In FY26, the Company recorded a consolidated turnover of
H 13,611 Crores (USD 1.5 billion), reflecting a growth of
26% over the previous year. India business volumes grew by
8% during the year, while the international business delivered
constant currency growth of 20%. Operating profit stood at
H 2,328 Crores, an increase of 9% compared to last year. The
operating margin was 17.1%, lower by ~265 bps vis-a-vis
the preceding year. Recurring net profit after tax stood at
H 1,762 Crores, up 11% on a year-on-year basis.

The India business delivered a turnover of H 10,348 Crores,
registering growth of 28% over the previous year. Volume growth
stood at 8%, reflecting resilience across core portfolios and the
accelerated expansion of new businesses. This was supplemented
by pricing interventions in core categories to offset elevated input
costs. Operating margin of the India business was 17.1% in
FY26, compared to 20.2% in the preceding year. The moderation
in margin was primarily driven by contraction in gross margin
due to higher input costs, which was partially mitigated through
pricing actions in core portfolios.

The International business reported a turnover of H 3,263 Crores,
reflecting growth of 20% over the previous year. Constant currency

growth stood at 20%, underscoring sustained momentum across
markets. Operating margin in the International business was
25.9% in FY26, compared to 27.9% in the preceding year, with
the moderation in profitability attributable to escalated input costs
across key markets.

Further details on Marico's business, outlook, financial and
operational performance, subsidiary/segment-wise overview,
etc. are provided as part of the Management Discussion and
Analysis Report.

There are no material changes and commitments affecting
the financial position of your Company, which have occurred
between the end of FY26 and the date of this Report.

Further, there has been no change in the nature of business
of the Company.

RESERVES

There is no amount proposed to be transferred to the Reserves.

DIVIDEND

Your Company's wealth distribution philosophy aims at sharing
its prosperity with its shareholders, through a formal earmarking/
disbursement of profits to its shareholders while retaining sufficient
profits in the business for various purposes. In accordance with
Regulation 43A of the SEBI Listing Regulations, the Company has
adopted the Dividend Distribution Policy, which details various
parameters subject to consideration of which the Board may
recommend or declare Dividend, including working capital and
capital expenditure requirements, funds required for acquisitions,
reducing debt, contingencies, etc. The Dividend Distribution
Policy is available on the Company's website athttps://marico.
com/investorspdf/Dividend Distribution Policy.pdf.

Based on the principles and factors enunciated in the above
Policy, a Final Dividend of H 4.00 per equity share of H 1 each
for the financial year ended 2025-26, has been recommended
by the Board on May 5, 2026 to the Members for approval
at the ensuing 38^th Annual General Meeting ("AGM") of the
Company. The Final Dividend, if approved by the Members,
shall be paid on or before September 5, 2026 to the Members
whose names appear in the Register of Members as on Thursday,
July 30, 2026, being the record date fixed for this purpose.

The total Dividend for the financial year amounts to H 4.00
per equity share. Thus, the dividend pay-out ratio is 29% of
the recurring consolidated net profit after tax as compared to
85% in the previous year, owing to deployment of cash towards
acquisitions of businesses during the year in line with the strategic
intent of diversification and premiumisation of the portfolio. Your
Company is in compliance with the Dividend Distribution Policy
as approved by the Board.

Members are requested to note that as per the provisions of the
Income Tax Act, 2025 ("IT Act"), dividends paid or distributed
by a company shall be taxable in the hands of the Members.
Your Company shall therefore deduct tax at source ("TDS") (at

the applicable rates) at the time of payment of the Final Dividend.
For further details related to TDS on Dividend, please refer to
Note 13 of the Notice of 38^th AGM.

CHANGES IN SHARE CAPITAL

During FY26, the paid-up equity share capital of the Company
increased from H 129.55 Crores to H 129.81 Crores, consequent
to allotment of:

? 8,25,267 equity shares of H 1 each upon exercise of
stock options under the Marico Employee Stock Option
Plan, 2016; and

? 18,26,069 equity shares of H 1 each to the Welfare of
Mariconians Trust ("WEOMA Trust") for the purpose
of implementing the facility of cashless exercise by
eligible employees under the Marico Employee Stock
Option Plan, 2016.

SUBSIDIARIES

A list of bodies corporate which are subsidiaries of your
Company is provided as part of the notes to the Consolidated
Financial Statements. Marico Bangladesh Limited continues to be
the material subsidiary of the Company, in terms of provisions of
Regulation 16(1)(c) of the SEBI Listing Regulations.

The following developments took place with regard to subsidiaries
of Marico during FY26:

Acquisitions

? On May 31, 2025, your Company acquired additional
equity stake of 8.80% on fully diluted basis in Satiya
Nutraceuticals Private Limited ("Plix"), subsidiary of the
Company, thereby increasing its aggregate stake in Plix to
60% on a fully diluted basis.

? On October 17, 2025, your Company completed

the acquisition of balance equity stake of

46.02% in HW Wellness Solutions Private Limited
("True Elements") and consequently, it became a
wholly-owned subsidiary of the Company.

? On January 29, 2026, your Company acquired equity
stake of 93.27% in Zea Maize Private Limited ("4700BC")
and consequently, 4700BC became a subsidiary of the
Company. Subsequently, your Company acquired an
additional stake of 0.75% in 4700BC, thereby increasing
its equity stake to 94.02% of the paid-up share capital.

? On February 5, 2026, your Company completed the
acquisition of aggregate equity stake of 60% in Cosmix
Wellness Private Limited ("Cosmix") and consequently,
Cosmix became a subsidiary of the Company.

? On April 2, 2026, Marico South East Asia Corporation, a
wholly-owned subsidiary of the Company, completed the
acquisition of equity stake of 75% in Skinetiq Joint Stock
Company ("Skinetiq"), an entity incorporated in Vietnam.
Consequently, Skinetiq became a step-down subsidiary
of the Company.

Business integration and other restructuring

? In line with the Company's digital-first strategy and with
a view to augment its digital transformation journey, your
Company has undertaken an intra-group restructuring
involving integration of business of its wholly-owned
subsidiaries, viz. Apcos Naturals Private Limited
("Just Herbs") and Zed Lifestyle Private Limited
("Beardo") by way of voluntary liquidation and distribution
of their entire business undertakings to the Company on
a going-concern basis. Pursuant to receipt of the requisite
approvals and consents, the voluntary liquidation of Just
Herbs and Beardo is deemed to have commenced on
August 4, 2025 and April 1, 2026, respectively. Pursuant
to a distribution effected by the liquidator of Just Herbs,
the business undertaking of Just Herbs has been distributed
to the Company on a going concern basis, w.e.f.
October 1,2025, being the date from which the Company
is considered to have received the said undertaking.

Application seeking approval of Hon'ble National Company
Law Tribunal (NCLT), Chandigarh and Ahmedabad, for
dissolution of Just Herbs and Beardo respectively, will be
made in due course upon completion of requisite steps
under applicable laws.

? MBL Industries Limited, a wholly-owned subsidiary of
Marico Middle East FZE, was voluntarily liquidated w.e.f.
September 18, 2025 and consequently ceased to be a
step-down subsidiary of the Company.

In accordance with Section 129(3) of the Act, a separate statement
containing the salient features of the financial statements of all
subsidiaries and associate companies/joint ventures, if any, in
prescribed Form AOC - 1 forms part of this Report. The statement
also provides details of performance and financial position of
each of the subsidiaries.

The audited financial statements together with related information
and other reports of each of the subsidiary companies are
available on the Company's website athttps://marico.com/
india/investors/annual-report and the same are also available
for inspection by the Members. Any Member desirous of
inspecting the said financial statements or obtaining copies of the
same may write to the Company Secretary & Compliance Officer
at investor@marico.com.

In line with the requirements of the Act and the SEBI Listing
Regulations, your Company has approved a policy for
determining material subsidiaries and the same is available on
the Company's website athttps://marico.com/investorspdf/
Policy for Determination of Material Subsidiary.pdf.

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

Details of the loans, guarantees and investments, as required
under Section 186 of the Act and Schedule V of the SEBI Listing

Regulations, are provided as part of the notes to the financial
statements of the Company.

The Board at its meeting held on May 2, 2025, approved a
proposal for enhancement of existing limits for loans, guarantees,
securities and investments under Section 186 of the Act to
H 10,000 Crores, which was subsequently approved by the
Members at the 37^th AGM held on August 8, 2025.

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed Management Discussion and Analysis forms an
integral part of this Report and gives an update, inter alia, on
the following matters:

? Economic Scenario

? Industry structure and developments

? Segment-wise overview of business performance

? Financial Overview

? Shareholder Value

? Outlook

? Human Resources

? Information Technology & Digital

? Risk Management

? Internal control systems and their adequacy

? Enterprise Risk Management Framework

? Internal Financial Controls

BOARD OF DIRECTORS & KEY MANAGERIAL
PERSONNEL

Your Company actively seeks to adopt global best practices for an
effective functioning of the Board and believes in having a truly diverse
Board whose wisdom and strength can be leveraged for creating
greater stakeholder value, protection of their interests and better
corporate governance. Marico's Board comprises eminent persons
with proven competence and integrity, who bring in vast experience
and expertise, strategic guidance and leadership qualities.

As on March 31, 2026, the Board consisted of one Executive
Director, seven Independent Directors (including two
Women Independent Directors) and four Non-Executive
Non-Independent Directors.

The Independent Directors are Non-Executive Directors as defined
under Regulation 16( 1 )(b) of the SEBI Listing Regulations and
Section 149(6) of the Act. The Company has received requisite
declarations from all the Independent Directors of the Company
confirming that they meet all the criteria of independence
prescribed under Section 149(6) of the Act read with Rule 5 of the
Companies (Appointment and Qualification of Directors) Rules,
2014 and Regulation 16(1)(b) of the SEBI Listing Regulations.

As per Regulation 25(8) of the SEBI Listing Regulations, the
Independent Directors have also confirmed that they are not
aware of any circumstance or situation that exists or may be

reasonably anticipated that could impair or impact their ability
to discharge their duties with an objective independent judgment
and without any external influence.

In the opinion of the Board, all the Independent Directors satisfy
all the criteria of independence as defined under the Act, rules
framed thereunder and the SEBI Listing Regulations, and that they
are independent of the Management of the Company.

The Board has taken on record the declarations and confirmations
submitted by the Independent Directors after undertaking due
assessment of the veracity of the same.

In the opinion of the Board, all Independent Directors possess
requisite qualifications, experience, expertise, proficiency
and hold high standards of integrity for the purpose of
Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014. In
terms of the requirements under the SEBI Listing Regulations,
the Board has identified list of key skills, expertise and
core competencies of the Board, including the Independent
Directors, details of which are provided as part of the
Corporate Governance Report.

As required under Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014, all the Independent
Directors have registered themselves with the Independent
Directors Databank and also completed the online proficiency
test conducted by the Indian Institute of Corporate Affairs,
wherever required.

The Board met four times during FY26 on May 2, 2025,
August 4, 2025, November 14, 2025 and January 27, 2026.
Necessary quorum was present for all the meetings. The maximum
interval between any two meetings did not exceed 120 days.

Lead Independent Director

As a measure of enhanced corporate governance and
increased Board effectiveness, the Board previously appointed
Mr. Milind Barve (DIN: 00087839), Independent Director, as
the Lead Independent Director, w.e.f. November 1, 2024. The
Lead Independent Director inter alia presides over separate
meeting(s) of the Independent Directors as Chairman, acts as
a representative of Independent Directors and carries out such
other roles and responsibilities as may be assigned by the Board
or Independent Directors from time to time.

CHANGES IN DIRECTORS AND KEY
MANAGERIAL PERSONNEL

I. Appointment/Re-appointment of Directors

The Board at its meeting held on May 2, 2025, based on
the recommendation of Nomination and Remuneration
Committee ("NRC"), approved the below matters which
were subsequently approved by Members at the 37^th AGM
held on August 8, 2025:

1. Re-appointment of Mr. Saugata Gupta
(DIN: 05251806) as the Managing Director & Chief
Executive Officer ("MD & CEO") of the Company
for a term of 2 (two) years w.e.f. April 1, 2026 to

March 31,2028, not liable to retire by rotation, and
terms thereof including remuneration.

2. Continuation of Directorship of Mr. Harsh Mariwala
(DIN: 00210342) as a Non-Executive Director
after attaining the age of 75 (seventy-five) years
in the year 2026, pursuant to the provisions of
Regulation 17(1A) of SEBI Listing Regulations.

The Board vide its resolution dated August 13, 2025,
based on the recommendation of NRC, approved the
appointment of Mr. Bhaskar Bhat (DIN: 00148778) as
an Additional Director (in the capacity of Independent
Director), not liable to retire by rotation, in terms of
Section 161 of the Act for a term of 5 (five) consecutive
years, w.e.f. October 1, 2025 to September 30, 2030
(both days inclusive), and continuation of his directorship
as an Independent Director after he attains the age of
75 (seventy-five) years in the financial year 2029-30
pursuant to Regulation 17(1A) of SEBI Listing Regulations.
Subsequently, the Members approved the aforesaid
appointment vide resolution dated September 22, 2025,
passed through postal ballot. The details of postal ballot have
been disclosed as part of the Corporate Governance Report.

The Board at its meeting held on May 5, 2026, based on
the recommendation of NRC, approved the appointment
of Mr. Girish Paranjpe (DIN: 02172725) as an Additional
Director (in the capacity of Independent Director) in terms
of Section 161 of the Act, for a term of 5 (five) consecutive
years w.e.f. June 1, 2026 to May 31, 2031. Approval of
the Members for the aforesaid appointment is being sought
through postal ballot.

Further, in accordance with the provisions of Section 152 of
the Act read with the rules made thereunder and the Articles
of Association of the Company, Mr. Rishabh Mariwala
(DIN: 03072284), Non-Executive Director, retires by
rotation at the 38^th AGM and being eligible, has offered
himself for re-appointment. Based on the recommendation
of NRC, the Board has recommended for the approval of
the Members, re-appointment of Mr. Rishabh Mariwala as
a Non-Executive Director at the 38^th AGM. A brief profile of
Mr. Rishabh Mariwala and other requisite information are
provided as part of the Notice of 38^th AGM.

. Key Managerial Personnel

Mr. Saugata Gupta, MD & CEO, Mr. Pawan Agrawal, Chief
Financial Officer ("CFO"), and Mr. Vinay M A, Company
Secretary & Compliance Officer, are the Key Managerial
Personnel ("KMP") of the Company, in accordance with
the provisions of Sections 2(51) and 203 of the Act read
with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014.

There were no changes in the KMP of your Company
during the year.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) and 134(5) of the Act, the
Directors of your Company, to the best of their knowledge and
based on the information and explanations received from the
Company, confirm that:

a. in the preparation of the annual financial statements for
the financial year ended March 31, 2026, the applicable
accounting standards have been followed and there are no
material departures from the same;

b. the Directors have selected such accounting policies
and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a
true and fair view of the state of affairs of your Company as
at March 31, 2026 and of the profit of your Company for
the said period;

The evaluation of Committees, Directors and Board was based
on the below criteria:

Criteria for Committees of the Board

? Adequacy of Committee composition

? Adherence to charter and laying down the full year agenda

? Role of Chairperson including allocation of time and eliciting
contributions from all Committee Members

? Effectiveness of Committee's performance

? Other criteria such as quality of support/recommendation to
the Board, etc.

Criteria for Directors

? Preparedness and participation in discussions

? Quality of inputs

? Managing Board relationships

? Understanding of corporate governance framework

? Financial reporting

? I ndustry and market conditions

? Other criteria such as exercising independent judgement, etc.

Criteria for the Board

? Information architecture

? Board dynamics and composition

? Focus on substantive issues

? Capacity building and future readying the organisation

? Other criteria such as governance mechanisms, etc.

c. proper and sufficient care has been taken for the
maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of
the Company and for preventing and detecting fraud and
other irregularities;

d. the annual accounts have been prepared on a 'going
concern' basis;

e. proper internal financial controls to be followed
by the Company were laid down and such internal
financial controls are adequate and were operating
effectively; and

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

In addition to the questionnaires, detailed one-on-one
in-sighting is carried out annually by the Chairman of the NRC
with individual Board Members. Feedback is also taken from
senior managerial personnel on relevant aspects of Board
functioning and shared with the Chairman of the NRC. A
quantitative analysis and Board Effectiveness presentation with
in-sighting feedback and trends is shared by the Chairman of the
NRC with all Board Members. Thereafter, the following process is
followed to assimilate and process the feedback:

A meeting of the Independent Directors is held
wherein performance of Non-Independent Directors
including the MD & CEO, Chairman of the Board and
of the Board as a whole is evaluated.

_x-

N

The entire Board discusses the findings of the
evaluation with the Independent Directors and also
evaluates the performance of the Individual Directors
including the MD & CEO, the Board as a whole and
all Committees of the Board.

_^

As an outcome of the above process, individual
feedback is shared with each Director subsequently
during the year.

For the year under review, the performance evaluation exercise
conducted has resulted in identification of following focus areas,
for the Company to work upon in the coming years:

1. Advancing towards Vision 2030 - last year, the Board
and Management set an ambitious target of scaling
revenues to H 20,000 Crores by the year 2030. To achieve
this vision, the Company will deeply focus on certain
key areas, i.e. strengthening core franchises, scaling
high-growth adjacencies and building and integrating
future-ready digital brands. Continued emphasis will be
placed on accelerating transformation and innovation,
strengthening analytical, digital and Artificial Intelligence
(AI) capabilities, evaluation of inorganic growth
opportunities, strengthening processes and systems coupled
with robust monitoring.

2. Organisational resilience - strengthening agility,
adaptability and resilience within the organisation in the

context of highly VUCA (Volatile, Uncertain, Complex &
Ambiguous) environment. Continued focus on fortifying
supply-chain and back-end capabilities, reducing
concentration risk across the business, strengthening brand
equity and pricing power of core brands, scaling digital
business, foods and premium personal care, adoption
of AI and technology-enabled business solutions, and
institutionalised cost management. Continued emphasis
at the Board level on strategic risk management covering
channel and GT disruption (including growth of organised
trade), volatility in international markets, geo-political
developments, increasing cost and inflation, etc.

3. Strengthening talent and leadership - creating a digital
business structure and building future-ready digital skills
and capabilities at various functional levels within the
organisation. Continuing to maintain a robust leadership
pipeline at senior management as well as key functional
levels. Mentoring the MD & CEO and senior management

team to achieve Vision 2030, with sustainable profitable
business growth across all business verticals in India and
internationally.

4. Board effectiveness - continued strengthening of Board
dynamics and effectiveness, with the objective of fostering
a cohesive and high-performing Board. Ongoing
engagement with Board Members on strategic priorities,
businesses and brands, policies and processes, as well as
relevant industry developments.

5. Continued momentum on 'ESG 2030 Roadmap' - the
Management and Board will continue to focus on making
significant strides in its sustainability journey, with a
deep focus on reducing its environmental footprint and
promoting responsible business practices as part of its ESG
2030 commitments.

6. For the Board Committees, the following focus areas will
continue for the coming year:

a. Audit Committee: continued focus on enhancing
governance and controls across international and
digital businesses through policies and processes
implemented by Management and structured internal
audits monitored by the Audit Committee. Stringent
oversight on the processes for maintaining continued
rigour in implementation of the GRC policies,
processes and systems in the Company including
oversight on related party transactions, controls for
prevention of insider trading, comprehensive internal
audits, cyber security, etc.

b. Nomination and Remuneration Committee:

i. Strengthening the top talent pipeline and
succession planning for the MD & CEO
and senior managerial personnel. Building
leadership continuity by nurturing the
next-level pipeline of key talent with holistic
general management capabilities and readiness
to assume core leadership roles.

ii. Building future-ready digital skills and
capabilities at various functional levels within
the organisation. Continued implementation
of progressive human resource policies and
practices, enabling an inclusive culture with
diverse talent across gender, ability and thought.

c. Corporate Social Responsibility Committee:
implementing the CSR strategy roadmap for 2030 as
approved by the Committee. Measuring the impact
created by the CSR programs through periodic
internal monitoring by the CSR Team as well as
independent impact assessment. Continued focus
on enhancing long-term sustainability and impact
of programs based on the core CSR philosophy of
"Make a Difference".

d. Risk Management Committee: under the ERM 2.0
framework, continued emphasis level on strategic risk
management covering micro and macro-economic
factors, volatility in international markets, geo-political
developments, etc. Monitoring key risks in line with
evolving business environment, implementation of
mitigation plans and its effective monitoring by the
Management, Risk Management Committee and
Board of Directors through a robust system for tracking
efforts and outcome metrics for risk mitigation.

The Board is also committed to review the progress on these
priorities during the annual Board Retreats held every year.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE
(ESG) AND BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT

At Marico, sustainability has always been embedded into our
decisions, allocation of resources and driving business outcomes.
Your Company's focus has been on strengthening ESG integration
as critical input to performance, risk management, and long-term
value creation. In the past few years, strong systems, governance
mechanisms, and performance tracking frameworks have been
enabled. In FY26, your Company has built on this foundation by
accelerating execution, shifting from commitment-driven actions to
outcome-oriented delivery, with sharper accountability and
data-backed decision-making across the organisation.

Your Company's ESG 2030 roadmap continues to provide
direction to this transition, supported by a comprehensive set
of performance indicators aligned with material ESG priorities.
These indicators are mapped to globally recognised frameworks
such as the UN Sustainable Development Goals (SDGs), Global
Reporting Initiative (GRI), the Task Force on Climate-related
Financial Disclosures, and SEBI's Business Responsibility and
Sustainability Reporting (BRSR) requirements. Through this
alignment, consistency with evolving regulatory expectations is
maintained, and the relevance of our disclosures is strengthened.

Building on the 8-point commitment adopted earlier, Marico
deepened its efforts across these strategic pillars in FY26. Your
Company's focus remained steadfast on delivering measurable
progress across Net Zero in manufacturing operations,
enabling circular economy, scaling responsible sourcing
practices, advancing inclusion and diversity, safeguarding
human rights, and embedding ethical conduct across the value
chain. These commitments continued to guide your Company's
actions, supported by robust governance mechanisms. As we
move forward, your Company's focus is on scaling impact by
embedding sustainability deeper into the organisation and
extending it across the value chain.

Accordingly, our eighth Integrated Annual Report, not only
outlines the progress we have made but also articulates the
sustainability and business goals that will guide our short,
medium and long-term value creation journey. The report reflects

our proactive stance on emerging global and domestic disclosure
norms and evolving stakeholder expectations.

Additionally, in keeping with the latest regulatory developments
and to further enhance the quality and credibility of our ESG
disclosures, Marico is publishing its fourth Business Responsibility
and Sustainability Report ("BRSR"), in line with SEBI's
mandated reporting requirements. This is complemented by an
Independent Reasonable Assurance Report on the BRSR Core
and Limited Assurance Report on BRSR Non-core, conducted
by an independent third-party assurance provider, thereby
underscoring our commitment to data integrity, transparency, and
continuous improvement.

The financial sections of BRSR are presented in line with the
requirements of the Act read with the rules made thereunder,
the Indian Accounting Standards, the SEBI Listing Regulations,
Industry Standards on Reporting of BRSR Core and the requisite
Secretarial Standards issued by the Institute of Company
Secretaries of India. The non-financial section (Sustainability and
Corporate Social Responsibility) is presented in conformance
to the GRI 2021 (Universal Standards), the UN Sustainable
Development Goals (SDGs) and other sector relevant international
sustainability disclosure guidelines.

AUDIT COMMITTEE & AUDITORS

Audit Committee

Your Company has constituted an Audit Committee which
performs the roles and functions as mandated under the Act, the
SEBI Listing Regulations and such other matters as prescribed by
the Board from time to time. The detailed terms of reference of
the Audit Committee, attendance at its meetings and other details
have been provided in the Corporate Governance Report. As
on the date of this Report, the Audit Committee consists of four
Independent Directors, Mr. Milind Barve, Ms. Apurva Purohit,
Mr. Ananth Sankaranarayanan and Ms. Nayantara Bali.
Mr. Milind Barve, Lead Independent Director, is the Chairman of
the Audit Committee.

During the year under review, the Board has accepted the
recommendations of the Audit Committee on various matters.
There have been no instances where such recommendations have
not been accepted.

Statutory Auditors

Pursuant to the provisions of Section 139 of the Act, the
Members at the 34^th AGM held on August 5, 2022 approved
the re-appointment of B S R & Co. LLP, Chartered Accountants
(Firm registration No.101248W/W-100022), as the Statutory
Auditors of the Company for a second term of 5 (five) consecutive
years, from the conclusion of 34^th AGM up to the conclusion of
39^th AGM to be held in the year 2027. Accordingly, the Statutory
Auditors will hold office until the conclusion of 39^th AGM
of the Company.

The Auditor's Report on the financial statements of the Company
for FY26 forms part of the Annual Report. The said report was
issued by the Statutory Auditors with an unmodified opinion

and does not contain any qualifications, reservations or adverse
remarks. During the year under review, the Auditors have
not reported any fraud under Section 1 43(1 2) of the Act and
therefore disclosure of details under Section 134(3)(ca) of the
Act is not applicable. The Audit Committee periodically reviews
the independence of Auditors through quarterly affirmations,
review of non-audit services, internal checks and balances to
mitigate conflict of interest, etc. Pursuant to the circular dated
January 7, 2026 issued by the National Financial Reporting
Authority, the Company has adopted a 'Framework for Effective
Communication between Statutory Auditors and Those Charged
with Governance' for the purpose of audit of financial statements
of the relevant financial year.

Cost Auditors

In terms of Section 148 of the Act read with the Companies
(Cost Records and Audit) Rules, 2014, the Company is required
to maintain cost accounting records and have them audited
every year. Your Company has made and maintained the cost
accounts and records, as required. Accordingly, the Board, at
its meeting held on May 5, 2026, based on the recommendation
of the Audit Committee, appointed M/s. Ashwin Solanki &
Associates, Cost Accountants (Firm Registration No.: 100392),
as the Cost Auditors of the Company to conduct audit of the cost
records for the financial year ending on March 31 , 2027. A
remuneration of H 11,00,000/- (Rupees Eleven Lakhs only) plus
applicable taxes and reimbursement of out-of-pocket expenses
has been fixed for the Cost Auditors, subject to the ratification
of such fees by the Members at the 38^th AGM. Accordingly, the
matter relating to ratification of the remuneration payable to the
Cost Auditors for the financial year ending on March 31,2027
forms part of the Notice of 38^th AGM. The Company has received
requisite consent and certificate of eligibility from M/s. Ashwin
Solanki & Associates.

During the year under review, the Cost Auditor has not reported
any fraud under Section 143(12) of the Act and therefore
disclosure of details under Section 134(3)(ca) of the Act is
not applicable.

Secretarial Auditor

Pursuant to the amended provisions of Regulation 24A of the
SEBI Listing Regulations read with Section 204 of the Act and
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Members at the 37^th AGM approved
the appointment of Dr. K. R. Chandratre, Practising Company
Secretary (FCS No.: 1370, C.P. No.: 5144) as the Secretarial
Auditor of the Company for a term of 5 (five) consecutive
years commencing from the conclusion of 37^th AGM upto the
conclusion of 42^nd AGM of the Company to be held in the year
2030, for the audit period from financial year 2025-26 till
financial year 2029-30.

The Secretarial Audit Report and the Secretarial Compliance
Report for FY26 does not contain any qualifications, reservations
or adverse remarks. The Secretarial Audit Report in form MR-3 for
FY26 is enclosed as "Annexure A" to this Report. During the

year under review, the Secretarial Auditor has not reported any
fraud under Section 143(12) of the Act and therefore disclosure of
details under Section 134(3)(ca) of the Act is not applicable.

The profiles of the Statutory Auditors, Cost Auditors and Secretarial
Auditor are available on the Company's website athttps://marico.
com/india/investors/shareholder/company-related-docs.

RISK MANAGEMENT

Your Company believes that Risk Management is an integral
and important aspect of Corporate Governance. It is a strategic
enabler embedded across all levels of decision-making and
is closely aligned with the Company's business strategy and
operational objectives. A robust Risk Management Framework
ensures adequate controls and monitoring mechanisms for smooth
and efficient running of the business. Regular risk assessments,
scenario planning and stress testing are conducted to evaluate
preparedness and refine the Company's response strategies. Your
Company believes that robust risk management is cornerstone of
protecting and maximising shareholder value.

Your Company implemented the ERM 2.0 framework to stay
ahead of the curve and become risk intelligent. The ERM 2.0
framework continues to guide the Company's risk management
approach, enabling proactive identification, assessment and
mitigation of risks.

The key cornerstones of your Company's Risk Management
Framework are:

? A well-defined risk management policy;

? Structured Enterprise Risk Management (ERM) Program;

? Periodic assessment and prioritisation of risks that affect the
business of your Company;

? Development and deployment of risk mitigation plans to
reduce vulnerability to prioritised risks;

? Focus on both the results and efforts required to
mitigate the risks;

? Defined review and monitoring mechanism wherein the
functional teams, senior management, Risk Management
Committee ("RMC"), Audit Committee and the Board
review the progress of the mitigation plans;

? Comprehensive ERM Framework;

? Integration of Risk Management with strategic business
plan, annual operating plans, performance management
system and significant business decisions;

? Constant scanning of external environment for new and
emerging risks;

? Wherever applicable and feasible, defining the risk appetite
and implementing adequate internal controls to ensure that
the limits are adhered to.

Your Company has also put in place a robust Crisis Management
Framework monitored by internal crisis management committee
which is responsible for laying out crisis response mechanism,
communication protocols, and periodic training and competency
building around crisis management.

Your Company has in place an RMC chaired by the Lead
Independent Director, which assists the Board in monitoring
and overseeing implementation of the risk management policy,
including evaluating the adequacy of risk management systems
and such other functions as mandated under the SEBI Listing
Regulations and as the Board may deem fit from time to time.
The composition, detailed terms of reference of the RMC and
attendance at its meetings are provided as part of the Corporate
Governance Report.

In terms of the applicable provisions of the SEBI Listing
Regulations, your Board has adopted a Risk Management Policy,
which is available on the Company's website at https://marico.
com/investorspdf/Risk Management Policy.pdf.

Further details of the Risk Management Framework of the
Company are provided as part of the Integrated Annual Report.

INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO THE FINANCIAL STATEMENTS

Internal Financial Controls are an integral part of the risk
management process which in turn forms part of Corporate
Governance addressing financial and financial reporting
risks. The Internal Financial Controls have been documented
and embedded in the business processes. Your Company has
deployed the principles enunciated below to ensure adequacy of
Internal Financial Controls with reference to:

? Effectiveness and efficiency of operations

? Reliability of financial reporting

? Compliance with applicable laws and regulations

? Prevention and detection of frauds

? Safeguarding of assets

Your Company has defined policies and standard operating
procedures for all key business processes to guide business
operations in an ethical and compliant manner. Compliance with
these policies is ensured through periodic self-assessment as well
as internal and statutory audits. The Company has robust ERP and
other supplementary IT systems which are an integral part of internal
control framework. The Company continues to constantly leverage
technology in enhancing the internal controls. The Company also
uses data analytics to identify trends and exceptions to pro-actively
monitor any control deviations for corrective action. The Company
regularly scans risks, identifies and deploys new age tools and
technologies to strengthen internal controls in the digital and
automated environment. The Company also regularly identifies,
assesses and reviews risks arising out of access control and
segregation of duty and mitigates the same with internal controls.

Your Board reviews the internal processes, systems and the
internal financial controls and accordingly, the Directors'
Responsibility Statement contains a confirmation as regards
adequacy of the internal financial controls. Assurances on the
effectiveness of Internal Financial Controls is obtained through
management reviews, self-assessment, continuous monitoring by
functional heads as well as testing of the internal financial control
systems by the internal auditors during the course of their audits.
The Company believes that these systems provide reasonable
assurance that its internal financial controls are designed
effectively and are operating as intended.

On a voluntary basis, your Company's material subsidiary,
Marico Bangladesh Limited ("MBL") has also adopted this
framework and its progress is reviewed by MBL's Audit Committee
and its Board of Directors, which exhibits Marico's commitment
to good governance at a group level.

RELATED PARTY TRANSACTIONS

In line with the requirements of the Act and the SEBI Listing
Regulations as amended from time to time, the Company
has adopted a Policy on Related Party Transactions ("RPT
Policy"). The RPT Policy captures framework for Related Party
Transactions and intends to ensure that proper reporting,
approval and disclosure processes are in place for all
transactions with related parties. The Board at its meeting held on
January 27, 2026, based on the recommendation of Audit
Committee, approved revisions to the RPT Policy to incorporate
amendments to the SEBI Listing Regulations vide notification dated
November 18, 2025, inter alia, introducing turnover-based
materiality thresholds and revised approval limits in respect of
related party transactions. The amended RPT Policy is available
on its website athttps://marico.com/investorspdf/Policy on
Related Party Transactions.pdf.

All transactions with related parties and subsequent material
modifications are placed before the Audit Committee for its review
and approval. The Audit Committee is fully independent and
comprises four Independent Directors. If any Director is interested
in any transaction with related parties, such Director shall not be
present during discussions and shall abstain from voting on the
matter concerned. Before the commencement of each financial
year, an omnibus approval from Audit Committee is obtained for
related party transactions for such year which are repetitive in
nature, based on the approved criteria. In case of transactions
which are unforeseen, the Audit Committee grants approval to
enter into such unforeseen transactions, provided the transaction
value does not exceed the limit of H 1 Crore per transaction in
a financial year. For seeking approvals, necessary information
is placed before the Audit Committee in line with the "Minimum
information to be provided to the Audit Committee and Members
for approval of Related Party Transactions" formulated by the
Industry Standards Forum (ISF), in consultation with SEBI. The
Audit Committee reviews all transactions entered into pursuant
to the omnibus approvals so granted (including long-term or
recurring RPTs), on a quarterly basis.

All transactions with related parties entered into during FY26
were at arm's length basis and in the ordinary course of
business and in accordance with the provisions of the Act and
rules made thereunder, the SEBI Listing Regulations and the
Company's RPT Policy.

During the year under review, there were no transactions for
which consent of the Board was required to be taken in terms of
Section 188(1) of the Act and accordingly, no disclosure is required
in respect of the related party transactions in Form AOC-2 under
Section 134(3)(h) of the Act and rules framed thereunder. Further,
there were no material related party transactions in terms of the
SEBI Listing Regulations requiring approval of the Members
during the year under review. Attention of the Members is drawn
to note no. 30 of the standalone financial statements setting out
the disclosures on related party transactions for FY26.

Pursuant to Regulation 23(9) of the SEBI Listing Regulations, your
Company has filed the reports on related party transactions with
the Stock Exchanges within statutory timelines.

NOMINATION AND REMUNERATION
COMMITTEE AND COMPANY'S POLICY ON
NOMINATION, REMUNERATION, BOARD
DIVERSITY, EVALUATION AND SUCCESSION

Your Company has in place an NRC which performs the functions
as mandated under the Act, the SEBI Listing Regulations and such
other functions as prescribed by the Board from time to time. The
composition of NRC, attendance at its meetings and other details
have been provided as part of the Corporate Governance Report.

In terms of the applicable provisions of the Act read with the
rules framed thereunder and the SEBI Listing Regulations, your
Board has approved the Policy for appointment, removal and
remuneration of Directors, KMP and Senior Management
Personnel ("SMP") and also on Board Diversity, Succession
Planning and Evaluation of Directors ("NRE Policy"). The
remuneration paid to Directors, KMP and SMP of the Company
are as per the terms laid down in the NRE Policy. The MD & CEO
of your Company does not receive remuneration or commission
from any of the subsidiaries of your Company.

The salient features of this Policy are outlined in the Corporate
Governance Report and the amended NRE Policy is available
on the Company's website athttps://marico.com/investorspdf/
Policy on Nomination Remuneration and Evaluation.pdf.

MARICO EMPLOYEE BENEFIT PLAN

Marico Employee Stock Option Plan, 2016

At the 28^th AGM held on August 5, 201 6, the Members
approved institution of the Marico Employee Stock Option
Plan, 2016 ("Marico ESOP 2016 Plan" or "Plan") as a

long-term incentive plan for grant of employee stock options
("Options") to eligible employees of the Company including
the MD & CEO and that of its subsidiaries, whether in India or

outside India, which was further amended by the Members vide
resolutions dated May 14, 2022 and August 9, 2024. Objective
of the Plan is to align the interests of employees with those of
the Members in driving long-term value creation. Since its
implementation, the Plan has been effectively functioning as a
framework to reward and retain employees, fostering a sense of
ownership and commitment towards the Company's growth and
profitable performance.

The NRC is entrusted with the responsibility of administering
the Plan and the scheme(s) notified or to be notified thereunder,
from time to time.

The Board at its meeting held on May 2, 2025, approved
amendments to the Marico ESOP 2016 Plan to enable:

a) a framework for cashless exercise of Options ("Cashless
Facility") through the Welfare of Mariconians Trust
("WEOMA Trust") , an irrevocable employee welfare
trust that also implements Marico Stock Appreciation Rights
Plan, 2011 ("STAR Plan"); and

b) provision of loan by the Company to the WEOMA Trust
from time to time, to subscribe to an aggregate maximum
number of 1,62,78,968 equity shares (or such number
of equity shares as may be reasonably adjusted by the
NRC in case of corporate actions like bonus issues,
rights issues, split or consolidation of Equity Shares, or
other similar corporate actions), for implementation of
Cashless Facility, subject to the statutory limits as may be
provided under applicable law, including but not limited
to Securities and Exchange Board of India (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021
("SBEB Regulations") as well as Rule 1 6 of the
Companies (Share Capital and Debentures) Rules, 2014.

There is no change in the number of Options available for grant
under the Plan. Further, no loan(s) sanctioned by the Company
to WEOMA Trust for implementation of Cashless Facility shall
be utilised to acquire the equity shares of the Company from the
secondary market.

The aforesaid amendments were approved by the Members vide
resolutions passed through postal ballot on June 15, 2025. It is
hereby affirmed that the aforesaid variations are in compliance
with the SBEB Regulations and the Act and are not in any manner
prejudicial or detrimental to the interests of the employees
of the Company, that of its subsidiaries and the Members
of the Company.

As on March 31, 2026, an aggregate of 74,31,633
Options were outstanding which constitute 0.57% of the
paid-up equity share capital of the Company as on that date.

Marico Employees Stock Appreciation Rights Plan, 2011

The Company adopted the STAR Plan in the year 2011, for
the welfare of its employees and those of its subsidiaries
("Eligible Employees").

Under the STAR Plan, various schemes are notified for conferring
cash incentive benefit to the Eligible Employees through grant of
stock appreciation rights ("STARs").

The NRC administers the STAR Plan and the scheme(s) notified
thereunder, from time to time. The NRC notifies various schemes for
granting STARs to the Eligible Employees. Each STAR is represented
by one equity share of the Company. The Eligible Employees are
entitled to receive in cash the excess of the maturity price over the
grant price in respect of such STARs subject to fulfilment of certain
conditions and applicable taxes. The STAR Plan involves secondary
market acquisition of the equity shares by WEOMA Trust for the
implementation of the STAR Plan. Your Company lends monies to
WEOMA Trust for making secondary acquisition of equity shares,
subject to the statutory ceilings and provisions of applicable law.

As on March 31,2026, an aggregate of 14,55,993 STARs were
outstanding which constitute 0.11% of the paid-up equity share
capital of the Company as on that date.

The equity shares held by WEOMA Trust for implementation of
STAR Plan and Cashless Facility under Marico ESOP 2016 Plan
is categorised as 'Non-Promoter and Non-Public' shareholding
and do not carry any voting rights.

STATUTORY INFORMATION ON MARICO
EMPLOYEE BENEFIT SCHEME/PLAN AND
TRUST

Pursuant to Regulation 46 of the SEBI Listing Regulations, the
Marico Employee Stock Option Plan, 2016 and Marico Stock
Appreciation Rights Plan, 2011 are available on website of the
Company athttps://marico.com/india/investors/shareholder/
company-related-docs.

Disclosure in terms of Regulation 14 of the SBEB Regulations
is available on the Company's website athttps://marico.com/
india/investors/annual-report. Further, the Company has
complied with the applicable accounting standards in this regard.
During the year under review, the Company has not given loan
to any of its employees for purchase of shares of the Company.

It is hereby affirmed that the Marico ESOP 2016 Plan and STAR
Plan instituted by the Company are in compliance with the SBEB
Regulations, as amended from time to time, and the resolutions
passed by the Members approving the same.

PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES

The ratio of remuneration of each Director to the median
employees' remuneration as per Section 197(12) of the Act read
with Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, as amended, is disclosed
in "Annexure B" to this Report.

The statement containing names of the top ten employees in
terms of remuneration drawn and the particulars of employees
as required under Section 197(12) of the Act read with Rule 5(2)

and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, as amended, forms part of
this Report. In terms of Section 136(1) of the Act, the Annual
Report is being sent to the Members, excluding the aforesaid
statement. The statement is open for inspection upon request by
the Members and any Member desirous of obtaining the same
may write to the Company Secretary at investor@marico.com.

CORPORATE GOVERNANCE

Your Company believes that effective leadership, robust policies,
processes and systems and a rich legacy of values form the
hallmark of our best corporate governance framework. The
Board, in conjunction with the management, sets values of
your Company and drives the Company's business with these
principles. These ethics and values are reflected in Marico's
culture, business practices, disclosure policies and relationship
with its stakeholders. These ethics and values are practiced by
Marico and its subsidiaries globally, which is at par with best
international standards and good corporate conduct.

Pursuant to Regulation 34 of the SEBI Listing Regulations,
a separate report on Corporate Governance is annexed to
this Report as "Annexure C". Further, a certificate from
Dr. K. R. Chandratre, Practising Company Secretary, on compliance
with corporate governance norms under the SEBI Listing
Regulations forms part of the Corporate Governance Report.

VIGIL MECHANISM

Your Company has a robust vigil mechanism in the form of Code of
Conduct ("CoC") which enables its stakeholders to report concerns
about unethical or inappropriate behavior, actual or suspected fraud,
leak of unpublished price sensitive information, unfair or unethical
actions, or any other violation of the CoC. The CoC is available on
the website athttps://marico.com/aboutus coc pdf/marico-code-
of-conduct.pdf. There are separate guidelines called Marico's Code
of Business Ethics that are applicable to our associates who partner us
in our organisational objectives. It is also made a part of agreements
executed by your Company with its vendors. Your Company
discourages bribery and corruption in any form and has adopted
an Anti-Bribery and Anti-Corruption Policy, which is available on
the website at https://marico.com/aboutus coc pdf/anti-bribery-
anti-corruption-policy.pdf. The objective of CoC is to ensure that your
Company conducts its business in the most principled and ethical
manner, the highest level of governance and a discrimination and
harassment-free workplace for all its employees.

In compliance with the requirement of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition & Redressal)
Act, 2013 and rules made thereunder, your Company has
adopted a Prevention of Sexual Harassment at Workplace Policy
("POSH Policy") for the prevention of sexual harassment and
constituted Internal Committees to deal with complaints relating
to sexual harassment at workplace. The Marico's POSH Policy
is available on the website athttps://marico.com/aboutus coc
pdf/marico-posh-policy.pdf.

Details of complaint on sexual harassment are as under:

Your Company conducts Global PoSH survey where members
can anonymously confirm if they have experienced/witnessed
instances of sexual harassment while working with Marico
in the past one year. Further, the survey results are shared by
members of Executive Committee in their respective constituency
to strengthen the awareness and sensitise the employees on the
requirements under law.

All cases involving violation/potential violation of code are
referred to the CoC Committee. The vigil mechanism of the
Company provides for adequate safeguards against victimisation
of Directors, employees and third parties who avail of the
mechanism and also provides for direct access to the Chairperson
of the Audit Committee in appropriate or exceptional cases.
The CoC guidelines are designed to ensure that Directors,
employees and third parties may report genuine concerns on
CoC adherence or violations thereof without fear of retaliation
(including through anonymous reporting). To encourage such
members to report any concerns, the Company has engaged an
independent agency for managing the whistleblowing or code of
conduct compliance system.

Any violation may also be reported anonymously. To this end,
your Company has provided the below options for reporting:

a. Globally accessible toll-free telephone numbers in
multiple countries and web-helpline available in multiple
languages which are available 24*7, wherein grievances/
concerns can be reported to the Company anonymously.

b. CoC Website -marico.ethicspoint.com(with an option to
report anonymously).

c. CoC Mobile Helpline -maricomobile.ethicspoint.com
(with an option to report anonymously).

For administration and governance of the Code, a committee
called Code of Conduct Committee is constituted. All cases
reported under the CoC are reported to the CoC Committee
and are subject to review by the Audit Committee. In addition to
the independent Ethics helpline system, your Company has also
provided in its CoC, direct access to the members of the CoC
Committee, Internal Committee, respective Business HR/CXO
and a complaint drop box facility to report concerns or violations
of the CoC (with an option to file a complaint anonymously).

All new employees go through a detailed personal orientation on
CoC and POSH Policy, along with an e-learning module which can
be completed and referred to throughout the year. Your Company

seeks affirmation on compliance of CoC on a quarterly basis
from the Directors and the employees at senior level. Additionally,
separate trainings (classroom/online) on CoC principles, POSH
Policy and Marico Insider Trading Rules, 2015 are conducted to
educate the employees on the said policy/rules. The education
and sensitisation are further strengthened through periodic email
communications and focused group discussions with employees to
ensure the CoC is followed in spirit and failures are minimised. In
addition to above, the Company ensures notifying the members
in Townhall about the cases CoC Committee dealt with in the
previous year in the form of case studies by concealing the identity
of the members involved. The Company also ensures capability
building of and mandatory certifications by its business partners
on Marico's Code of Conduct and Marico's Code of Business
Ethics. Further details on vigil mechanism are available on the
website of the Company athttps://marico.com/aboutus coc
pdf/marico-code-of-conduct.pdf.

The Board and Audit Committee are informed periodically
on the matters reported under CoC and the status of
resolution of such cases.

The Company affirms that no personnel has been denied access
to the Audit Committee.

ENERGY CONSERVATION, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO

The information on conservation of energy, technology
absorption and foreign exchange earnings and outgo stipulated
under Section 134(3)(m) of the Act read with Rule 8 of the
Companies (Accounts) Rules, 2014, as amended, is enclosed as
"Annexure D" to this Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)
INITIATIVES

Marico's stated purpose is to "Make a Difference" and your
Company's CSR philosophy is anchored on this core purpose of
making a difference to the lives of all its stakeholders to help
them achieve their full potential. Your Company believes that
economic value and social value are inter-linked, and it has a
commitment towards the inter-dependent ecosystem consisting of
various stakeholders.

In terms of the Act and rules framed thereunder, the
Company has adopted a CSR Policy, which is available on
the website athttps://marico.com/investorspdf/Corporate
Social Responsibility Policy.pdf.

The Company has in place a CSR Committee, which functions
in accordance with the applicable provisions of the Act and
such other matters as prescribed by the Board from time to
time. The detailed terms of reference of the CSR Committee,
attendance at its meetings and other details have been
provided in the Corporate Governance Report. As on the date

of this Report, the CSR Committee consists of five Directors,
Mr. Ananth Sankaranarayanan, Mr. Harsh Mariwala,
Mr. Saugata Gupta, Mr. Milind Barve and Ms. Nayantara
Bali. Mr. Ananth Sankaranarayanan is the Chairman of the
CSR Committee.

During FY26, your Company spent H 26.70 Crores towards
its CSR activities. A brief outline of the CSR Philosophy, salient
features of the CSR Policy, governance framework, the CSR
initiatives undertaken during the financial year 2025-26 together
with progress thereon and the Report on CSR activities in the
prescribed format including details on impact assessment, as
required by the Companies (Corporate Social Responsibility
Policy) Rules, 2014, are set out in "Annexure E" to this Report.

Further, the CFO has certified that CSR spends of the Company
for FY26 have been utilised for the purpose and in the manner
approved by the Board.

SECRETARIAL STANDARDS

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

DEPOSITS

There were no outstanding deposits within the meaning of
Sections 73 and 74 of the Act read with the Companies
(Acceptance of Deposits) Rules, 2014, as amended, at the end
of FY26 or the previous financial year. Your Company did not
accept any deposits during FY26.

DETAILS OF SIGNIFICANT AND MATERIAL
ORDERS PASSED BY THE REGULATORS

During the year under review, there were no significant/
material orders passed by the regulators or courts or tribunals
impacting the going concern status of your Company and its
operations in future.

ANNUAL RETURN

Pursuant to Section 1 34(3)(a) of the Act, the draft annual
return for FY26 prepared in accordance with Section 92(3)
of the Act is available on the website of the Company at
https://marico.com/india/investors/annual-report.

COST RECORDS

The maintenance of cost records as specified under Section 148
of the Act, is applicable to the Company and accordingly all
the cost records are made and maintained by the Company and
audited by the cost auditors.

OTHER DISCLOSURES

a) There are no proceedings made or pending under the
Insolvency and Bankruptcy Code, 2016 and there are no
instances of one-time settlement with any Bank or Financial
Institution, during the year under review.

b) Your Company has not issued shares with differential voting
rights and sweat equity shares during the year under review.

c) Details of unclaimed dividends and equity shares
transferred to the Investor Education and Protection Fund
authority have been provided as part of the Corporate
Governance Report.

d) Your Company is in compliance with the provisions relating
to the Maternity Benefit Act, 1961, to the extent applicable
for the year under review.

ACKNOWLEDGEMENT

Your Board takes this opportunity to thank the employees for
their dedicated service and firm commitment to the goals and
vision of the Company. Your Board also wishes to place on record
its sincere appreciation for the wholehearted support received
from the Members, regulatory authorities, distributors, third
party manufacturers, bankers and all other business associates
and from the neighbourhood communities of various Marico
locations. We look forward to continued support of all these
partners in the future.

On behalf of the Board of Directors
Harsh Mariwala

Place: Mumbai Chairman

Date: May 5, 2026 DIN: 00210342