtained for related party transactions which are of repetitive nature and entered in the ordinary course of business and at arms length. All related party transactions are subjected to independent review by Chartered Accountant firm to confirm compliance with the requirements under the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and takes into account the OECD guidelines.

All related party transactions entered during the Financial Year were in ordinary course of the business and on arms length basis. Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Companies Act, 2013 in Form AOC-2 is not applicable to the Company.

Details of material related party transaction entered into during the Financial Year 2024-25 are given below:

Name of Related Party	Procter & Gamble International Operations S.A.
Nature of transaction	Import of Finished goods
Amount of transaction during Financial Year 2024-25	365 crores

The above transaction was approved by the Shareholders by passing an Ordinary Resolution through Postal Ballot on January 8, 2018. Being related parties, the Promoter shareholders had abstained from voting on the said resolution.

LOANS AND GUARANTEES GIVEN AND INVESTMENTS MADE

The Company has not given any loans, guarantees or made any investments during the Financial Year.

PUBLIC DEPOSITS

The Company has not accepted any Public Deposits under Chapter V of the Companies Act, 2013, during the Financial Year.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

As per the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("the Prevention of Sexual Harassment Act"), the Company has formulated a Policy on Prevention of Sexual Harassment at Workplace for prevention, prohibition and redressal of sexual harassment at workplace and has duly constituted Internal Complaints Committees for redressal of any such complaints received. The

Company is committed to providing a safe work environment. During the Financial Year, 2 complaints with allegation of sexual harassment were filed with the Company, which were resolved during the year. No Complaints were pending for more than 90 days from date of filing.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Sections 134(3) (c) of the Companies Act, 2013, with respect to the Directors Responsibilities Statement, it is hereby confirmed:

i. that in the preparation of the Annual Accounts for the Financial Year ended March 31, 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures

ii. that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 of the Company for the Financial Year under review

iii. that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities

iv. that the Directors had prepared the accounts for the Financial Year ended March 31, 2025, on a "going concern" basis

v. that the Directors had laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively

vi. that the Directors had devised proper systems

to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

CORPORATE GOVERNANCE

A separate report on Corporate Governance along with the Auditors Certificate on its compliance is annexed to this Report.

ANNUAL RETURN

The Annual Return for the Financial Year 2024-25, as required under Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014 is available on the website of the Company at https://in.pg.com/india-investors/ gil/reports-announcements/announcements/.

HUMAN RESOURCES

The Company continues to focus on creating an appealing employer brand, attracting talent that aligns with the Companys values, and nurturing that talent for future success. The Company has developed comprehensive employee centric human resource strategies, to ensure that our organization is well-prepared to meet future challenges.

India remains a critical talent source for the Company, and we have adapted our campus initiatives to proactively address the ever-evolving talent cohorts. The Company has launched innovative campus programs and revamped existing ones to continue to attract the best talent. The Companys internships, onboarding, and learning & development programs continue to receive recognition in various campus surveys. We are committed to nurturing our talent and fostering diverse leaders who will thrive in our ecosystem.

P&G India has been consistently recognized as an employer of choice. For the eighth consecutive year, AVTAR has acknowledged us as one of the top 100 companies for women in India. We have also received accolades such as the Best Organization for Women by ET Now (2025), Buddies of Wellness by People Matters (2024), and Silver Employer for progress on LGBTQ+ inclusion at the Workplace by the India Workplace Equality Index (2024), among others.

The number of employees as on March 31, 2025 was 513.

The Company is compliant with the Maternity Benefit Act, 1961.

The statement of Disclosure of Remuneration under Section 197 of the Companies Act, 2013 and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure III to this Report.

As per the provisions of first proviso to Section 136 (1) of the Companies Act, 2013, this Report and Financial Statements are being sent to the Members of the Company excluding the statement of particulars of employees under Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Any Member interested in obtaining a copy of the said statement may write to the Company Secretary at investorgil.im@pg.com.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Gagan Sawhney and Ms. Sonali Dhawan, NonExecutive Directors ceased to be Directors on the Board effective September 25, 2024. The Board of Directors of the Company express their deepest gratitude to them for their guidance and contribution to the Board during their tenure as Directors on the Board of the Company.

Mr. Gurcharan Das (erstwhile Chairperson), Mr. Anil Kumar Gupta and Mr. Chittranjan Dua ceased to be Non-Executive Independent Directors on the Board on completion of their tenures effective September 28, 2024. The P&G Management and the Board of Directors of the Company express their deepest gratitude to Mr. Gurcharan Das, Mr. Anil Kumar Gupta and Mr. Chittranjan Dua for their valuable guidance, leadership, counsel and direction to the Company during their tenure.

Ms. Anjuly Chib Duggal was elected as Chairperson of the Board effective September 29, 2024.

Mr. Sanjay Asher and Mr. C. P. Gurnani were appointed as Non-Executive Independent Directors on the Board effective September 29, 2024 and October 15, 2024 respectively, for a period of five years. Further, the Shareholders of the Company approved such appointment at the 40^th Annual General Meeting.

Mr. Gautam Kamath ceased to be Executive Director and Chief Financial Officer of the Company effective October 31, 2024. The Board of Directors of the Company express their deepest gratitude to Mr. Kamath for his guidance and contribution to the Board during his tenure on the Board of the Company.

Ms. Srividya Srinivasan was appointed as Executive Director and Chief Financial Officer of the Company effective November 1, 2024. Further, the Shareholders of the Company approved such an appointment at the 40^th Annual General Meeting of the Company.

Mr. Pramod AgarwaL, Non-Executive Director, retiring by rotation and being eligible, offers himself for re-appointment. Appropriate resolution for said re-appointment is being proposed at the ensuing 41^st Annual General Meeting of the Company.

AU Independent Directors of the Company have provided declarations to the Company stating that they meet the criteria of independence as mentioned under Section 149 (6) of the Companies Act, 2013 ("the Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 ["SEBI (LODR) Regulations"].

The Board is of the opinion that all the Independent Directors of the Company possess integrity, have relevant expertise and experience and fulfil the conditions specified under the Act and the SEBI (LODR) Regulations. The details of the familiarization programmes and annual board evaluation process for Directors have been provided under the Corporate Governance section of the Report.

NUMBER OF MEETINGS OF BOARD OF DIRECTORS

Four (4) meetings of the Board of Directors of the Company were held during the Financial Year. For further details on meetings of the Board of Directors and its Committees, please refer to the Corporate Governance section of this Report.

POLICIES

The Company has adopted various policies including policies on related party transactions, corporate social responsibility, vigil mechanism, nomination and remuneration, materiality of events and dividend distribution which are available on the website of the Company at https://in.pg.com/india-governance- and-poLicies/giL/terms-and-poLicies/.

INTERNAL AUDITOR

During the Financial Year, the Board of Directors had appointed Ms. Pooja Bhutra, Chartered Accountant as the Internal Auditor of the Company for the Financial Year 2024-25.

AUDITORS

At the Annual General Meeting held on November 18, 2022, KaLyaniwaLLa & Mistry LLP, Chartered Accountants, were appointed as Statutory Auditors of the Company for a second term of five years,

i.e., from the conclusion of the 38^th Annual General Meeting until the conclusion of the 43^rd Annual General Meeting.

The Report issued by KaLyaniwaLLa & Mistry LLP, Statutory Auditors on the financial statements of the Company for the Financial Year ended March 31, 2025 forms part of the Annual Report. There has been no qualification, reservation or adverse remark given by the Auditors in their Report.

SECRETARIAL AUDIT

Secretarial Audit was carried out by M/s. Saraf & Associates, Practicing Company Secretaries for the Financial Year 2024-25. There were no qualifications, reservations or adverse remarks given by Secretarial Auditors of the Company. The Secretarial Audit report is annexed to this Annual Report.

Further the Board at its meeting held on May 26, 2025, have approved appointment of MK Saraf & Associates LLP, Practicing Company Secretaries, as secretarial auditors of the Company for a term of five years from April 1, 2025 to March 31, 2030, subject to approval of shareholders of the Company at the ensuing 41^st Annual General Meeting.

SECRETARIAL STANDARDS

During the Financial Year, the Company has complied with mandatory Secretarial Standards issued by the Institute of Company Secretaries of India.

ACKNOWLEDGEMENTS

The Board of Directors place on record its deep appreciation for the co-operation and support of the Companys employees, distributors, wholesalers, retailers, suppliers, clearing and forwarding agents, business associates, government authorities, bankers, consumers, employees and Shareholders and Look forward to their continued support on the journey ahead.

On behalf of the Board of Directors
	Anjuly Chib Duggal
Date: May 27, 2025	Chairperson
Place: Mumbai