|
The Board of Directors are pleased to present the annual report consisting of highlights on the business and operations of the Company, along with
the audited financial statements, for the Financial
Year ended March 31, 2026.
FINANCIAL YEAR
The Board of Directors of the Company, on
January 23, 2025, had approved the change in
Financial Year of the Company from 'July 1 June 30' period to 'April 1 March 31' period. The Financial
Year of the Company for period under review, viz.,
2025-26, commenced on April 1, 2025, and ended on
March 31, 2026.
FINANCIAL RESULTS
The Company's financial performance for the Financial Year ended March 31, 2026 as summarized
below:
(Figures in '
Crores)
|
Particulars
|
2025-26
*
|
2024-25
|
|
Revenue from operations
|
3,100
|
2,235
|
|
Profit before tax
|
880
|
554
|
|
Profit after tax
|
654
|
418
|
|
Appropriations:
|
|
|
|
Opening balance in
retained earnings
|
543
|
485
|
|
Other Comprehensive
Income
|
5
|
(5)
|
|
Transfer from share
option outstanding
account
|
6
|
8
|
(Figures in '
Crores)
|
Particulars
|
2025-26
*
|
2024-25
|
|
Deemed Equity
|
(2)
|
(4)
|
|
Distribution to Ultimate
Holding Company
|
|
|
|
Dividend paid in the year
|
(740)
|
(358)
|
|
Closing balance in
retained earnings
|
467
|
543
|
|
Earnings per share
|
|
|
|
- Basic (
'
)
|
200.80
|
128.17
|
|
- Diluted (
'
)
|
200.80
|
128.17
|
*Previous Financial Year 2024-25 was a 9-month period from
July 1, 2024, to March 31, 2025, and hence not comparable with current Financial Year 2025-26 (being 12-month Financial Year from April 1, 2025, to March 31, 2026).
DIVIDEND
During the Financial Year, the Board of Directors of
the Company, at its meeting held on January 29, 2026, declared an interim dividend of
'
180 per equity share (including one-time special dividend of
'
60 per Equity Share), which was distributed to the
shareholders on February 25, 2026.
The Board of Directors of the Company, at its meeting
held on May 27, 2026, have recommended a final
dividend of
'
60 per equity share, for the Financial Year ended March 31, 2026. This final dividend is
subject to approval of the Members at the ensuing 42
nd
Annual General Meeting of the Company. The aggregate dividend for the Financial Year ended
March 31, 2026 (including the afore-mentioned
interim and final dividend), amounts to
'
240 per equity share.
MANAGEMENT DISCUSSION AND ANALYSIS BUSINESS PERFORMANCE AND STRATEGY
For the Financial Year ended March 31, 2026, the Company reported sales of
'
3,100 Crores, driven by a robust
portfolio, superior execution and a consistent pipeline of innovation to better serve consumer Profitafter tax for the fiscal was
'
654 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 Company
'
s 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
Throughout the fiscal year, the Company consistently
delighted Indian consumers and fuelled category
growth through a robust product portfolio, effective
consumer communication, and a steady stream of
innovation in the Grooming category. Company's diverse range of offerings addresses various
consumer needs, from traditional shaving, hassle-free solutions, to advanced styling and grooming
tools for comfortable shaving experience; and to
the female grooming needs, ensuring we meet the unique requirements of every consumer.
The Company continues to offer a holistic grooming portfolio serving different consumer needs with its products - including Gillette Guard, the newly launched Guard 3-in-1, Gillette Mach3, Gillette Fusion, Gillette Labs, Gillette Venus and shaving foams &
creams. This portfolio helped the Company serve
different consumer preferences while strengthening
trust built over decades.
During the Financial Year, the Company's Grooming
business delivered strong growth and continued to grow market share, driven by a consumer-focused strategy of product superiority, engaging consumers across touch points, and market-leading innovation.
The Company continued to expand the reach of Gillette Guard during the year. The product offers a superior, cut-free shaving experience. Through focused communication and strong market execution,
the Company drove user growth and increased
adoption, with millions of consumers choosing Guard
for their shaving needs.
To meet a rising consumer need, the Company
launched Gillette Guard 3-in-1. With its unique 3
platinum-coated blades for a closer shave in fewer
strokes, a flexi-head with 40 degree pivot for smooth
glide, superior rubber grip handle and an aqua gel
lubrastrip for enhanced comfort, Gillette Guard 3-in-1 delivers on its key promise - 'Ek Stroke Mein Smooth Shave. Bina Kate, Bina Jale' (Smooth shave
in one stroke, without nicks and cuts).
To address evolving consumer expectations, the
Company also strengthened the Mach3 range. With three anti-friction blades and facial adaptive design, Mach3 delivers a smooth and comfortable shaving
experience. These improvements helped enhance
consumer satisfaction.
The Company also continued to evolve its communication strategy to better connect with consumers. This included regionally relevant
messaging, digital-first campaigns, and partnerships
with voices that resonate strongly with audiences
These efforts helped the brands engage consumers more effectively. grooming portfolio, Gillette Venus. Through various consumer insights, the Company identifiedthat there still exist myths, hesitations and perceived barriers
when it comes to female shaving as the primary way of hair removal. Hence, to break these myths, the Company used relatable digital and social media communication to educate consumers about the
smooth and hassle-free shaving experience offered by Venus, while growing awareness and encouraging
trial through trusted and familiar voices.
Company's Venus portfolio is quite robust, from the entry-level range of Simply Venus to one of the bestsellers Venus Comfort Glide with built-in difficu lt for them to soap bars. Venus also offers products that caters to unique needs even within the segment, like Venus Snap the on-the-go travel friendly razor; Venus
Bikini sensitive for intimate-area hair removal and
Venus Swirl with a pivoting, rounded head that hugs body curves and fits easily into hard-to-shave areas.
As a result of these initiatives across the grooming
portfolio, the Company continues to be the market leader in the Blades and Razors category during the
Financial Year.
ORAL CARE SEGMENT PERFORMANCE
Company
'
s Oral Care portfolio serves a diverse range of consumers and their unique needs, with an
assortment of products with its Power Oral Care
line up as well as the Manual Oral Care range. Under each line up, the Company caters a variety of targeted
benefits to offer a robust assortment to consumers.
During the year, Company
'
s Oral Care portfolio delivered a robust performance, achieving strong
growth in both top and bottom lines, reflecting balanced expansion across all segments. This growth
underscores our commitment to enhancing consumer oral health through a diverse range of products.
A key driver of this success was our strategic focus on expanding the penetration of electric toothbrushes.
The growing adoption of our electric toothbrushes
confidently demonstrates that consumers are
increasingly prioritizing and investing in superior oral
care solutions that offer tangible value. Recognizing the long-term benefits of early adoption, we
successfully launched kids' battery toothbrushes featuring popular characters like Iron Man and
Princess Moana. This initiative effectively introduced
new users to the electric oral care category, laying a foundation for sustained engagement. In the manual oral care segment, the Company democratized access to specialized solutions with biggest ever launch in the sensitive toothbrush category. By introducing new line up of Sensitive Care toothbrushes, with softer bristles, the Company
significantly broadened the availability of sensitive
toothbrushes, for people with sensitive gums, regular brushing also leads to pain and bleeding, making it
basic Oral hygiene. The
Company heard its consumers
'
need for a toothbrush which can be gentle on the gums and not only launched the Sensitive Care range, but also worked towards making it widely available across channels and segments.
These innovations, coupled with dynamic go-to-market activations across e-commerce platforms and general trade, along with compelling communication
strategies, ensured we effectively connected with
consumers and met their evolving needs, contributing to our overall strong performance.
ECONOMIC OUTLOOK, RISKS & OPPORTUNITES
The International Monetary Fund's (IMF) July 2026
World Economic Outlook projects global growth at 3%
in 2026. Growth is expected to be 3.4% in 2027. This represents a V-shaped recovery pattern with a minor slowdown this year, balancing geo-political conflict shocks against artificial intelligence tech booms. The IMF also projects that global headline inflation is expected to rise to 4.7% in 2026 up from 4.1% in
2025, before declining to 3.9% in 2027.
India is expected to remain the world's fastest
growing major economy, with growth projected at 6.4% in 2026-27, driven by strong domestic demand. While the Indian economy continues to grow stronger amidst global peers, one must, however, keep an eye on the evolving global trade policies and commodity
prices which will impact inflation
produced.
Within the Indian Fast-Moving Consumer Goods (FMCG) industry, trends continue to evolve. While non-food Inflation continues to stay below RBI's
medium-term target of 4%, consumer consumption trends are still shifting. While rural consumption continues to be higher than the urban consumption, we are seeing a softening trend driven by uptick in
the inflation rates. Based on reports and economic analysis as of early 2026, the FMCG sector is expected to experience a stabilization phase, entering a period
of renewed optimism, with projections focusing on volume-led growth rather than price-driven
expansion. Consumption trends remain supportive.
Urban demand continues to anchor growth, aided by premiumisation across categories.
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: IMF's World Economic Outlook report, July 2026;
FINANCIAL RATIOS & INDICATORS
The Company's financial performance for the Financial Year ended March 31, 2026, as compared
to the previous year ended March 31, 2025, is summarized below:
|
Ratios*
|
2025-26
|
2024-25
|
%
Change
#
|
|
Debtors
'
turnover
ratio
|
7.98
|
6.84
|
17
|
|
Inventory turnover
ratio
|
6.37
|
5.26
|
21
|
|
Current ratio
|
1.54
|
1.64
|
-6
|
|
Net capital turnover
ratio
|
6.98
|
4.46
|
56
|
|
Trade payables
turnover ratio
|
1.82
|
1.50
|
21
|
|
Return on capital
employed
|
0.85
|
0.50
|
71
|
|
Return on
investment
|
9%
|
5%
|
94
|
|
Operating profit
margin
|
28%
|
25%
|
12
|
|
Net profit margin
|
21%
|
19%
|
13
|
|
Return on net
worth
|
66%
|
42%
|
59
|
#
The numbers are not comparable as current year is a twelve month period vs. nine month period in the previous year. *The Company did not have any borrowings during the
andcostofgoods
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 Company
'
s risk management process focuses on ensuring that these
risks are identifiedand addressed on a timely basis. The risks are identified
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, 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 a very stringent system for assessment of distributors and vendors before selection.
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 Company
'
s Worldwide Business Conduct Manual and
the same expects the following from its employees.
The Company has set in placethe 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 Anti- Corruption 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 Company's 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
by a consistent process
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 Company's 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 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 (GIA)
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 SOX compliance areas are done by Company
'
s
Global Internal Audit (GIA) team. GIA comprises experience of certified 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 of Chief Financial Office Officer, Chief Human Resource 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 Company
'
s products.
The Company contributes to the P&G group's 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 Company's 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 focus on
improving learning outcomes, enabling every child to learn with conceptual understanding and realize
their aspirations. P&G Shiksha uniquely remains
single-mindedly focused on education, creating a deep 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
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, 2026
|
For the year
ended
March 31, 2025
|
|
Foreign Exchange
earnings
|
74.54
|
117.56
|
|
Foreign Exchange
outgo
|
718.06
|
555.83
|
RELATED PARTY TRANSACTIONS
The Company has formulated a policy on related party transactions which is also available on Company
'
s 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 arm's 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 arm's length basis. Accordingly, the disclosure
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, two complaints with allegation of sexual harassment were filedwith the Company, which were resolved
during the year. No Complaints were pending for
morethan90daysfromdateoffiling
DIRECTORS
'
RESPONSIBILITY STATEMENT
Pursuant to the requirement under Sections 134(3) 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 2025-26 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
2025-26
|
389 Crores
|
(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, 2026,
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, 2026, on a 'going concern' basis
v. that the Directors had laid down internal
financial controls to be followed by the Company and such internalfinancial 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 2025-26, 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
Our company continues to focus on creating an appealing employer brand, attracting talent that aligns with our company's values, and nurturing that talent for future success. We have developed comprehensive human resource strategies, keeping employees at the center of everything we do, and to ensure that our organization is well-prepared to meet future challenges.
India remains a critical talent source for us, and we have adapted our campus initiatives to proactively address the ever-evolving talent cohorts. We have launched innovative campus programs and revamped
existing ones to continue to attract the best talent. Our 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.
To foster a winning culture, it is crucial to engage and empower employees right from their comprehensive
corporate onboarding program, known as GETiN.
By instilling a growth mindset within our company
DNA, we encourage a love for learning and resilience,
which are vital for achieving both organizational and personal goals.
Through our Equality & Inclusion chassis and our holistic wellbeing program Be at My Best, we
encourage our employees to bring their authentic selves to work. We strongly believe in co-creating careers with our employees, allowing them to
collaborate with the business and achieve fulfilling
careers with us. Our performance management system evaluates employees based on their impact and growth, not solely on their business results.
P&G India has been consistently recognized as an employer of choice. For the ninth 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 Buddies of Wellness by People Matters (2025), and Silver Employer for progress on
LGBTQ+ inclusion at the Workplace by the India Workplace Equality Index (2025), among others
The number of employees as on March 31, 2026 was 480.
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. Srinivas Maruthi Patnam, Executive Director ceased to be Director on the Board effective
October 30, 2025. The Board of Directors of the
Company express their deepest gratitude to him for
his contributions to the Board during his tenure as Director on the Board of the Company.
Ms. Rohini Venkateswaran was appointed as a Whole-time Director on the Board effective October 31, 2025. Further, the Shareholders of the Company
approved such appointment through Postal Ballot on January 10, 2026.
Mr. C. P. Gurnani ceased to be Non-Executive Independent Director on the Board with effect
from January 6, 2026. The Board of Directors of the
Company express their deepest gratitude to him for
his contributions to the Board during his tenure as Director on the Board of the Company.
Ms. Srividya Srinivasan ceased office to hold Executive Director and Chief Financial Company with effect from June 30, 2026. The Board approved appointment of Mr. Ashwath Rao as the Chief Financial Officer of the Company with effect
from July 1, 2026.
Mr. Ghanashyam Hegde was appointed as a Non-Executive Director of the Company with effect from
July 1, 2026.
Mr. Krishnamurthy Iyer was appointed as a Non-
Executive Independent Director of the Company for a term of five consecutive years with effect from June
1, 2026.
Further, Ms. Rohini Venkateswaran has ceased to be Whole-time Director of the Company effective July
31, 2026.
Mr. Robin Thadathil was appointed as a Whole-time
Director of the Company for a term of five years with effect from August 1, 2026.
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 42
nd
Annual General Meeting of the Company. All 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 andfulfil 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/.
AUDITORS
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 2025-26.
STATUTORY 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, 2026 forms part of the Annual Report. There has been no 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 2025-26. 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 members of the Company at Annual General Meeting held on September 2, 2025, have approved the appointment of MK Saraf & Associates
LLP, Practicing Company Secretaries, as secretarial
auditors of the Company for a term of five financial years from April 1, 2025.
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 Company
'
s 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.
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On behalf of the Board of Directors
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Anjuly Chib Duggal
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Chairperson
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Date: July 31, 2026
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Place: Mumbai
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