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DIRECTORS' REPORT

Page Industries Ltd.

GO
Market Cap. ( ₹ in Cr. ) 52133.21 P/BV 34.99 Book Value ( ₹ ) 1,335.92
52 Week High/Low ( ₹ ) 50590/38850 FV/ML 10/1 P/E(X) 71.50
Book Closure 13/08/2025 EPS ( ₹ ) 653.71 Div Yield (%) 1.93
Year End :2025-03 

Your Directors take pleasure in presenting the 30th
Annual Report of the Company together with its audited
accounts for the year ended 31 March 2025.

FINANCIAL RESULTS

Financial results for the year under review are summarised
below:

C in Millions, except earnings per share)

Particulars

2024-25

2023-24

Revenue from operations (net)

49,349

45,692

Profit before Interest, Depreciation & Tax

11,242

8,922

Less: Finance Cost

464

449

Profit before Depreciation and Tax

10,778

8,473

Less: Depreciation

992

908

Profit before Tax

9,786

7,565

Less: Tax

2,495

1,873

Profit for the year

7,291

5,692

Other comprehensive income, net of tax -
gains/ (losses)

(42)

25

Total Comprehensive income, net of tax

7,249

5,717

Retained earnings- Opening Balance

14,706

12,447

Profit for the year

7,291

5,692

Less:

Interim Dividends

9,146

3,458

Re-measurement ( /-) on defined benefit plans

42

(25)

Transfer to any reserve

-

-

Retained earnings- Closing Balance

12,809

14,706

Earnings per share (Basic / Diluted) (')

653.71

510.31

FINANCIAL HIGHLIGHTS & PERFORMANCE

During the financial year under review, the revenue from
operations increased from '45,692 million in the previous
financial year to '49,349 million, reflecting a growth of 8%.

Profit Before Tax (PBT) for the year stood at '9,786
million, as compared to '7,565 million in the previous
financial year, marking an increase of 29%.

Profit After Tax (PAT) for the year amounted to '7,291
million, against '5,692 million in the previous financial
year, representing a growth of 28%.

During the year under review, despite the headwinds of
volatile consumer demand and unpredictability at the

marketplace, the Company achieved modest revenue
growth resulting in strong profit margins and good
profit growth. The primary focus during the year was to
stabilize sales operations and partner inventory with the
implementation and maturity of the Auto Replenishment
System. This was backed by improved production
efficiency and optimization of working capital, especially
inventory across the supply chain.

The Company remains committed to investment in
technology, product portfolio, brand promotion and
expanding market reach, while maintaining strong operating
margins. The Company is transitioning to
SAP S4HANA,
Salesforce Distribution Management System, and a new
Human Resource Management System as part of its broader
digital transformation journey. This move will streamline
operations and lay the foundation for a scalable, innovative
digital ecosystem that supports growth, adaptability and
responsiveness in a dynamic business environment.

The e-commerce channel experienced high growth during
the year on the back of expansion in the quick commerce
channel, reflecting changing consumer purchasing habits
and a strong focus on enhancing our online presence.
Various initiatives are being implemented to further
strengthen the D2C channel including the Consumer Data
Platform, to enhance Marketing Technology and setting up
of Dark Stores to enhance consumer experience.

The Company remains committed to investing in its long¬
term objectives, with a strategic focus on several key
areas. These include strengthening the product portfolio,
expanding general trade distribution, growing large-format
and exclusive brand stores, enhancing the D2C business,
improving customer experience, fostering continuous
channel-partner and consumer engagement, building the
brand, and ensuring a robust supply chain.

DIVIDEND

During the year 2024-25, your Directors have declared
interim dividends on 8 August 2024 (Interim dividend
of ' 300 per share), 7 November 2024 (Interim dividend
of ' 250 per share), 5 February 2025 (Interim dividend
of ' 150 per share) and 15 May 2025 (Interim dividend
of ' 200 per share) on an equity share value of ' 10
each, amounting to ' 10,038 million. In total, four interim
dividends have been declared and paid. The Board has
not recommended any final dividend.

Dividend Distribution Policy, in terms of Regulation
43A of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 is available on the Company's website at
https://www.pageind.com/policies-documents

Dividends have been accounted as per IND AS, as
detailed in “IND AS Statement of Change in Equity” of
the financial statement.

EXPANSION AND NEW INVESTMENTS

The Company remains committed to investing in the
future and its long-term objectives. The Company is well
positioned to meet increase in demand through a well-
defined combination of in-house expansion and strategic
outsourcing.

Two new in-house manufacturing units are being
established. A new manufacturing unit spanning a built-
up area of 650,000 sq ft commenced test operations in
Odisha. With an in-house raw material warehouse, men's
innerwear manufacturing unit and dedicated facilities for
socks and elastics, this unit will be amongst the largest
manufacturing facilities in the country. Designed with a
strong focus on both productivity and employee well¬
being, this state-of-the-art plant will set new benchmarks
in energy efficiency and sustainable practices. The facility
is expected to achieve IGBC Platinum Certification,
and its in-house quality lab will be accredited by the
National Accreditation Board for Testing and Calibration
Laboratories (NABL).

Parallely, a new manufacturing plant is under
construction at KR Pete in Karnataka, the second unit
in the region, inspired by the success of the existing KR
Pete facility. Spanning 250,000 sq ft, this new plant is
dedicated to premium men's innerwear and will support
sew-to-pack, elastic manufacturing and raw material
warehouse operations in due course.

In addition to in-house expansion, outsourcing capacities
will be expanded in collaboration with strategic, high-
quality supply-chain partners. Operational excellence
and automation remain key focus areas to further
enhance productivity and efficiency.

Further, to expand & enlarge enhance distribution
capabilities and to enhance consumer experience,
the Company will be establishing dedicated Regional
Distribution Centres (RDCs) and Dark Stores for both
Jockey and Speedo in East and West regions.

In addition to physical expansion and investments, the
Company will be investing significantly in technology across
the value chain including a new Distribution Management
System (
SalesforceTM), a new Enterprise Planning System
(
SAPTM S4HANA), a new Human Resource Management
System and Consumer Data Platform.

We are pleased to announce that the Company has been
awarded the exclusive marketing and distribution rights for
Jockey in the regions of Saudi Arabia, Bahrain, and Kuwait,
further expanding our presence in the GCC Countries.

JOCKEY

With consistent investments and efforts for over three
decades, the
Jockey brand enjoys excellent brand scores
across all key metrics. The brand has an Awareness Score
of 96% and a Most Preferred Brand Score of 60% for its
target audience making it amongst the best consumer
brands in the world across product categories.

As of March 2025, the brand is distributed across 2,713
cities and towns with 1,453 Exclusive Brand Stores in
India. In addition to this, internationally, the Company
has 13 Exclusive Brand Stores outside India including 9
in UAE and 1 each in Sri Lanka, Nepal, Oman and Qatar.

Further, the brand has a strong presence online including
its brand website
www.jockey.in, as well as major
e-commerce and quick-commerce platforms.

SPEEDO

The Speedo brand continues to maintain an envious
leadership position in the Swimwear Industry with strong
brand metrics in the swim category. As of March 2025,
the brand is distributed across 150 cities and towns with
36 Exclusive Brand Stores. The brand has a strong online
presence including its brand website
www.speedo.in, as

well as major e-commerce and quick-commerce platforms.

ENVIRONMENT, HEALTH, AND SAFETY

During the year under review, we continued our journey
towards excellence in Environment, Health, and Safety
(EHS) by aligning our efforts with organizational goals,
regulatory requirements, and global best practices. Our
primary focus was to foster a culture that promotes
proactive safety, health, and environmental performance.
This year, we established our EHS objectives through
comprehensive risk assessments, aspect and impact
studies, and alignment with Company policies. This
approach ensured that our initiatives were focused,
relevant, and impactful, significantly enhancing
workplace EHS practices.

Enhanced EHS Compliance at EBS: We successfully
addressed EHS self-assessment observations across
1,394 retail locations.

External Audit Compliance: We have implemented
appropriate measures, fully addressing the observations
raised by external auditors across all manufacturing units.

Employee Training and Capability Building: Each
employee completed a minimum of 6 hours of EHS
training. We have developed four online training modules,
set to launch in FY 2025-26, to further enhance learning
and engagement.

Ergonomics and Process Automation: We have
introduced automated systems, including conveyors for
material handling and stackers for lifting, significantly
reducing manual interventions and the risk of repetitive
strain injuries.

Employee Health and Wellness: We have ensured
100% employee participation in health check-ups,
demonstrating our commitment to early detection and
preventive healthcare.

Sustainable Waste Management: We have transitioned
four waste streams from incineration to recycling,
aligning with our sustainability goals and supporting
circular economy efforts.

Commitment to Chemical Safety (ZDHC): We have
maintained full compliance with the Zero Discharge of
Hazardous Chemicals (ZDHC) program and achieved
zero usage of ZDHC-restricted substances.

Injury Reduction and Workplace Safety: We have
reduced first aid injuries by 60.83% compared to the
previous year, validating the effectiveness of our hazard
identification and control measures. We achieved zero
lost-time incidents, marking another year of exceptional
workplace safety performance.

Fire Safety Enhancements: We have strengthened fire
protection infrastructure by completing the installation
of sprinkler systems at four units and upgrading fire
detection systems at two units.

Risk Management Initiatives: We have implemented
12 risk management programs to identify, evaluate,
and control workplace hazards, further strengthening
our culture of safety and resilience. The following are
key initiatives implemented under risk management
program: End Plate Fall Prevention, Straight Knife Blade
Guard, Fabric Inspection Machine Bonding & Earthing,
Grinding & Drilling Machines Guarding, Heat Platen Bed
Guarding & Interlock and Overlock Machine Blade Guard.

Emergency Preparedness and Response: We have
identified nine types of emergencies: fire, dog bite,
electrical shock, food poisoning, lift entrapment,
personal injury, skin rupture, snake bite, insect bite, and
chemical spillage. Mock drills were conducted for each
scenario, accounting for a total of 57,238 training hours,
ensuring employees are thoroughly prepared to respond
effectively in emergency situations.

Employee Engagement and Safety Culture: We continued
to encourage operator-level participation through
National Safety Week, World Environment Day, and other
key events. We organized five competitions, recognizing
and rewarding 130 employees, reinforcing the culture of
safety, awareness, and environmental responsibility

EHS Suggestions and Continuous Improvement: We

have implemented 100% of EHS suggestions received
from employees.

Page Industries Limited was Honored with the
“Outstanding Performance (Gold 4 Star Trophy)” in the
Workplace OHS&E Excellence Award category by the
World Safety Organization (WSO), India

We have in place an Internal Complaints Committee (ICC)
in compliance with the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act
2013 (POSH Act). The committee members routinely
meet employees, conduct awareness sessions and
deal with complaints, if any, promptly and in a manner
prescribed by law.

PROSPECTS

The Company is encouraged by the enduring brand
equity, image and leadership position of both
Jockey
and Speedo in their respective markets. The Company
is committed to invest and continue its concerted efforts
towards enhancing consumer and channel-partner
experience across all facets of the brands.

In spite of consistent growth across all product categories
and consumer segments over the years, the Indian
market offers a significant head room for growth across
all categories of the
Jockey brand. Our assessment of
consumer penetration for brand
Jockey for a tightly
defined addressable market stands at 17%-19% for Men's
Innerwear, 6%-7% for Women's Innerwear, 9%-10% for
Socks and 6%-7% for Athleisure.

The Jockey brand will continue to significantly
enhance product portfolio with plans to address new
consumer segments through dedicated product lines
and collaborations. The brand will also see consistent
upgradation of its existing product portfolio to enhance

usage experience for its vast consumer base. The brand
will continue to invest in expansion in the offline space
both through General Trade and Modern Retail channels
with concerted efforts in penetrating & going deep in the
Tier 2 and Tier 3 markets. The online business will see
more than proportionate focus in further strengthening
our position across marketplace and brand sites.

The Company recently concluded a study by the global
marketing research firm Kantar on the swimming
market in India. The study reflects
Speedo's consumer
penetration in the range of 5%-7% for Swimwear and
4%-6% for Swim Equipment, providing a huge headroom
for growth. In addition to enhancing and expanding the
product offering to the Indian market across Swimwear
and Equipment, the brand will focus on expanding brand
presence in the market with special focus on the online
business channel. Your directors are confident that the
Speedo business will show healthy growth in the coming
years, further strengthening its dominant position in the
premium swimwear market.

With continued support from Jockey International, USA,
and Speedo International, UK, backed by our strong
in-house product development, back-end capabilities,
manufacturing expertise and our continuously evolving
state-of- the- art technology, combined with a very strong
distribution network, we remain optimistic about the
prospects of both brands and expect continued healthy
sales growth and profitability in the coming years, further
consolidating our position in the premium market for
Innerwear, Athleisure, Socks, Swimwear & Swim equipment.

HUMAN RESOURCES/INDUSTRIAL RELATIONS

A detailed section on Human Resources/Industrial
Relations is provided in the Management Discussion and
Analysis Report, which forms part of this Annual Report.

BOARD OF DIRECTORS AND KEY MANAGEMENT
PERSONNEL

During the year under review, six Board Meetings and
four Audit Committee Meetings were duly convened
and held; the details of which are given in the Corporate
Governance Report along with the details of composition,
category, dates of the meeting, attendance and such
other details.

The Board of Directors consists of a balanced profile of
members specializing in different fields that enables it to
address the various business needs of the Company, while
placing very strong emphasis on corporate governance.

DIRECTORS

Vacation of Mr. Shahendar Ramesh Genomal as Alternate
Director

Mr. Shahendar Genomal (DIN: 00931184) vacated the
office of Alternate Director to Mr. Ramesh Genomal
(Original Director, DIN: 00931277) since the Original
Director attended the meeting on 8 August 2024.

Cessation of Mr. G. P. Albal and Ms. Rukmani Menon as
Independent Directors:

Pursuant to the provisions of the Companies Act, 2013, the
second terms of independent directorship of Mr. G. P. Albal
(DIN: 00185820) and Ms. Rukmani Menon (DIN: 02370521)
ceased with effect from 13 August 2024 and 30 September
2024, respectively. The Board expressed its sincere
appreciation and commended their significant contributions.

Appointment of Dr. Shravan Subramanyam and Ms. Naina
Krishna Murthy as Independent Directors

In place of the retiring Independent Directors, Dr. Shravan
Subramanyam (DIN: 00695586) and Ms. Naina Krishna
Murthy (DIN: 01216114) were appointed as Independent
Directors with effect from 14 August 2024 and 1 October

2024, respectively. In the opinion of the Board, Dr. Shravan
Subramanyam and Ms. Naina Krishna Murthy possess
the required integrity, expertise and experience for
appointment as Independent Directors of your Company.

Cessation of Mr. Sandeep Maini and Mr. Vikram Shah as
Independent Directors:

Pursuant to the provisions of the Companies Act, 2013,
the second terms of independent directorship of Mr.
Sandeep Maini (DIN: 01568787) and Mr. Vikram Shah
(DIN: 00119565) will cease with effect from 27 May

2025. The Board expressed its sincere appreciation and
commended their significant contributions.

Appointment of Mr. Suresh Eshwara Prabhala and Mr.
Dinesh Ramkrishin Malkani as Independent Directors

Based on recommendation of the Nomination and
Remuneration Committee, the Board of Directors, at its
meeting held on 15 May 2025, appointed Mr. Suresh Eshwara
Prabhala (DIN: 02130163) and Mr. Dinesh Ramkrishin
Malkani (DIN: 06621722) as Independent Directors with
effect from 28 May 2025 for a period of 5 years, subject
to the approval of shareholders at the ensuing AGM. In the
opinion of the Board,Mr. Suresh Eshwara Prabhala and Mr.
Dinesh Ramkrishin Malkani possess the required integrity,
expertise and experience for appointment as Independent
Directors of your Company.

Re-appointment / Continuation of Directorship

Pursuant to the provisions of the Companies Act 2013
and the Articles of Association of the Company, Mr.
Sunder Genomal [DIN 00109720] and Mr. Shamir
Genomal [DIN 00871383], Directors of the Company will
be retiring by rotation at the ensuing AGM and being
eligible, have offered themselves for re-appointment.
The Board recommends their re-appointment.

Pursuant to Regulation 17(1A) of the SEBI LODR
Regulations, the Board recommends continuation
of Mr. Ramesh Genomal (DIN: 00931277) as Non¬
Executive Director beyond 75 years of age, subject to
shareholders' approval, in recognition of his valuable
contributions and expertise.

Pursuant to Regulation 36(3) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations 2015, details
relating to appointment and re- appointment of Directors
at the AGM are provided in the Notice to the members.

Key Managerial Personnel

In Compliance with Section 203 of the Companies
Act 2013, the Board of Directors of Company has the
following Key Managerial Personnel:

1. Mr. Ganesh V S [DIN 07822261] - Managing
Director;

2. Mr. Shamir Genomal [DIN 00871383] - Deputy
Managing Director;

3. Mr. Karthik Yathindra - Chief Executive Officer
(Effective from 01 April 2025);

4. Mr. Deepanjan Bandyopadhyay - Chief Financial
Officer; and

5. Mr. C Murugesh - Company Secretary.

Committees of the Board of Directors

The Company has constituted the following committees
in compliance with the Companies Act 2013 and SEBI
(Listing Obligations and Disclosure Requirements)
Regulations 2015:

1. Audit Committee,

2. Nomination and Remuneration Committee,

3. Stakeholders Relationship Committee,

4. Risk management Committee and

5. Corporate Social Responsibility (CSR) Committee.

The brief description, composition and other requisite
details of the above committees are provided in the
Corporate Governance section of this Annual Report.

During the year under review, the Board of Directors
have accepted all the recommendations of the above
Committees.

Nomination and Remuneration Policy

The Board has, on the recommendation of the
Nomination and Remuneration Committee, framed
a policy for selection, appointment of Directors
and Senior Management personnel and to fix their
remuneration. The Nomination and Remuneration
Policy is available in the Company's website,
httpsi/fwww.pageind.com/investor-relationship. The

salient features of the policy is provided in the Corporate
Governance report.

During the year under review, the non-executive
directors of the Company had no pecuniary relationship
or transactions with the Company, other than sitting fees
and remuneration under section 195 of the Companies
Act, 2013 and reimbursement of expenses, if any.

Corporate Social Responsibility

Annual Report on Corporate Social Responsibility (CSR)
containing composition of CSR Committee and its terms
of policy is provided in Annexure-I. The CSR policy of
the Company is available on the Company's website on
httpsi/fwww.pageind.com/policies-documents

The following CSR activities were carried out during the
year under review:

PAGE Scholarship Program - Provides financial
support to students who have completed 10th
Standard and are planning to pursue Pre-University
Courses (PUC), Diploma, or ITI (Industrial Training
Institute) programs.

PAGE EduCare Program - Supply of ceramic
green boards and benches to government schools

Free Education, Medical Aid, and Skill
Development
for the tribal community (Vanavasi
Kalyana Karnataka)

Mid-Day Meals for government school students
(Akshaya Patra)

Skill Building of Underserved Women

(Samarthanam)

Hostel Facility and Education Support for

students (Colours of Life)

PAGE Health Care Initiatives - Support for heart
surgeries and Supply of medical equipment and
ambulance vehicles to government hospitals

During the financial year 2024-25, the Company spent
' 155.85 million on CSR activities. This includes ' 29.09
million from the unspent CSR account for FY 2021-22,
' 35.76 million from the unspent CSR account for FY

2022- 23, and ' 91.00 million from the current year's
CSR requirement. This represents an 84% increase
compared to the previous financial year 2023-24.

As per PAGE's CSR policy, the majority of the Company's
CSR expenditure continues to be directed towards
educational programs. Between FY20-21 and FY22-23,
the Company was unable to fully utilize the prescribed
CSR amount due to disruptions and delays caused
by the COVID-19 pandemic. The closure of schools in
particular impacted project implementation timelines
and stakeholder engagement, resulting in a significant
increase in the unspent CSR account balance.

With the easing of constraints and a return to normal
operations, the Company has, from the financial year

2023- 24 onwards, sharpened its focus on education
and healthcare by laying strong foundations to scale
up these initiatives. As a result, the Company's CSR
contributions have increased significantly over the past
two financial years—by 30% and 84%, respectively.
The balances in the unspent CSR accounts have been
reducing steadily. This renewed focus aims to scale up
ongoing initiatives and support impactful new projects,
thereby addressing earlier shortfalls and reinforcing
our commitment to social responsibility.

During the year under review, the Company spent
'91.00 million against a prescribed CSR obligation of
'148.54 million. The unspent CSR amount of '57.54
million has been transferred to the Unspent Corporate
Social Responsibility Account, in compliance with
Section 135(6) of the Companies Act, 2013. This
amount will be utilized within the prescribed timeline
for the ongoing projects, as detailed in the CSR Report.

Evaluation of Board of Directors, Committees and
Directors

Pursuant to the provisions of the Companies Act,
2013 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has carried
out an annual performance evaluation of its own
performance, performance of directors individually
and working of the Board Committees. The manner of
evaluation is explained in the Corporate Governance
Report. Independent Directors met separately to evaluate
the Non-Independent Directors and Chairman of the
Board. Your Directors have expressed their satisfaction
with the evaluation results.

Vigil Mechanism / Whistle Blower Policy

The Company has constituted a Vigil mechanism / Whistle
Blower mechanism to report genuine concerns relating
to unethical behaviour, actual or suspected fraud. The
details are explained in the Corporate Governance Report.
The Policy is available on the Website of the Company at
https://www.pageind.com/investor-relationship.

Complaint received during the under review has been
dealt with appropriately under the above policy. The
Company has not received any serious complaint under
Vigil mechanism / Whistle Blower policy during the year
under review

Related party transactions

All related party transactions that were entered during
the financial year were at arm's length basis and were in
the ordinary course of business. There was no materially
significant related party transaction made by the Company
with Promoters, Directors, Key Managerial Personnel or
other designated persons, which may have a potential
conflict with the interest of the Company at large.

All Related Party Transactions were placed before the
Audit Committee and the Board for approval. Prior
omnibus approval of the Audit Committee has been
obtained for the transactions which are of foreseen and
repetitive nature. The transactions entered, pursuant to
the omnibus approval so granted, are placed before the
Audit Committee and the Board of Directors for their
approval on a quarterly basis.

The Company has framed a Related Party Transactions
policy for identification and monitoring of such
transactions. The policy on Related Party Transactions
as approved by the Board is available on the website
at
https://www.pageind.com/investor-relationship.
The related party transaction in AOC-2 is marked as
Annexure-II.

Related party transactions pursuant to the SEBI(LODR)
Regulations 2015 and the Companies Act 2013 are
provided in notes to the Financial statements.

Risk Management

Risk Management is an ongoing process within the
Organization. We have a robust risk management
framework to identify, monitor and minimize risks. The
Board has a policy to oversee the risk mitigation performed
by the executive management, which includes identification,
assessment, monitoring and reporting of risks. The major

risk and mitigation plans have been explained in the
Management Discussion and Analysis Report. During the
year under review, two meetings were conducted to review
the Risk Management framework.

Ratio of remuneration

Details / Disclosures of Ratio of Remuneration to
each Director to the median employee's remuneration
pursuant to Section 197 of the Companies Act 2013,
read with rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, are
provided in Annexure-III.

The statement containing names of top ten employees
in terms of remuneration drawn and the particulars of
employees as required under Section 197(12) of the
Act read with Rule 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is provided in a separate annexure
forming part of this report. Further, the report and the
accounts are being sent to the Members excluding the
aforesaid annexure. In terms of Section 136 of the Act,
the said annexure is open for inspection and any Member
interested in obtaining a copy of the same may write to
the Company Secretary.

Listing

Shares of the Company are listed in the Bombay Stock
Exchange Limited, Mumbai (BSE) and National Stock
Exchange of India Limited, Mumbai (NSE) and the listing
fees have been duly paid.

AUDITORS

Statutory Auditors: At the 26th AGM, the members of the
Company, appointed M/s. S.R. Batliboi & Associates LLP,
Chartered Accountants, Bengaluru (Firm Registration
No. 101049W / E300004) as Statutory Auditor of the
Company for a second term of 5 years commencing from
the conclusion of 26th AGM till the conclusion 31st AGM.
Accordingly, they hold office up to the conclusion of the
ensuing 31st Annual General Meeting of the Company.

The Auditors have not reported any fraud under section
143 (12) of the Companies Act, 2013.

Secretarial Auditor: Pursuant to the provisions of Section
204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014, the Board of Directors has appointed Mr. R
Vijayakumar, Company Secretary in Practice [FCS-6418;

COP- 8667] to undertake the Secretarial Audit of the
Company for the financial year 2024-25.

The Report of the Secretarial Audit Report forms part of
this Annual report marked as Annexure- IV

The Statutory and Secretarial Auditors reports to the
shareholders for the year under review do not contain
any materially significant qualification, reservation,
adverse remark or disclaimer.

Pursuant to the provisions of Section 204 of the
Companies Act, 2013 and the Companies (Appointment
and Remuneration of Managerial Personnel) Rules 2014,
and Regulation 24A of SEBI (LODR) Regulation 2015,
the Board of Directors has recommended to appoint
M/s. Padmavathi & Vijayesh Associate LLP, Practicing
Company Secretaries [LLPIN :ACI-9072] to undertake
the Secretarial Audit of the Company for the period of
five years from the financial year 2025-26 subject to
approval of shareholders at the ensuing AGM.

Cost Records and Cost Audit: - For the year under review,
maintenance of cost records and the cost auditing is not
applicable pursuant to Notification G.S.R.01(E) dated 31
December 2014.

CORPORATE GOVERNANCE

We are committed to maintaining the highest standards
of corporate governance. The report on corporate
governance as stipulated in the SEBI (Listing Obligations
and Disclosure Requirements) Regulations 2015
forms part of the annual report. A certificate from the
Practicing Company Secretary regarding compliance
with conditions of Corporate Governance is also annexed
to the report on Corporate Governance.

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Management Discussion and Analysis Report is enclosed
as part of this Annual Report.

Internal Control System and Adequacy: The details are
provided in the Management Discussion Analysis.

Business Responsibility and Sustainability Report

In compliance with the SEBI(LODR) Regulations 2015,
the Business Responsibility and Sustainability Report is
provided in Annexure -V

DECLARATION OF INDEPENDENT DIRECTOR

The Company has received declaration from Independent
Directors of the Company that they meet with the criteria
of their Independence laid down in Section 149 of the
Companies Act, 2013 and SEBI(LODR) Regulations 2015.

INDUSTRIAL RELATIONS

Industrial relations are cordial at all levels and your
Directors sincerely acknowledge the exemplary
dedication of all its employees.

Deposits: The Company has not accepted any deposits
during the year under review. There is no outstanding
deposit as on 31 March 2025.

Particulars of Loans, Guarantees or Investments:
Disclosure on particulars of loans and investments are
provided in notes to the financial statements.

Significant and Material Orders Passed by the Regulators
or Courts: No significant and material orders were passed
by the regulators or courts or tribunals impacting the
going concern status and Company's future operations.

Material changes and commitments: No material changes
and commitments affecting the financial position of the
Company have occurred between the end of the financial
year and date of report.

Implementation of Corporate action: The Company
has declared four interim dividends, which were duly
implemented.

Unclaimed dividends and transfer of shares to IEPF:
Details on Unclaimed dividends and transfer of shares to
IEPF are provided in the Corporate Governance Report.

Secretarial Standards: During the year under review
applicable Secretarial Standards have been duly
complied with.

Annual return: Pursuant to Section 92(3) read
with Section 134(3)(a) of the Act, the Annual
Return is available on the Company's website on
httpsi/Www.pageind.com/investor-relationship

Unclaimed Shares Suspense Account: There are no shares
remaining unclaimed and lying in the escrow account.

ENERGY, TECHNOLOGY AND FOREIGN
EXCHANGE

Information on conservation of energy, technology
absorption, foreign exchange earnings and outgo,
pursuant to Section 134(3)(m) of the Companies Act,
2013 read with the Companies (Accounts) Rules, 2014:

a. Conservation of Energy

In alignment with our sustainability vision, numerous
initiatives have been undertaken to optimize energy
usage and significantly reduce carbon emissions. Energy
efficiency practices are embedded in all our operations,
with clear targets for teams to implement advanced
technologies and high-performance, safe machinery.

We are in the final phase of implementing a Group Captive
Solar Project across all manufacturing plants, which is
expected to reduce overall grid power consumption by
55%. Complementary energy-saving measures include
the use of air boosters, centralized exhaust systems,
light load reduction, BLDC fans, VFD compressors, and
harmonic filters.

Additionally, our effective water management project is
already yielding considerable benefits.

b. Technology Absorption, Adaptation and
Innovation - Research and Development

To support continuous improvement, we are upgrading
technology across product development, raw material
innovation, and manufacturing processes. Key focus
areas include:

• Product Lifecycle Management (PLM)

• Business Process Reengineering (BPR)

• Marker optimization

• Automation in hook & eye attachment, welt
pocket making, and elastic attachment

• Advanced floor management systems for both
garment and elastic production units.

These initiatives are aimed at enhancing operational
efficiency, product quality, and customer
responsiveness across the value chain.

The nature of activities of the Company does not
warrant any exclusive R&D department.

c. Foreign Exchange Earnings and Outgo

Foreign exchange earnings during the year were ' 113
million from exports of goods. Outflow owing to royalty,
import of raw materials, machinery, spares etc. amounted
to
' 1859 million.

DIRECTORS’ RESPONSIBILITY STATEMENT

In compliance of Section 134(5) of the Companies Act,
2013, the Directors of your Company confirm that:

• In the preparation of the annual accounts, the
applicable accounting standards had been followed
along with proper explanation relating to material
departures;

• They had selected such accounting policies and
applied them consistently and made judgments and
estimates that are reasonable and prudent to give a

true and fair view of the of the Company at the end
of the financial year and of the profit of the Company
for that period;

• They had 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;

• They had prepared the annual accounts on a going
concern basis;

• They had laid down internal financial controls to be
followed by the Company and that such internal
financial controls are adequate and were operating
effectively;

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

GENERAL

Your Directors acknowledge the support given by the
Licensors, M/s Jockey International Inc., USA, and M/s
Speedo International Limited, UK as well as all our
business associates. The Board also wishes to place
on record their sincere thanks and appreciation to the
Central Government, Karnataka State Government,
Odisha State Government and various other State
Governments, bankers, suppliers, channel partners
and all other stakeholders, including wholehearted
dedication and cooperation extended by the employees
at all levels.

By Order of the Board For and on behalf of the Board of
Directors

Sunder Genomal V S Ganesh

Chairman Managing Director

[DIN: 00109720] [DIN: 07822261]

Bengaluru
15 May 2025