adjustments and persistent geopolitical and trade
related uncertainties. While inflation moderated
across most regions, enabling central banks to
initiate measured monetary easing, interest rates
in several economies remained elevated compared
to historical norms.

• Manufacturing stabilized with recovery in sectors
like electronics, clean energy, defence, and capital
goods.

• Rapid adoption of AI, automation, and smart
manufacturing became central to operations.

• Supply chains diversified through near-shoring
and "China 1" strategies, improving resilience
but raising costs.

• Services led global growth, especially IT, finance,
healthcare, and travel services.

• Energy transition investments accelerated,
focusing on renewables, EVs, semiconductors, and
critical minerals.

• Against this backdrop, the Indian economy
demonstrated resilience and macroeconomic
stability during FY 2025-26, despite a challenging
global environment.

• Growth was primarily supported by strong
domestic consumption, sustained public capital
expenditure and a gradual improvement in private
investment activity.

• Inflation was contained, supporting consumer
confidence.

• External stability was maintained through strong
services exports, remittances, and forex reserves.

• Late-year geopolitical tensions increased oil prices
and logistics costs but had limited overall impact
due to strong domestic fundamentals.

• Overall, the year 2025-26 reflected moderate
global growth with uncertainty, while India
showed strong stability and long-term resilience.

Industry:

• During FY 2025-26, the Kitchenware and Kitchen
Appliances segment, in which your Company
primarily operates, saw steady growth, supported
by resilient domestic demand, urbanisation, and
evolving consumer preferences across categories
such as pressure cookers, cookware, gas stoves,
and small appliances.

• Despite global challenges like supply chain shifts,
commodity volatility, and geopolitical tensions,
the industry maintained momentum due to strong
domestic demand.

• Growth was driven by replacement demand, rising
incomes, organised retail expansion, and adoption
of modular kitchens, with increased demand for
non-gas appliances in the final quarter driven due
to the conflicts witnessed in the middle east.

• Consumers increasingly preferred convenient,
energy efficient, and premium products, though
affordability remained important in price-sensitive
segments.

• Competition intensified with multiple players,
driving focus on pricing, innovation, branding,
and omni-channel distribution.

• Moderate cost pressures persisted, with late-year
geopolitical tensions raising input and freight
costs, though impacts were manageable through
sourcing and pricing strategies.

• Local manufacturing gained traction, supported
by policy initiatives, while sustainability
considerations grew in importance.

Consumer/Channel Scenario:

• In FY 2025-26, the Kitchenware and Kitchen
Appliances industry continued shifting toward an
omnichannel model, blending traditional trade,
modern retail, and ecommerce.

• General trade and exclusive outlets remained key,
while organised retail expanded in urban and
semiurban areas. Ecommerce and quickcommerce
grew strongly, driven by convenience and wider
product availability.

• Demand remained largely domestic, supported by
steady incomes, replacement demand, and focus
on convenience and home improvement.

• Consumers preferred branded, durable, and
feature rich products, with premiumisation trends
visible in urban markets, while value considerations
remained important in mass segments.

• Health, safety, ease of use, and energy efficiency
became key purchase factors, along with brand
trust and after sales service.

• Promotional offers and digital marketing
significantly influenced buying decisions.

• The year saw stable demand and a balanced
channel mix, with companies having strong brands
and multichannel reach were better positioned to
grow.

Export Market:

• In FY 2025-26, exports were moderate, impacted
by subdued global demand, higher freight costs,
and geopolitical uncertainties.

• Merchandise exports faced pressure from slow
growth and supply chain disruptions, while
services exports remained relatively resilient.

• Late-year West Asia tensions increased logistics
challenges and costs, affecting timelines and
margins; however, diversified markets and cost
management helped keep overall exports stable.

B. ANALYSIS OF PERFORMANCE:

• Your Company had a sales growth of around 9.6%
during the financial year and the growth was seen
across categories and in all key channels thus
breaking the low-growth phase seen in the last
few years.

• Your Company continues to maintain leadership
positions in all the key categories like Pressure
Cookers, Cookware, Value added Gas Stoves,
Induction Cooktop, Kettles, etc and has seen
improvements in its market share in most of these
categories.

• During the year Company focussed on introduction
of new innovative products across categories
including Cooker, cast iron cookware, light weight
cast iron cookware, Safesense Kitchen Hood,
range of Triply Cookware, Gas Stoves, Induction
- Radiant Heater Combo Cooktops, Hobs, Mixer
Grinders, Air Fryers and other small domestic
appliances. The new introductions constituted
more than 30% of the sales.

• While for some of the new & innovative products
are imported from China, the indigenisation of its
manufacturing in India is also undergoing.

• The General Trade had seen good growth during
the year after a lag of around 3 years. Prestige
Xclusives, Modern Format Stores had also seen
a substantial growth during this year, while
E-Commerce continued to lead this growth.

• During the year, your Company introduced range
of innovative 'Go-To-Market' (GTM) strategies that
enabled sustained and consistent growth across
all quarters. These initiatives strengthened the
Company's performance across various channels
and product categories, reinforcing its market
position.

• Your company has established a strong and well-
balanced presence across all distribution channels,
consistently nurturing positive and collaborative
relationships with its channel partners, both
online and offline. It has proactively managed
and minimized channel conflicts without
diluting product value or resorting to aggressive,
unsustainable pricing strategies. At the same time,
the company has effectively addressed distribution
gaps, ensuring wider consumer reach through a
seamless integration of traditional and modern
trade channels.

• The Company offers a diversified product portfolio,
including Pressure Cookers, Cookware, Kitchen
Electrical Appliances, Gas Stoves, Induction
Cooktops, and Small Domestic Appliances. The
category-wise turnover is detailed in the table
below.

('.in Crores)

• The domestic sales registered a growth of 9.8% with
the Sales increasing from ' 2464 Crores to ' 2704
Crores.

• The Sales through MFIs to Rural markets and Canteen
Stores Department (CSD) continued to be a challenge
during the year

• During the year, the traditional channel, comprising
general trade, exclusive stores, e-commerce, and
modern trade, delivered robust growth of 11.6%.
Despite this strong performance, weaker traction in
Rural and CSD tempered the overall domestic market
growth, which stood at 9.8%.

• Judge, positioned as a tactical brand, has demonstrated
strong progress following its repositioning in
FY 2023-24. The brand contributed approximately
'108 crores to sales during the year, compared to
' 68 crores in the previous year—representing a robust
growth of 59%. This performance was supported
by the launch of several new products and a further
expansion of the Company's distribution network
for Judge brand offerings. This brand is segmented
with differentiated product portfolio and distribution
strategy to ensure non-cannibalisation of Prestige
branded sales.

• Exports continued to be impacted by the weak global
economic environment and evolving geopolitical
uncertainties. As a result, export sales during the year
stood at ' 68.3 crores as compared to ' 66.6 crores
in the previous year, reflecting a marginal growth of

2.6%. The ongoing West Asia crisis further affected
performance, with certain orders remaining unfulfilled
due to disruptions and closures of key shipping routes.

• Commodity prices, including aluminium, stainless steel
(SS), tri-ply materials, copper, etc. witnessed an upward
trend from the third quarter of the financial year.
This increase in input costs prompted the Company
to implement selective price revisions across certain
product categories towards the latter part of Q3, with
the objective of safeguarding gross margins during
the year. The upward pressure on commodity prices
has continued even in Q4 and post year-end, driven by
the ongoing West Asia crisis, further intensifying cost
challenges.

• Investment for Long Term Strategy and Plan

o As communicated earlier, your Company had, in
the previous year, articulated a comprehensive
long-term strategy with an overall planned outlay
of approximately ' 500 crores over a period of
three years, commencing from Q4 of FY 2024-25.

o This strategic investment is broadly categorized
into:

Ý Business Excellence Initiatives (Revenue):
' 200 crores

Ý Capital Expenditure (Capex): ' 300 crores

o Under this plan, the Company has been actively
working towards achieving holistic business
excellence, encompassing:

Ý Innovation and product development

Ý Design capabilities

Ý Manufacturing and sourcing efficiencies

Ý Go-to-market strategies with sharper
segmentation

Ý Logistics cost optimization

Ý Customer service enhancement

o Key initiatives undertaken during the year include:

Ý Strengthening innovation teams across
both Kitchen Appliances and Kitchenware
segments

Ý Establishing a dedicated Innovation Lab for
Kitchen Appliances

Ý Streamlining manufacturing operations and
sourcing processes

Ý Driving digitization initiatives across
functions

Ý Implementing cost optimization measures

o The progress across these initiatives remains
aligned with the planned roadmap.

o While most of these efforts are medium- to long¬
term in nature, the Company has already begun

witnessing early benefits during the current
year, with more substantial gains expected as
implementation matures.

o The investment program is designed to strengthen
the core business segments, namely:

Ý Pressure Cookers & Cookware

Ý Domestic Kitchen Appliances (electric and
non-electric)

Ý Select Export Markets with potential

o Where required, the Company continues to
leverage external expertise in specialized domains
to accelerate execution. This strategic plan is
expected to:

Ý Enable sustainable revenue growth

Ý Improve operational efficiency and cost
structures

Ý Deliver long-term value creation

o However, given the upfront nature of certain one¬
time "soft" investments, there may be a temporary
impact on operating EBITDA margins over the next
few quarters. These investments are necessary to
build future capabilities and are expected to yield
returns over time as cost savings and revenue
growth materialize.

o During the current financial year, the Company has
incurred approximately ' 82.6 crores (PY ' 29.8
crores) in soft expenses towards the execution of
its long-term growth strategy. Capital expenditure
was of the order of ' 87 Crores.

• Exceptional Items of expenses

o During the year your Company had incurred
exceptional expenses of ' 26.9 Crores (PY ' 32.3
Crores) as detailed below

Ý Expenditure towards Voluntary Retirement
Scheme ' 9.98 Crores

Ý Incremental impact in provision of Gratuity
and Compensated Absences liability arising
from the change in the definition of wages
under the New Labour Code - ' 16.9 Crores

Ý In the previous year FY 24-25 your company
had incurred exceptional expenses of ' 32.3
Crores towards provision for impairment of
our investment in Horwood Homewares Ltd,
UK considering the continued geo-political
tensions, uncertain timelines on the recovery
of the UK and European economy

• Your Company delivered Operating EBITDA (before
long-term strategic investments and exceptional
items) of ' 386 crores (PY ' 300 Crores); growth of
28.5% and Profit before tax (before long-term strategic
investments and exceptional items) at ' 360 Crores
(PY ' 294 Crores); growth of 22.5%. Operating EBITDA

margin (before long-term strategic investments and
exceptional items) was at a healthy level of 13.9%
(PY 11.9%).

• The depreciation charge was higher at ' 74.4 crores
(PY ' 64.4 Crores) due to investment in fixed assets.

• The Net profit after tax was at ' 185.5 Crores
(PY ' 162.7 Crores); growth of 14.0%.

• The standalone EPS (face value of ' 1/-) was at ' 13.54
(PY ' 11.81)

• As communicated in prior years, your Company does
not pursue a standalone margin-led strategy; instead,
it remains focused on driving sustainable growth while
delivering fair long-term returns on capital employed.
Consistent with this approach, the operating Return
on Capital Employed (ROCE) continued at 29.3%
during the year, (PY 29.3%), reflecting the impact of
an expanded asset base as the Company continues to
invest in its long-term growth strategy.

• The Company is debt-free and carried a comfortable
free cash of over ' 877 Crores (including short term
Liquid investments) as on March 31, 2026.

• The consolidated turnover and profit before tax (before
long-term strategic investments and exceptional
items) of the Company and its subsidiaries amounted
to ' 2974 Crores (PY ' 2715 Crores); growth of 9.5%
and ' 330 Crores (PY ' 276 Crores); growth of 19.6%
respectively.

• Despite a challenging macroeconomic environment
during the year, the Company maintained stable
operational performance. None of the key financial
ratios — including inventory turnover, receivable
turnover, net current asset turnover, margins, and
return on net worth — experienced a variance of 25%
or more compared to the previous year, reflecting
the resilience of the underlying business model and
effective operational management.

• During the year under report your Company introduced
around 162 new SKUs covering Pressure Cookers,
Cookware, Gas Stoves, Induction Cook tops, Mixer
Grinders, Rice Cookers, and other Small Domestic
Appliances.

• Prestige Xclusive network was consolidated and
rationalized where necessary and new outlets were
also added during the year. The number of outlets as
at Mar 31, 2026 was at 711 (PY 667). The network
now covers 324 Towns. The spread of the network is
also evenly distributed between Metros, Mini-Metros,
Tier 1, Tier 2, and Tier 3 cities.

• Service network as of Mar 31, 2026 stands at 568
centres (PY - 487 centres).

The Board of Directors considers the Company's
performance during the year as excellent, particularly in
the context of persistently challenging macroeconomic

conditions and evolving geopolitical developments.
Notwithstanding these external headwinds, the
Company has sustained its leadership position,
maintaining a dominant market share in both value
and volume terms across its key product categories.
Your directors are happy to recommend a dividend of
' 7.50 per share of face value ' 1/- each for FY 2025-26
(PY: ' 6.00 per share of face value ' 1/- each).

C. AWARDS AND RECOGNITIONS

Your Company continued to be recognized by various
agencies for its high-quality performance under various
parameters. During the Financial Year 2025-26, your
Company bagged the following awards/recognitions.

• Superbrand 2025 for Consecutive 20 Years by
Superbrands India Media Private Limited

• Consecutive 2 Years Kitchen Retailer of the year
- 2025 by IREC Awards.

• Consecutive 5 Years Franchisor of the Year Award
2025 by Franchise India

• India's Most Trusted Kitchen Solutions Brand
2025 by TRA's Brand Trust Report

• India's Most Desired Kitchen Solutions brand in
2025 by TRA's Brand Report

• ACEF Award for #Let's get cooking campaign in
Shubhutsav 2025

• The Next Gen Digi content Award for #Let's get
cooking campaign in Shubhutsav 2025

• IMA Awrads for Best Influencer Marketing in
Shubhutsav campaign 2025

• BW Merit Awards for Best Integrated Marketing
for #let's get cooking campaign in Shubhutsav
2025

• E4m IMA awards for Festive marketing in 2025

• DOD award for Best cross channel marketing
campaign on Mother's day 2025

• Driver's of Digital Awards for Best digital
marketing influencer campaign- KKR Knight Bites

• IAMAI's Digital Native Brand Awards for Best
Influencer Marketing Campaign in Shubhutsav

• National Feather Award for Best Marketing
Campaign- #let's get cooking

• Ink Spell Driver's of Digital Awards for Best
Digital Influencer Marketing Campaign #let's get
cooking

• National Feather Awards for Marketing
Campaign of the year for Every Kind of Cook 2025

• E4m IMA award for Best Use of PR - Svachh
Deep Lid Installation at Carter Road 2025

• Won Effie for Marketing Disruptors Product
Award- Efficia Gas stove 2025

• E4m ICMA for Best Integrated PR led content
campaign - TTK Prestige Svachh deep lid
installation at Carter Road 2025

• E4m ICMA for Best Content Marketing by
Media (use of 2 or more mediums)- Andhericha
Raja Ganeshostav with FeverFm

• E4m ICMA for Best Collaboration Video under
Youtube Category- Prestige x KKR IPL Knight bites

• "Top 50 Companies with Great Managers" in
India for 2026 by People Business in partnership
with The Economic Times

D. SUBSIDIARY COMPANIES & CONSOLIDATED RESULTS:

a) Horwood Homewares Ltd, United Kingdom

• The operating subsidiary, Horwood
Homewares Limited (Horwood), reported
sales of £14.0 million during the year,
compared to £14.2 million in the previous
year. The modest decline in revenue was
primarily attributable to the slowdown in
the UK economy and recessionary trends
across the UK, Europe, and the USA — the
key markets in which Horwood operates
— driven in part by prolonged geopolitical
uncertainties.

• The operating EBITDA for the year stood
at £(0.9) million, as against £0.3 million
in the previous year. The decline in EBITDA
was largely due to lower sales volumes
and elevated cost pressures arising from
inflation, notwithstanding an improvement
in gross margins by approximately 3% year-
on-year.

• Your Company remains confident that, with
a recovery in economic conditions across the
UK, Europe, and the USA, Horwood is well-
positioned to achieve improved sales growth
and enhanced profitability going forward.

b) Ultrafresh Modular Solutions Limited, India
Ultrafresh Modular Solutions Limited (Ultrafresh)
reported a turnover of ' 36.3 crores during the
year, as compared to ' 32.5 crores in the previous
year, registering a growth of 11.8%. The Company
reported an EBITDA of ' (7.6) crores, as against
' (9.3) crores in the previous year.

• The higher losses during the period are
primarily attributable to strategic investments
in people and systems aimed at supporting
long-term growth. Ultrafresh is, however,
actively implementing cost optimization
initiatives and remains focused on improving
EBITDA margins over the coming quarters.

• Being a 51% Subsidiary Company their
financials are consolidated appropriately in
the Consolidated Financial Statements.

The consolidated financials are attached to this Annual
Report separately.

E. OUTLOOK & OPPORTUNITIES:

• The Indian economy is expected to continue as
a high-growth engine, supported by resilient
domestic demand, sustained infrastructure
investments, and the rapid expansion of the
digital ecosystem. While global uncertainties and
regulatory complexities persist, India's structural
strengths position it well for continued growth.
Continued focus on infrastructure, innovation,
and financial inclusion will help India navigate
challenges and strengthen its global economic
role.

• India is likely to remain one of the fastest-growing
major economies globally, with GDP growth
expected to remain in the range of 6-6.5%
over the medium term, underpinned by strong
macroeconomic fundamentals.

• Domestic consumption and infrastructure

investments are expected to remain key drivers of
economic expansion, supported by government
initiatives and improving rural and urban demand.

• Evolving global trade dynamics and geopolitical

developments will continue to influence India's
economic trajectory. India's strong trade

relationship with key partners, including the
United States, is expected to play a significant
role, although shifting global trade patterns may
create both opportunities and challenges.

• Fiscal measures, including tax incentives and
consumption-oriented policies, are expected to
support consumer spending. However, uncertainty
around global trade policies and tariff structures,
particularly in key export markets, may temper
some of these benefits.

• The outlook for the consumer durables industry
in India remains positive, with continued growth
expected, driven by rising disposable incomes,
premiumization trends, and increasing adoption
of technology-enabled products.

• The continued expansion of e-commerce and
omnichannel distribution will further enhance
accessibility and convenience for consumers,
particularly in the kitchen appliances segment.

• The ongoing global shift towards diversified
sourcing and the increasing preference for India
as an alternative manufacturing hub, especially
in the context of geopolitical realignments and
trade restrictions, are expected to create export
opportunities. Your Company continues to
collaborate closely with its export customers to
expand product offerings and increase sourcing

volumes, subject to stability in global market
conditions.

• Your Company remains focused on driving
operational efficiencies and cost optimization,
enabling it to sustain healthy profitability even
in scenarios where growth may be impacted by
external factors such as channel disruptions,
geopolitical uncertainties, or climatic variations.

• Backed by its strong brand equity, extensive
distribution network, and exclusive retail presence,
your Company is well-positioned to effectively
reach and serve end consumers across markets.

• Your Company continues to maintain a debt-
free balance sheet, with robust manufacturing
and sourcing capabilities, adequate capacities,
and a strong human capital base, providing the
flexibility to scale up operations swiftly in response
to market demand.

• Under the above circumstance your Company is
confident that it will maintain the growth paths in
the coming year with stable operating margins if
projected GDP growth of 6.2% is achieved.

F. MEDIUM & LONG-TERM STRATEGY:

• To leverage the growth opportunities arising from
the Indian economy, your Company has developed
a comprehensive blueprint to accelerate growth
over the next 3-5 years, with a strong focus
on design, innovation, go-to-market strategy,
operational excellence, and cost optimization.
As outlined earlier, the Company will undertake
appropriate investments—both strategic (soft)
and capital (hard) over the next couple of years
and will continue to engage with external experts
and consultants to support this transformation
journey.

• Your Company remains committed to
strengthening its leadership position in the
kitchen domain by expanding its product portfolio
and driving growth through innovation, brand
building, manufacturing excellence, distribution
reach, sourcing efficiencies, enhanced service
capabilities, and deeper customer engagement.
Focus will continue on reinforcing these core
capabilities to sustain competitive advantage.

• The Company has brought together a leadership
team with a strong blend of experience and
diverse skill sets. In addition, long-term incentive
plans have been implemented to attract, retain,
and motivate talent, aligning employee interests
with the Company's long-term objectives. Your
Company has already commissioned a state of the
art Innovation Centre at Bengaluru and another
being fully upgraded in Hosur. Fresh thrust has
been made to upgrade all the product folios with
significant deployment of resources in design

lead innovation to win consumers for life-time.
The fruits of these efforts are expected to flow in
during the next two years.

• Over the medium to long term, the Company
aims to achieve growth rates exceeding overall
GDP growth, while maintaining healthy operating
EBITDA margins and strong Return on Capital
Employed (ROCE), before accounting for one-time
investments related to strategic initiatives. This
outlook remains subject to external factors beyond
the Company's control, including macroeconomic,
geopolitical, and market conditions.

G. THREATS

The Indian kitchenware industry continues to remain
highly fragmented, with a significant presence of
unorganized and regional players alongside established
organized brands and emerging entrants. The
unorganized segment, with its lower-cost offerings,
continues to exert pricing pressure, particularly in rural
and semi-urban markets, thereby impacting the ability
of organized players to expand market share and
sustain premium positioning.

The operating environment is expected to remain
dynamic, influenced by evolving macroeconomic
conditions and geopolitical developments, including
the ongoing West Asia crisis and shifting global trade
dynamics. These factors, coupled with inflationary
trends, currency volatility, and fluctuations in raw
material and energy costs, could result in increased
input costs and supply chain uncertainties. Any
escalation in geopolitical tensions or changes in tariff
structures may further impact sourcing costs and
logistics.

In a competitive market characterized by high price
sensitivity, the ability to fully pass on cost increases
to customers may remain constrained, which could
have an adverse impact on margins. Additionally, the
industry is witnessing increasing competition from
both organized players and new-age brands, making
continuous product innovation, premiumization,
and differentiation critical for sustaining growth and
market relevance. Any delay in launching new products
or adapting to changing consumer preferences may
affect the Company's performance.

The Company continues to adopt a prudent and agile
approach to cost management, including optimization
of sourcing strategies, improved operational
efficiencies, and calibrated pricing actions. It also
remains focused on strengthening its product portfolio
through innovation and brand investments. These
measures are aimed at mitigating external risks and
maintaining stable EBITDA margins over the medium
term, consistent with its demonstrated performance in
recent years.

H. RISKS AND CONCERNS

The various macroeconomic risks and uncertainties
that could impact the Company have been discussed
in the preceding sections and are primarily attributable
to external factors beyond the Company's control.

I. RISK MANAGEMENT

The Company has constituted a Risk Management
Committee in accordance with the requirements of
the SEBI (LODR) Regulations, the details of which are
provided in the Report on Corporate Governance.

The Company has in place a Risk Management Policy
for identification, assessment, and mitigation of risks,
including those which, in the opinion of the Board,
may threaten the existence of the Company. The
detailed policy is available on the Company's website
www.ttkprestige.com

The Company maintains a structured risk management
framework commensurate with its size and nature of
operations. The framework encompasses identification
and mitigation of key internal and external risks,
including those relating to business strategy,
operations, business continuity, regulatory compliance,
financial reporting, information technology systems,
cybersecurity, and internal controls.

Environmental, social, and governance (ESG)
considerations are also integrated into the risk
management process in line with regulatory
requirements.

The Company continues to engage independent
professional firms to strengthen its risk management
practices and undertake periodic risk audits. The
overall risk framework is reviewed periodically by the
Board to ensure its effectiveness and alignment with
the Company's evolving risk profile.

J. CYBER SECURITY:

The Company maintained a robust information
security and cyber risk management framework during
the year, with no material cybersecurity incidents
reported. Attempted intrusion events were identified
through continuous monitoring mechanisms and were
effectively contained through established incident
response protocols.

In light of the evolving threat landscape, driven
by increasing digital adoption and advancements
in technologies such as artificial intelligence, the
Company recognizes the heightened risk exposure
and expanding attack surface. Accordingly, the
Company continues to strengthen its cybersecurity
posture through the adoption of industry-recognized
standards, implementation of layered security
controls, and enhancement of detection and response
capabilities, including real-time monitoring and threat
intelligence.

The Company's information security framework
encompasses policies and procedures covering access
management, data protection, network security,
vulnerability management, and business continuity.
Periodic assessments, including vulnerability
assessments and risk-based reviews, are undertaken to
ensure the effectiveness of controls.

Further, the Company conducts regular cybersecurity
awareness and training programs for employees to
improve preparedness against phishing, malware, and
other social engineering threats, thereby reinforcing
the human layer of defence.

The Company remains committed to continuously
enhancing its cyber resilience and governance
framework to mitigate emerging risks and safeguard
critical information assets in line with evolving
regulatory and industry expectations.

K. SHARE CAPITAL

The Authorised Capital of your Company is at
'15 crores divided into 15,00,00,000 equity shares of
' 1/- each.

The paid-up equity share capital as on March 31, 2026,
was ' 13.70 Crores (PY ' 13.69 Crores).

The detailed note for change in Share Capital of the
Company is as below:

Employee Stock Option Plan

Your Company has instituted "TTK Prestige Limited
- Long Term Incentive (Stock Option) Plan 2023" to
allot the Stock Options for the eligible employees
with a view to attracting and retaining the best
talent and encouraging employees to align individual
performances with the Company objectives and
promoting their increased participation in the growth
of the Company.

The Nomination and Remuneration Committee
administers these plans. The stock option plans are in
compliance with the Securities and Exchange Board
of India (Share Based Employee Benefits and Sweat
Equity) Regulations, 2021, as amended ("Employee
Benefits Regulations") and there have been no material
changes to these plans during the financial year.
Disclosures on various plans, details of options
granted, shares allotted upon exercise, etc. as required

under the Employee Benefits Regulations are available
on the Company's website at:

https://ttkprestige.com/corporate/investor-centre/corporate-governance/

Employee Benefit Scheme Documents. No employee
was issued stock options during the year equal to or
exceeding 1% of the issued capital of the Company at
the time of grant.

Your Company has received a certificate from the
secretarial auditor confirming implementation of
the plans in accordance with the Employee Benefits
Regulations

During the financial year 2025-26, the Company
allotted 1,010 equity shares (PY: 2,620) pursuant to
exercise of employee stock options. The equity shares
allotted / transferred under the Employee Stock Option
Schemes shall rank pari-passu with the existing equity
shares of the Company.

L. FINANCES

Your Company continues to generate strong post-tax
operating free cash flows, which have been judiciously
deployed towards capital expenditure, strengthening
of a cost-efficient supply chain, and payment of
dividends.

On a standalone basis, the Company remained debt-
free during the year and maintained a strong liquidity
position, with cash and liquid investments exceeding
' 877 crores as at year-end.

M. CAPITAL EXPENDITURE PLANS

Your Company has spent about ' 87 crores in
FY 25-26 (PY ' 39 crores) including automation,
investment in renewable energy, information
technology, and establishing additional lines. The
capex for FY 26-27 is estimated at around '100
crores including normal capex, logistics and capacity
augmentation.

N. INVESTMENTS

Company carries short-term investments in mutual
funds and fixed deposits as a part of treasury operations
as mentioned in para-L. In addition, the Company has
also placed a sum of ' 5 Crores with GramyaHaat
Rural Tech Pvt Limited as Compulsorily Convertible
Debentures (CCD) and a sum of ' 11 Crores as Inter¬
Corporate Deposits with its 51% Indian Subsidiary
M/s. Ultrafresh Modular Solutions Limited.

O. INTERNAL CONTROL SYSTEMS

The Company has in place an adequate system of
internal controls, commensurate with the size, scale,
and complexity of its operations. These controls are
designed to ensure the orderly and efficient conduct of
business, the safeguarding of assets, and the reliability
of financial and operational information.

The Company continues to strengthen its internal
control framework in line with the growth in business
activities and evolving regulatory requirements.
Identified control gaps, if any, are addressed in a
timely manner, and appropriate remedial measures are
implemented.

An independent firm of Internal/Management
Auditors carries out periodic internal audits and
provides recommendations for strengthening the
internal control environment. The audit findings and
corrective actions are reviewed by the Management,
and significant observations, along with their status,
are placed before the Audit Committee at regular
intervals.

P. DEVELOPMENTS IN HUMAN RESOURCES

In line with our strategic objectives, your company
continued its focus on implementing strategic HR
initiatives in the areas of organisational restructuring,
learning and development, talent management, and
succession planning. Transitions at key leadership
levels have been successfully completed. To build a
future-ready organisation, your Company continues to
invest in building organisational capabilities. key talent
has been onboarded in areas such as Innovation and
R&D, Strategy & PMO, Sales & Marketing, Customer
service & Quality etc.

To meet changing business requirements and build a
future-ready workforce, your company continues to
invest in upskilling and reskilling its people through
customised learning & development initiatives. There
is an enhanced focus on leadership development
through visioning and strategy initiatives.

Your company has been awarded with "Top 50
companies with Great Managers" in the Great
Managers Awards event conducted by People Business
in partnership with The Economic Times which is a
testament of our culture that nurtures managerial
excellence.

Recognising employees for going above and beyond
their call of duty and thus creating a positive impact at
the workplace remains an integral part of our culture.
Our signature recognition program, The Prestige
STARs program continues to celebrate such employees
for achieving excellence in their sphere of work while
upholding company's core values.

Pursuing a "Digital First" agenda, your Company
has further advanced its HR digitisation efforts—
streamlining internal HR processes & systems
and enriching the employee experience through
technology-enabled platforms/solutions.

Employee wellbeing remains a key focus area for
your Company. Awareness sessions on physical and
emotional wellbeing were conducted by experts across
all TTK Prestige locations, alongside ongoing efforts

to strengthen safety infrastructure and behavioural
safety training and awareness programmes to ensure
a safe and healthy work environment for all. Employee
engagement initiatives have also been conducted
across locations to enhance the overall employee
experience.

Despite macroeconomic uncertainties and external
headwinds, your company ensured continuity in
its HR policies by implementing timely merit-based
annual increments and disbursing performance-linked
variable pay for FY 2025-26, effective April 01,2026.
Your Company continues to maintain harmonious
Industrial Relations across all manufacturing units to
ensure smooth manufacturing operations. Long-term
wage settlement has been successfully concluded at
the Karjan factory. Your company also implemented a
Voluntary Retirement Scheme (VRS) for the workers at
Hosur factory, and a total of 46 workers opted for the
VRS.

As of March 31,2026, the direct employee headcount
stood at 1476, compared to 1470 in the previous year.
The Company continues to focus on diversity and
inclusion and is committed to providing equal
opportunities and a safe, respectful workplace for all
employees.

FIXED DEPOSIT

Your Company is neither inviting or accepting Deposits
from public or shareholders and hence there are no
deposits outstanding or remaining unpaid as at the
end of March 31, 2026.

DIVIDEND

Your directors are happy to recommend a dividend of
' 7.50 per share of face value ' 1/- each for FY 2025-26.
(PY: ' 6.0 per share of face value ' 1/- each).

In terms of Regulation 43A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 ("Listing Regulations"), the Company has
adopted a Dividend Distribution Policy and the same is
available on the Company's website at:

https://ttkprestige.com/wp-content/uploads/2024/04/DIVIDEND-DISTRIBUTION-POLICYpdf

FUTURISTIC STATEMENTS

This Directors' Report and the Management
Discussion and Analysis included therein may contain
certain statements, which are futuristic in nature.
Such statements represent the intentions of the
Management and the efforts being put in by them
to realize certain goals. The success in realizing these
goals depends on numerous factors both internal and
external. Therefore, the investors are requested to make
their own independent judgments by considering all
relevant factors before taking any investment decision.

CORPORATE GOVERNANCE

Report on Corporate Governance is separately
presented as part of the Annual Report.

BUSINESS RESPONSBILITY & SUSTAINBILITY REPORT

Your Company now forms part of the Top 500 listed
companies of India and is mandatorily required to
provide a Business Responsibly & Sustainability Report
as part of the Annual Report in accordance with the
provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations 2015. This report is
separately presented as part of this Annual Report.
SUSTAINABILITY - ENVIRONMENTAL, SOCIAL AND
GOVERNANCE

The Company remains committed to addressing global
environmental challenges, including climate change
and resource conservation, through sustained focus
on sustainable product design and manufacturing
practices. Key product categories such as pressure
cookers and induction cooktops are designed to
promote energy efficiency and reduce environmental
impact.

The Company continues to undertake design
optimization initiatives and invest in efficient
manufacturing processes aimed at reducing the
consumption of raw materials such as aluminium and
steel, as well as key utilities including water, power,
and fuel. Increasing adoption of renewable energy
sources, including solar power, and the development
of environmentally responsible manufacturing
facilities further support the Company's sustainability
objectives.

These initiatives reflect the Company's ongoing
efforts to minimize its environmental footprint while
enhancing operational efficiency and contributing to
long-term sustainable growth.

During the year, your Company's factories at
Coimbatore, Roorkee and Khardi were certified for
GreenCo - Green Company Rating System by CII
- Sohrabji Godrej Green Business Centre a nationally
recognised framework for assessing environmental
performance of companies.

In the earlier years your Karjan and Hosur factories got
certified for the same. With this all your Company's
factories are certified for GreenCo Ratings. These
certificates are valid for 3 years as detailed below:

Your Company is in the process of improving this
rating further in the coming years.

The report on sustainability is separately presented as
part of Business Responsibility & Sustainability Report.
LISTING

Your Company's shares are listed in the BSE Limited
(BSE) Mumbai and National Stock Exchange of India
Limited (NSE), Mumbai and the applicable listing fees
have been paid.

FURTHER DISCLOSURES UNDER THE COMPANIES
ACT, 2013 AND THE RULES MADE THEREUNDER:

a. Number of Meetings of the Board:

The Board of Directors met five times during the year
2025-26. The details of the Board Meetings and the
attendance of the Directors are provided in the Report
on Corporate Governance.

b. Corporate Social Responsibility (CSR) Committee:

As per the provisions of Section 135 of the Companies
Act, 2013 and the Rules made thereunder, your
Company has in place a Corporate Social Responsibility
Committee which comprises of Dr. Mukund T.T.
as Chairman and Mr. R. Srinivasan, & Mrs. Akila
Krishnakumar as Members. Mr T.T. Jagannathan was
the Chairman of this Committee until he retired from
the Board on August 07, 2025.

The Corporate Social Responsibility (CSR) Policy
enumerating the CSR activities to be undertaken
by the Company, in accordance with Schedule VII
to the Companies Act, 2013 as adopted by the
Board is available on the website of the Company
www.ttkprestige.com. The Annual Report under CSR
Activities is annexed to this report as Annexure A.

The details relating to the meetings convened, etc. are
furnished in the Report on Corporate Governance.

c. Composition of Audit Committee:

The Audit Committee now comprises of
Mr. V. Ranganathan as Chairman and Ms. Sandhya
Vasudevan, Dr. Mukund T.T. & Mr. Prabhakar Jain as
Members.

Mr T.T. Raghunathan, Promoter Director & Chairman of
the Company, was a Members till August 07, 2025.

Dr Mukund T.T., Promoter Director & Vice-Chairman of
the Company was appointed to the Committee with
effect from August 08, 2025.

Three members of the Committee are Independent
Directors. Mrs. Manjula K.V. is the Secretary of the
Audit Committee. More details on the Committee are
given in the Report on Corporate Governance.

d. Related Party Transactions:

During the year under review, the Company has
not entered into any materially significant related
party transactions with its Promoters, Directors, Key
Managerial Personnel, or their relatives that may have
a potential conflict with the interests of the Company.
All related party transactions are placed before the
Audit Committee and the Board for approval, in
accordance with the applicable provisions of the
Companies Act, 2013 and SEBI (LODR) Regulations.
Prior omnibus approval of the Audit Committee is
obtained for transactions that are repetitive or of a
routine nature.

A statement of related party transactions entered into
pursuant to the omnibus approval is placed before the
Audit Committee and the Board on a quarterly basis
for their review and ratification.

The Register of Contracts and Arrangements in which
Directors are interested is maintained in accordance
with statutory requirements and is placed before the
Audit Committee and the Board at regular intervals.

The Board of Directors of the Company, on the
recommendation of the Audit Committee, approved
and adopted a policy on Related Party Transactions, to
regulate the transactions between the Company and
its Related Parties, in compliance with the applicable
provisions of the Companies Act, 2013 and the SEBI
(LODR) Regulations, 2015. The Policy as approved by
the Board is uploaded on the Company's website at
www.ttkprestige.com

The details of the Related Party Transactions in Form
AOC-2 are annexed as Annexure-B to this Report.

e. Directors and Key Managerial Personnel:

None of the Directors is disqualified from being
appointed or holding office as Directors, as stipulated
under Section 164 of the Companies Act, 2013.

(i) Appointment / Re-appointment of Directors:

(a) Late Mr. T.T. Jagannathan - Chairman
Emeritus & Promoter Director of the
Company retired from the Board with effect
from August 07, 2025 after serving the
Board for over 50 years.

The Board placed on record its deep
appreciation for the massive contributions
made by Late Mr. T.T. Jagannathan for
the Company as its Managing Director,
Chairman, Non-Executive Chairman and
Director for over 50 years.

(b) Mr. T.T. Raghunathan & Mr R. Srinivasan are
liable to retire by rotation at the ensuing
Annual General Meeting and are eligible, for
re-appointment.

(ii) Statement on Declaration by the Independent
Directors of the Company:

All the Independent Directors of the Company
have given declarations under Section 149(7)
of the Companies Act, 2013 that they meet the
criteria of independence as laid down under
Section 149(6) of the Companies Act, 2013 and
Regulation 25 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
The terms and conditions of appointment of the
Independent Directors are posted on the website
of the Company www.ttkprestige.com

(iii) Key Managerial Personnel (KMP):

The following managerial personnel are Key
Managerial Personnel (KMP):

• Mr. Venkatesh Vijayaraghavan, Managing Director
& Chief Executive Officer

• Mr. R. Saranyan, Wholetime Director & Chief
Financial Officer

• Mrs. Manjula K.V., Company Secretary &
Compliance Officer

(iv) Performance Evaluation of the Board, its
Committees and Separate meetings of
Independent Directors:

In compliance with the provisions of the Companies
Act, 2013 and Regulation 17(10) of SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, the performance evaluation of
the Board was carried out during the year under
review. During the year, one separate meeting
of Independent Directors was held to consider
various aspects of management of the Company
as well as to review the performance of the Board,
its committees, and non-independent Directors.
More details on the same are given in the Report
on Corporate Governance. The Board evaluation
for FY 2025-26 was completed at the Meeting
held on March 20, 2026.

(v) Remuneration Policy:

Your Company follows a policy on remuneration
of Directors and Senior Management. The policy
is framed by the Nomination and Remuneration
Committee and approved by the Board. The
remuneration (including all components) to
senior management i.e., till one level below the
Executive Directors including functional heads, are
as approved by the Nomination and Remuneration
Committee and the Board. More details on
the same are given in the Report on Corporate
Governance.

f. Auditors:

(i) Statutory Auditors and their Report and
Reappointment:

Audit Report: M/s. PKF Sridhar & Santhanam LLP,
Chartered Accountants have carried out the Audit
for the financial year under review. The Auditors'
Report to the Shareholders for the year under
review does not contain any qualifications.

(ii) Cost Auditor and Cost Audit Report:

Pursuant to Section 148 of the Companies Act,
2013 read with The Companies (Cost Records and
Audit) Amendment Rules, 2014, the Cost Records
of the Company relating to "Stainless Steel
Pressure Cookers and Cookware" are required to
be audited.

The Board of Directors, on the recommendation of
the Audit Committee, appointed Ms. Jayanthi Hari
as Cost Auditor of the Company, for the financial
year 2026-27 and fixed her remuneration.

Ms. Jayanthi Hari has confirmed that her
appointment is within the limits of the Section
141 of the Companies Act, 2013 and has also
certified that she is free from any disqualifications
specified under the provisions of Section 141 of
the Companies Act, 2013.

The Audit Committee also received a Certificate
from the Cost Auditor certifying the independence
and arm's length relationship with the Company.
Pursuant to the provisions of Section 148 of
the Companies Act, 2013 and the Rules made
thereunder, the approval of the Members is
sought by means of an Ordinary Resolution for the
remuneration payable to Ms. Jayanthi Hari, Cost
Auditor, under Item No. 5 of the Notice convening
the Annual General Meeting.

The Cost Audit Report for the year ended March
31, 2026, will be placed before the Audit
Committee and the Board of Directors of the
Company, and filed on or before the due date.

(iii) Secretarial Auditor and Secretarial Audit
Report:

The Board had appointed Mr. Parameshwar G.
Hegde, Company Secretary in Wholetime Practice,
to carry out Secretarial Audit under the provisions
of Section 204 of the Companies Act, 2013 for
the financial year 2025-26. The Report of the
Secretarial Auditor in Form MR-3 is annexed to
this report as Annexure "F". The report does not
contain any qualification.

g. Transfer to Investor Education and Protection Fund.

(i) Unclaimed Dividends for the year ended
March 31, 2018 (Interim and Final):

Your Company has transferred a sum of ' 13,25,580
during the financial year 2025-26 to the Investor
Education and Protection Fund established by
the Central Government, in compliance with
Section 124 of the Companies Act, 2013. The said
amount represents the unclaimed dividends for

the year ended March 31, 2018, which were lying
unclaimed with the Company for a period of seven
years from their respective due dates of payment.
(ii) Transfer of Shares to the Demat Account of the
IEPF Authority for the year ended March 31,
2018:

In accordance with the Investor Education and
Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016 and as amended
from time to time, your Company transferred
4,494 Equity Shares of ' 1/- each fully paid-up, in
respect of which the dividends unclaimed / unpaid
for a period of seven consecutive years.

h. Disclosure with respect to Demat suspense account
/ unclaimed suspense account.

Your Company does not have any Unclaimed Shares.

i. Conservation of Energy:

The prescribed under Rule 8(3) of The Companies
(Accounts) Rules, 2014 relating to conservation of
energy, technology absorption, foreign exchange
earnings and outgo, are furnished in the Annexure C
to this Report.

j. Particulars of Employees:

The information required under Section 197 of the
Companies Act, 2013 and the Rules made thereunder are
annexed to this Report as Annexure D and Annexure E.

k. Subsidiary Companies:

Your Company has an overseas subsidiary by name
TTK British Holdings Limited (TTK Brit) which was
incorporated in the United Kingdom on March 24,
2016 and capitalized during FY 2016-17. TTK British
Holdings Limited holds the entire share capital of
Horwood Homewares Limited which is the operating
subsidiary.

Your Company holds 51% of the equity capital of
Ultrafresh Modular Solutions Limited, a subsidiary of
your Company with effect from January 2023.
Pursuant to Sec.129(3) of Companies Act, 2013, the
Consolidated Financial Statements are attached to this
Annual Report. The particulars of all the subsidiaries
in the prescribed format AOC- 1 is also attached to
the financial statements. In accordance with Sec.136
of the Companies Act, 2013, the Financial Statements
of each of the subsidiaries are available on the website
of the Company www.ttkprestige.com.

l. Loans, Guarantees, and Investments under Section
186 of the Companies Act, 2013:

Your Company had not given any loan, provided any
guarantee or made any investment under Section 186
of the Companies Act, 2013 except for the following:

Your Company holds 1,440 equity shares of ' 10/- each
fully paid in TTK Healthcare Limited, 20,700,000 shares
of GBP 1 each fully paid-up in TTK British Holdings
Limited and 5,32,860 equity shares of ' 10 each fully
paid-up in Ultrafresh Modular Solutions Limited.

m. Significant and Material Orders passed by the
Regulators or Courts:

There are no significant and material orders passed
by the Regulators / Courts which would impact the
going concern status of the Company and its future
operations.

n. Whistle Blower Policy:

In accordance with the provisions of Section 177(9)
of the Companies Act, 2013 and the Rules made
thereunder and also SEBI (LODR) Regulations, 2015,
your Company has in place a vigil mechanism termed
as Whistle Blower Policy, for directors and employees
to report concerns about unethical behaviour, actual
or suspected fraud or violation of the Company's
Code of Conduct or Ethics Policy or Insider Trading
Policy, which also provides for adequate safeguards
against victimization of director(s)/employee(s) who
avail of the mechanism and also provide for direct
access to the Corporate Governance Officer/Chairman
of the Audit Committee / Chairman of the Board in
exceptional cases.

The Whistle Blower Policy is made available on the
website of the Company www.ttkprestige.com

o. Obligation of your Company under the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013:

Your Company has adopted a policy for prevention
of Sexual Harassment of Women at Workplace and
has constituted the necessary Committee/(s) for
implementation of the said policy and deal with any

complaints. During the year, there were no complaints.
Your Company regularly conducts awareness
programmes across its units in this regard.

p. Registered Office: There has been no change in the
location of the Registered Office of your Company.

q. Annual Return: In accordance with the Companies
Act, 2013, the annual return in the prescribed format
is available at www.ttkprestige.com

DIRECTORS' RESPONSIBILITY STATEMENT

As required by Sec.134 (5) read with Sec.134 (3)(c) of the

Companies Act, 2013 your Directors confirm,

a. That in the preparation of the annual accounts, the
applicable accounting standards have been followed,
along with proper explanation relating to material
departures.

b. That they have selected such accounting policies and
applied them consistently and made judgments and
estimates that are reasonable and prudent, so as to
give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the
profit or loss of the Company for that period;

c. That they have taken proper and sufficient care for
the maintenance of adequate accounting records,
in accordance with the provisions of this Act for
safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.

d. That they have prepared the annual accounts on a
going concern basis.

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

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

ACKNOWLEDGEMENTS

Your directors deeply appreciate and acknowledge the
significant and continued co-operation given to your Company
by the Bankers, Financial Institutions, Business Partners, and
the employees of the Company.

For and on behalf of the Board

Place : Bengaluru (T.T. RAGHUNATHAN)

Date : May 22, 2026 Chairman

Registered Office:

Plot No. 38, SIPCOT Industrial Complex,

Hosur - 635 126
Tamil Nadu