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Company Information

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VIP INDUSTRIES LTD.

01 October 2026 | 03:59

Industry >> Packaging & Containers

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ISIN No INE054A01027 BSE Code / NSE Code 507880 / VIPIND Book Value (Rs.) 16.61 Face Value 2.00
Bookclosure 07/02/2024 52Week High 447 EPS 0.00 P/E 0.00
Market Cap. 3988.21 Cr. 52Week Low 278 P/BV / Div Yield (%) 16.90 / 0.00 Market Lot 1.00
Security Type Other

NOTES TO ACCOUNTS

You can view the entire text of Notes to accounts of the company for the latest year
Year End :2026-03 

l Provisions, contingent liabilities and contingent
assets

Provisions: Provisions for Legal claims, Service
Warranties, discounts and returns are recognised
when the Company has a present Legal or constructive
obligation as a result of past events, it is probable
that an outflow of resources will be required to
settle the obligation and the amount can be reliably
estimated. Provisions are not recognised for future
operating losses.

If the effect of time value of money is material,
provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to
the liability. When discounting is used, the increase in
the provision due to passage of time is recognised as
a finance cost.

Contingent liabilities: Contingent liabilities are disclosed
when there is a possible obligation arising from past
events, the existence of which will be confirmed only
by the occurrence or non-occurrence of one or more
uncertain future events not wholly within the control
of the Company or a present obligation that arises
from past events where it is either not probable that
an outflow of resources will be required to settle or a
reliable estimate of the amount cannot be made.

Contingent assets: Contingent assets are disclosed
when there is a possible asset that arises from past

events and where existence of which will be confirmed
only by the occurrence or non-occurrence of one or
more uncertain future events not wholly within the
control of the Company.

m Dividends

Provision is made for the amount of any dividend
declared, being appropriately authorised and no longer
at the discretion of the entity, on or before the end of
the reporting period but not distributed at the end of
the reporting period.

n Earnings per share

i) Basic earnings per share

Basic earnings per share is calculated by dividing
the net profit for the period attributable to the
equity shareholders of the Company, by the
weighted average number of equity shares
outstanding during the financial year, adjusted for
bonus elements in equity shares issued during
the year and excluding treasury shares, if any.

ii) Diluted earnings per share

Diluted earnings per share adjusts the figures
used in the determination of basic earnings per
share to take into account:

• the after income tax effect of interest and
other financing costs associated with dilutive
potential equity shares, and

• the weighted average number of additional
equity shares that would have been
outstanding assuming the conversion of all
dilutive potential equity shares.

o Exceptional items

An item of income or expenses, pertaining to the
ordinary activities of the Company, is classified as
an exceptional item, when the size, type or incidence
of the item merits seperate disclosure in order to
provide better understanding of the performance of
the Company. Accordingly the same is disclosed in the
notes accompanying the financial statements.

2 B OTHER ACCOUNTING POLICIES
a Revenue recognition - Export Benefits

In case of export sales made by the Company, export
benefits arising from Duty Drawback scheme and
Remission of Duties or Taxes on Export Products
Scheme are recognised along with underlying revenue.

b Income Recognition

i) Interest income

Interest income from debt instruments is
recognised using the effective interest rate
method. The effective interest rate is the rate that
exactly discounts estimated future cash receipts
through the expected life of the financial asset to
the gross carrying amount of a financial asset.
When calculating the effective interest rate, the
Company estimates the expected cash flows
by considering all the contractual terms of the
financial instrument (for example, prepayment,
extension, call and similar options) but does not
consider the expected credit losses.

ii) Dividend income

Dividends are recognised in the statement of
profit and loss only when the right to receive
payment is established, it is probable that the
economic benefits associated with the dividend
will flow to the Company, and the amount of the
dividend can be measured reliably.

c Leases - As a lessor

Lease income from operating leases where the
Company is lessor is recognised as income on a straight
line basis over the lease term unless the receipts are
structured to increase in line with expected general
inflation to compensate for the expected inflationary
cost increases.

d Segment reporting

Operating segments are reported in a manner
consistent with the internal reporting provided to the
chief operating decision maker. The chief operating
decision maker of the Company assesses the financial
performance and position of the Company and makes
strategic decisions. The chief operating decision maker
is the Managing director of the Company. Refer note
38 for Segment information presented.

e Investment Properties

Property that is held for long-term rental yields
or for capital appreciation or both, and that is not
occupied by the Company, is classified as Investment
property. Investment property is measured initially at
its cost, including related transaction costs and where
applicable borrowing costs. Subsequent expenditure
are capitalised to the asset's carrying amount only
when it is probable that future economic benefits
associated with the expenditure will flow to the

Company and the cost of the item can be measured
reliably. AH other repairs and maintenance costs are
expensed when incurred. When part of an investment
property is replaced, the carrying amount of the
replaced part is derecognised. Investment properties
(except freehold land) are depreciated using the
straight-line method over their estimated useful lives.

f Intangible assets

a) Patents and trademark

Separately acquired patents and copyrights are
shown at historical cost. They have a finite useful
life and are subsequently carried at cost less
accumulated amortisation and impairment losses.

b) Computer software

Costs associated with maintaining software
programmes are recognised as an expense as
incurred. Development costs that are directly
attributable to the design and testing of identifiable
and unique software products controlled by the
Company are recognised as intangible assets
when the following criteria are met:

• It is technically feasible to complete the
software so that it will be available for use

• Management intends to complete the software
and use or sell it

• there is an ability to use or sell the software

• It can be demonstrated how the software will
generate probable future economic benefits

• Adequate technical, financial and other
resources to complete the development and
to use or sell the software are available, and

• The expenditure attributable to the
software during its development can be
reliably measured.

Capitalised development costs are recorded as
intangible assets and amortised from the point
at which the asset is available for use.

g Contributed Equity

Equity shares are classified as equity. Incremental
costs directly attributable to the issue of new shares
or options are shown in equity as a deduction, net of
tax, from the proceeds.

h Derivatives and hedging activities

Derivatives are only used for economic hedging
purposes and not as a speculative investments.
They are presented as current assets or liabilities to
the extent they are expected to be settled within 12
months after the end of the reporting period.

Derivatives are initially recognised at fair value on
the date a derivative contract is entered into and are
subsequently re-measured to their fair value at the
end of each reporting period. The Company enters
into derivative contracts to hedge risks which are not
designated as hedges. Such contracts are accounted
for at fair value through profit or loss.

i Rounding of amounts

All amounts disclosed in the financial statements and
notes have been rounded off to the nearest Rupees in
Crores (upto two decimals), unless otherwise stated as
per the requirement of Schedule III of the Companies
Act 2013.

3 CRITICAL ESTIMATES AND JUDGMENTS

In the application of the Company's accounting policies,
which are described in note 2, the management
is required to make judgement, estimates, and
assumptions about the carrying amounts of assets
and liabilities that are not readily apparent from other
process. The estimates and associated assumptions
are based on historical experience and other factors
that are considered to be relevant. Actual results may
differ from these estimates.

The estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the
estimate is revised if the revision affects only that
period, or in the period of the revision and future period
if the revision affects both current and future period.

The following are the critical estimates and judgements,
that have the significant effect on the amounts
recognised in the standalone financial statements.

i) Estimation of Provisions and Contingent
Liabilities

The Company exercises judgment in measuring
and recognising provisions and the exposures to
contingent liabilities which are related to pending
litigation or other outstanding claims. Judgement is
necessary in assessing the likelihood that a pending
claim will succeed, or a liability will arise, and to
quantify the possible range of the financial settlement.
Because of the inherent uncertainty in this evaluation
process, actual liability may be different from the
originally estimated as provision. Although there can
be no assurance of the final outcome of the legal
proceedings in which the Company is involved, it is not
expected that such contingencies will have a material
effect on its financial position or profitability. (Refer
note 39)

ii) Estimation of rebates, discounts and sales
returns

The Company's revenue recognition policy requires
estimation of rebates, discounts and sales returns.
The Company has a varied number of rebates/discount
schemes offered which are primarily driven by the
terms and conditions for each scheme including the
working methodology to be followed and the eligibility
criteria for each of the scheme. The estimates for
rebates/discounts need to be based on evaluation
of eligibility criteria and the past trend analysis. The
Company estimates expected sales returns based on
a detailed historical study of past trends. [Refer Note
2A(c) and 24]

iii) Estimation of useful life of Property, Plant
and Equipment, Intangible assets, Investment
properties

Property, Plant and Equipment, Intangible assets,
Investment properties represent a significant
proportion of the asset base of the Company. The
charge in respect of periodic depreciation is derived
after determining an estimate of an asset's expected
useful life and the expected residual value at the
end of its life. The useful lives and residual values of
Company's assets are determined by management at
the time the asset is acquired and reviewed periodically,
including at each financial year end. The useful lives
are based on historical experience with similar assets
as well as anticipation of future events, which may
impact their life, such as changes in technology. (Refer
note 4, 5 and 6)

iv) Estimation of provision for inventory

The Company writes down inventories to net realisable
value based on an estimate of the realisability of
inventories. Write downs on inventories are recorded
where events or changes in circumstances indicate
that the balances may not realised. The identification
of write-downs requires the use of estimates of net
selling prices of the down-graded inventories. Where
the expectation is different from the original estimate,
such difference will impact the carrying value of
inventories and write-downs of inventories in the
periods in which such estimate has been changed.

v) Estimation of defined benefit obligation

The Company provides defined benefit employee
retirement plans. The present value of the defined
benefit obligations depends on a number of factors that
are determined on an actuarial basis using a number of
assumptions. The assumptions used in determining the
net cost (income) for post employments plans include
the discount rate, salary escalation rate, attrition rate
and mortality rate. Any changes in these assumptions
will impact the carrying amount of such obligations.

The Company determines the appropriate discount
rate, salary escalation rate and attrition rate at the end
of each year. In determining the appropriate discount
rate, the Company considers the interest rates of
government bonds of maturity approximating the
terms of the related plan liability and attrition rate
and salary escalation rate is determined based on the
Company's past trends adjusted for expected changes
in rate in the future. (Refer note 27)

vi) Estimated fair value of Financial Instruments

When the fair value of financial assets and financial
liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets,
their fair value is measured using valuation techniques
including Discounted Cash Flow Model. The inputs to
these models are taken from observable markets
where possible, but where this is not feasible, a degree
of judgement is required in establishing fair values.
Judgements include considerations of inputs such
as liquidity risks, credit risks and volatility. Changes
in assumptions about these factors could affect the
reported fair value of financial instruments.

vii) Estimation of provision for warranty claims

The Company offers warranties for its products.
Management estimates the related provision for
future warranty claims based on historical warranty
claim information, as well as recent trends that might
suggest that past cost information may differ from

future claims. The assumptions made in relation to the
current period are consistent with those in the prior
year (Refer note 35).

viii) Impairment of trade receivable

The impairment provisions for trade receivable are
based on expected credit loss method. The Company
uses judgement in making the assumptions in
calculating the default rate required for identifying the
provision as per the expected credit loss method at the
end of each reporting period. (Refer note 14)

ix) Leases

The Company evaluates if an arrangement qualifies
to be a lease as per the requirements of Ind AS 116.
Identification of a lease requires significant judgment.
The Company uses significant judgement in assessing
the lease term (including anticipated renewals) and the
applicable discount rate. The Company determines the
lease term as the non-cancellable period of a lease,
together with periods covered by an option to extend
the lease if the Company is reasonably certain to
exercise that option. The lease term is determined
without considering an option to terminate the lease,
if the Company is reasonably certain not to exercise
that option. In assessing whether the Company is
reasonably certain to exercise an option to extend
a lease, or not to exercise an option to terminate a
lease, it considers all relevant facts and circumstances
that create an economic incentive for the Company
to exercise the option to extend the lease, or not
to exercise the option to terminate the lease. The
discount rate is generally based on the incremental

borrowing rate specific to the lease being evaluated
or for a portfolio of leases with similar characteristics.

Critical estimates and judgments

x) Shared Based compensation benefits

The company provides share based compensation
benefits to its employees as per the Employee
Stock Appreciation Rights Plan. Liabilities for the
Company's share appreciation rights are recognised
at the fair value of options using the Black-Scholes
options pricing model which is widely used globally
for valuing employee stock options. The Black-Scholes
model requires consideration of certain variables
like volatility, risk free rate, expected dividend yeild,
expected option life, market price and excercise price.

xi) Deferred tax recognition

Deferred tax assets (DTA) is recognized only when
and to the extent there is a reasonable probability or
estimate that the Company will have sufficient taxable
profits in the future against which such assets/losses
can be utilized. Management judgment is required to
determine the amount of deferred tax assets that can
be recognized, based upon the likely timing and the
level of future taxable profits.

xii) Investments in Subsidiaries

Investments in subsidiaries, lncluding equity Investment
and other Investments, are tested for impairment
whenever events or changes in circumstances indicate
that the carrying amount may not be recoverable.
An impairment loss is recognised for the amount by
which the carrying amount of investments exceeds its
recoverable amount.

Notes :

i) Contractual obligations :

Refer note 47 for disclosure of contractual commitments for the acquisition of property, plant and equipment.

ii) For details pertaining to title deeds of immovable properties not held in the name of Company, please refer note 49.

iii) Capital work-in-progress :

Capital work-in-progress mainly comprises of moulds and other routine infrastructure enhancements. Please refer
the capital work-in-progress ageing schedule below:

iv) Refer note 12 C for 'Assets classified as held for sale' disclosed above.

v) This refers to Assets transferred to 'Investment properties' during the year. (Refer note 5)

Estimation of fair value

The Company obtains independent valuations for its investment properties at Least annually based on current prices
in an active market for properties of similar nature or recent prices of similar properties. The fair value of investment
properties is based on valuation by an independent registered valuer as defined under Rule 2 of the Companies
(Registered Valuers and Valuations) Rules, 2017. The main inputs used are the rental growth rates and market rates
bases on comparable transactions.

(b) Rights, preferences and restrictions attached to shares

The Company has one class of equity shares having a par value of ' 2 per share. Each shareholder is eligible for one
vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders
in the ensuing Annual General Meeting, except in case of interim dividend. In the event of Liquidation, the equity
shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts,
in proportion to their shareholding.

(c) Shares reserved for issue under options

Information relating to VIP Employees Stock Appreciation Rights Plan, including details of rights granted, exercised,
forfeited and expired during the financial year and rights outstanding at the end of the reporting period, is set out in
note 45.

1) The Charge on the current assets of the Company has been created for above mentioned secured working capital
Loans and undrawn borrowing facilities at the end of the reporting period. The working capital facilities are having
maturity of less than 180 days from disbursement. The interest rate for working capital loans is in the range of
7.75% to 8.50% per annum.

2) The Liabilities under supplier finance arrangement amount disclosed above represents the extended Interest
bearing credit (Bill discounting) facility availed by the Company beyond the due date as per credit terms. Under
this arrangement the supplier is eligible to receive payment from the bank on due date as per credit terms. The
Interest for the extended credit period has been presented under Finance Cost. The Interest rate for the above
facility ranges between 7.0%-8.5% per annum and is having maturity of less than 180 days.

Supplier finance arrangements :

• The Company decides which invoices will be financed.

• The financier pays the MSME supplier on the 45th day from the date of acceptance.

• The Company pays the financier on the 180th day from the date of acceptance.

• The financing terms are negotiated by the Company, and it bears interest in the range of 7.0%-8.5% on the credit
availed beyond 45 days.

v) The total cash outflows for Leases for the year ' 88.97 Crores (March 31, 2025: ' 82.43 Crores)

vi) Variable lease payments

Some property Leases contain variable payment terms that are Linked to sales generated from a store. For individual
store, lease payments are on the basis of variable payment terms with percentages on sales. Variable lease payments
that depend on sales are recognised in profit and loss in the period in which the condition that triggers those
payments occurs.

vii) Extension and termination options

Extension and termination options are included in a number of Leases across the Company. These are used to maximise
operational flexibility in terms of managing the assets used in the Company's operations.In case of termination, the
difference between the right of use assets and related lease liability is charged to profit and loss account.

37 MANAGERIAL REMUNERATION

Pursuant to the provisions of section 197, 198 and other applicable provisions of the Companies Act, 2013 (the 'Act') read
with Schedule V of the said Act,as amended, the Company at the ensuing annual general meeting will be seeking the
approval from the shareholders of the Company for the waiver of recovery of excess managerial remuneration paid
'5.32 Crores for the period from April 01, 2025 to March 31, 2026, through a special resolution.The shareholders have
already approved the excess managerial remuneration of ' 1.03 Crores proposed to be paid for the newly appointed
Director vide postal ballot ending on December 18, 2025. Accordingly, the total excess managerial remuneration paid
during the year was ' 6.35 Crores.

38 SEGMENT REPORTING

In accordance with Accounting Standard Ind AS- 108 “Segmental Reporting”, the Company has determined its business
segment as manufacturing and marketing of luggage, bags and accessories. Since more than 99% of business is from
manufacturing and marketing of luggage, bags and accessories, there are no other primary reportable segments.
Thus, the segment revenue, total carrying amount of segment assets, total carrying amount of segment liabilities,
total cost incurred to acquire segment assets, total amount of charge of depreciation and amortisation, other material
items of Income and expenses during the year are all as is reflected in the financial statements as at and for the year
ended March 31, 2026.

(i) Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments
that are a) recognised and measured at fair value and b) measured at amortised cost and for which fair values are
disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining
fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting
standard. An explanation of each level follows underneath the table.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes Listed equity
instruments that have quoted price. The fair value of alt equity instruments which are traded in the stock exchanges
is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in
level 3. This is the case for unlisted equity securities and unlisted preference shares are included in level 3.

There are no transfers between levels 1, 2 and 3 during the year.

(ii) Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

• Investments in quoted equity instruments are valued using the closing price at Bombay Stock Exchange (BSE) at
the reporting period.

• the use of Net Assets Value ('NAV') for valuation of mutual fund investment. NAV represents the price at which the
issuer will issue further units and will redeem such units of mutual fund to and from the investors.

• the fair value of the preference shares is determined based on present values and the discount rates used were
adjusted for counterparty risk and country risk.

42A FINANCIAL RISK MANAGEMENT

The Company's activities expose it to market risk, liquidity risk, credit risk and interest risk.

This note explains the sources of risk which the entity is exposed to and how the entity manages the risk.

The Company has a robust risk management framework comprising risk governance structure and defined risk
management processes. The risk governance structure of the Company is a formal organisation structure with defined
roles and responsibilities for risk management.

The Company's risk management is carried out by a central treasury department under the guidance from the board
of directors. Company's treasury identifies and evaluates financial risks in close co-ordination with the Company's
operating units. The board provides written principles for overall risk management, as well as policies covering specific
areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non¬
derivative financial instruments, and investment of excess liquidity. There is no change in objectives and process for
managing the risk and methods used to measure the risk as compared to previous year.

1) Credit risk :

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer
contract, leading to financial loss. The Credit risk mainly arises from receivables from customers, investments
securities, cash and cash equivalents, and deposits with banks and financial institutions.

a) Trade receivables

Trade receivables are typically unsecured and are derived from revenue earned from customers. Credit risk has
been managed by the company through credit approvals, establishing credit limits and continuously monitoring
the creditworthiness of customers to which the company grants credit terms in the normal course of business.
On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment
loss or gain.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to
'265.68 Crores as at March 31, 2026 (March 31, 2025 : ' 368.18 Crores). Trade receivables are typically unsecured
and are derived from revenue earned from customers located in India as well as outside India.The Company
establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in
respect of trade receivables.

The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer.
The demographics of the customer, including the default risk of the industry, the country and the state in which
the customer operates, also has an influence on credit risk assessment.

Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the
creditworthiness of customers to which the Company grants credit terms in the normal course of business.

b) Cash and cash equivalents:

As at the year end, the Company held cash and cash equivalents of ' 23.82 crores (March 31, 2025: '27.62 crores).
The cash and cash equivalents are held with bank and financial institution counterparties with good credit rating.
12-months expected credit losses is used as basis for recognition of loss provision.

c) Other Bank Balances:

Other bank balances are held with bank and financial institution counterparties with good credit rating. 12-months
expected credit losses is used as basis for recognition of loss provision.

d) Investment in mutual funds:

The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties
that have a good credit rating. The Company does not expect any losses from non-performance by these counter¬
parties. 12-months expected credit losses is used as basis for recognition of loss provision.

e) Other financial assets:

Other financial assets are neither past due nor impaired. 12-months expected credit losses is used as basis for
recognition of loss provision.

f) Investments in debt instruments:

Investments in debt instruments are neither past due nor impaired. Majority of the debt instruments are held
within the group i.e. in subsidiaries of the Company.

2) Liquidity risk :

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due.
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability
of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out
market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in
funding by maintaining availability under committed credit lines including Bill discounting faclilities. To mitigate the
risk of Bill discounting arrangement being unavailable or inadequate, the company treasury has arranged for other
credit facilities adequately. Management monitors rolling forecasts of the Company's liquidity position (comprising
the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows.

(ii) Maturity pattern of financial liabilities

The amounts of trade payables and Payables related to capital goods disclosed in the table are undiscounted
contractual cash flows, where as other financial liabilities and Lease liabilities are at discounted cash flows.

3) Market risk :

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. Market risk comprises of risks namely interest rate risk, currency risk and other price risk,
such as commodity risk.

A) Market Risk- Foreign currency risk

The Company operates internationally and portion of the business is transacted in several currencies and
consequently the Company is exposed to foreign exchange risk through its sales in overseas and purchases from
overseas suppliers in various foreign currencies. Foreign currency exchange rate exposure is partly balanced by
purchasing of goods, commodities and services in the respective currencies. The Company closely monitors the
movement in foreign currency exchange rates to strategise the timing operations and effectively optimise the
overall exposure.

Unhedged foreign currency exposure

(a) Particulars of unhedged foreign currency exposures as at the reporting date

The Company's exposure to foreign currency risk at the end of the reporting period expressed in equivalent in
INR Rupees is as follows:

B) Market Risk- Other price risk

(a) Exposure

The Company is mainly exposed to the price risk due to its investment in equity instruments and investment in
mutual funds held by the Company and classified in the balance sheet either as fair value through OCI or at fair
value through profit or loss. The price risk arises due to uncertainties about the future market values of these
investments. To manage its price risk arising from investments in equity securities, the Company diversifies its
portfolio The majority of the Company's equity investments are publicly traded.

(b) Sensitivity

The table below summarizes the impact of increases/decreases of the BSE index on the Company's equity and
Gain/Loss for the period. The analysis is based on the assumption that the index has increased by 5 % or
decreased by 5 % with all other variables held constant, and that all the Company's equity instruments moved
in line with the index.

C) Market Risk- Interest rate risk

The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's debt
obligations with floating interest rates. The Company manages its interest rate risk by monitoring the movements
in the market interest rates closely.

42B CAPITAL MANAGEMENT
(a) Risk management

The Company's objectives when managing capital are to safeguard the Company's ability to continue as a going
concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal
capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company may
adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets
to reduce debt.

B) Defined benefit plan
a) Gratuity:

The Company provides for gratuity for employees as per the Payment of Gratuity Act, 1972. Employees who are
in continuous service for a period of 5 years or more are eligible for gratuity. The amount of gratuity payable
on retirement/ termination is the employees last drawn basic salary per month computed proportionately for
fifteen days salary multiplied by the number of years of service. The gratuity plan is a funded plan and the
Company makes contributions to the "VIP Industries Limited Employees Gratuity Fund Trust". The Company does
not fully fund the liability and maintains a target level of funding to be maintained over a period of time based
on estimations of expected gratuity payments.

b) Provident Fund

Provident fund for eligible employees is managed by the Company through the "VIP Industries Limited
Employees Provident Fund Trust", in line with the Provident fund and Miscellaneous Provisions Act 1952.
The plan guarantees interest at the rate notified by the Provident Fund Authorities. The contribution by the
employer and employee together with the interest accumulated thereon are payable to employees at the
time of their separation from the Company or retirement whichever is earlier. The benefits vest immediately
on rendering the services by the employee. The Company does not currently have any unfunded plans.

I n terms of the guidance note issued by the Institute of Actuaries of India for measurement of provident
fund liabilities, the actuary has provided a valuation of provident fund liability and based on the assumptions
provided below, there is no shortfall as at March 31, 2026. The Company has contributed '4.09 Crores (March
31,2025: '4.67 Crores) towards VIP Industries Limited Employees Provident Fund Trust during the year ended
March 31, 2026.

Further, the Key Management personnel compensation above includes (wherever applicable) the share based payment
expense which is accounted during the year, at fair value at the time of grant of the Share appreciation rights, as
prescribed under the Ind AS 102 on Share Based Payment and variable pay on payment basis.

Key Management personnel compensation above includes a reversal of ' 1.43 Crores towards unvested Share
appreciation rights reversed during the year on account of cessation of employment of a Key Management personnel.

The perquisite value calculated under the Income Tax Act 1961, on the grant of fully paid up equity shares of the
company during the year, in accordance with the terms and conditions of the VIP Employees Stock Appreciation
Rights plan 2018, is as follows-

g) Terms and conditions

ALL transactions were made on normal commercial terms and conditions and at market rates.

ALL outstanding balances are unsecured and are payable in cash.

45 EMPLOYEE STOCK APPRECIATION RIGHTS

The Nomination and Remuneration Committee of the Board of Directors of the Company at its various meetings held
during the year, approved to grant new stock appreciation rights to eligible employees of the Company, in accordance
with the terms and conditions of the VIP Employees Stock Appreciation Rights plan 2018 named 'ESARP 2018' as
approved by the sharehoLders of the Company on JuLy 17, 2018. AccordingLy, during the year the Company has granted
720,000 (March 31, 2025 : 277,500) stock appreciation rights to eligible employees resulting in a net expense of
' 2.23
Crores (March 31, 2025 :
' 2.48 Crores) during the year ended March 31, 2026. During the year ended March 31, 2026,
the eligible employees of the Company exercised 178,900 (March 31, 2025 : 192,350) stock appreciation rights, in
accordance with the terms and conditions of the VIP Employees Stock Appreciation Rights plan 2018. Consequently
the Company has issued 32,142 (March 31, 2025 : 67,822) fully paid up equity shares of ' 2 each of the company during
the year ended March 31, 2026, to the eLigibLe empLoyees, as approved by the ALLotment Committee of the Board of
Directors of the Company. Accordingly the company has transferred ' 4.75 Crores (March 31, 2025 : ' 5.05 Crores) to
the Securities Premium during the year ended March 31, 2026.

The fair value of the ESAR's (Grant date May 13, 2025) was determined using the BLack SchoLes model using the
foLLowing inputs at the grant date.

ii) Other commitments

For Lease commitments, refer note 36

48 EXCEPTIONAL ITEM

The Exceptional item of ' 63.03 Crores disclosed for the year ended March 31, 2026 relates to gain of ' 63.53 Crores
towards sale of non-core assets of the Company and a net loss of '0.50 Crores towards full and final settlement
against the insurance claim lodged by the Company, with reference to a loss of property, plant and equipment and
inventories that were destroyed due to a fire at the Company's regional warehouse at Guwahati on May 17, 2025.

49 ADDITIONAL REGULATORY INFORMATION

(i) Title deeds of Immovable Property not held in name of the Company

The title deeds of all the immovable properties (other than properties where the company is the lessee and the lease
agreements are duly executed in favour of the lessee) are held in the name of the company. (Refer note 4, 5 and 12C).

(ii) Details of Benami property Held

No proceedings have been initiated on or are pending against the Company for holding benami property under the
Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(iii) Borrowings secured against current assets

The Company has borrowings from banks and financial institutions on the basis of security of current assets. The
quarterly returns or statements of current assets filed by the Company with banks and financial institutions are in
agreement with the books of accounts other than those as set out below.

(iv) Wilful Defaulter

The Company has never been declared as wilful defaulter by any bank or financial institution or government or any
government authority.

(v) Relationship with struck off companies

The Company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.

(vi) Compliance with number of layers of companies

The Company has complied with the number of Layers prescribed under the Companies Act, 2013.

(vii) Compliance with approved scheme(s) of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous
financial year.

(viii) Utilisation of borrowed funds and share premium

The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party)
with the understanding (whether recorded in writing or otherwise) that the Company shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries.

(ix) Undisclosed income

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments
under the Income Tax Act, 1961, that has not been recorded in the books of account.

(x) Details of crypto currency or virtual currency

The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(xi) Valuation of PP&E, intangible asset and investment property

The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets
or both during the current or previous year.

(xii) Registration of charges or satisfaction with Registrar of Companies

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the
statutory period.

(xiii) Utilisation of borrowings availed from banks and financial institutions

The borrowings obtained by the Company from banks and financial institutions have been applied for the purposes
for which such loans were was taken.

51 As per the requirements of rule 3(1) of the Companies (Accounts) Rules 2014, the Company has used accounting
software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and that
has operated throughout the year for all relevant transactions recorded in the software, except that the audit trail is
not maintained in case of modification by certain users with specific access and the audit trail is not maintained for
direct database changes. The Company did not notice any instance of audit trail feature being tampered with. The
Company has established and maintained an adequate internal control framework and based on its assessment,
believes that this was effective as of March 31, 2026. Further, the audit trail has been preserved by the Company as
per the statutory requirements for record retention.

52 There was a proceeding of investigation/search initiated in respect of the Goods and Service Tax (GST) registration of
the Company for Maharashtra state under section 67 of the Maharashtra Goods & Service Tax Act, 2017 and the Central
Goods & Service Tax Act, 2017 during the year. The Company has paid a GST amounting to
' 14.11 Crores, comprising
of tax of
' 8.63 Crores which is available as Input tax credit and Interest of ' 4.78 Crores which along with certain
other ineligible tax credit totaling to
' 5.48 Crores has been expensed off. There is no material adverse impact on the
financial position of the Company.

53 The Company was involved in an ongoing litigation regarding the use of a trademark. The Division Bench of Hon'ble
Delhi High Court vide order dated July 1, 2025, has dismissed the appeal filed by the Company against the interim
order granting injunction in favour of the Company dated July 17, 2023. The Company had filed a special leave petition
before the Hon'ble Supreme Court of India against the order of the Division Bench of Hon'ble Delhi High Court. The
Hon'ble Supreme Court of India vide its order dated August 01, 2025 disposed off the special leave petition allowing
the Company six months to sell the existing stock subject to conditions mentioned therein. The Hon'ble Supreme Court
of India vide its order dated January 23, 2026 has granted a further extension of four months to continue selling the
Carlton luggage. The aforesaid matter remains sub-judice and based on legal opinion the management has assessed
that the Company has strong merit in respect of the aforesaid matter.

54 Subsequent to the year end, the office of Company Secretary is vacant w.e.f May 04, 2026, and the Company is in the
process of appointing Whole-time Company Secretary.

55 The standalone financial statements are approved for issue by the board of directors at their meeting conducted on
May 15, 2026.