BSE Prices delayed by 5 minutes... << Prices as on Aug 04, 2025 >>   ABB  5092.5 ATS - Market Arrow  [-5.65]  ACC  1790.15 ATS - Market Arrow  [-0.22]  AMBUJA CEM  605.1 ATS - Market Arrow  [-0.64]  ASIAN PAINTS  2449.75 ATS - Market Arrow  [0.84]  AXIS BANK  1068.45 ATS - Market Arrow  [0.55]  BAJAJ AUTO  8184.55 ATS - Market Arrow  [1.79]  BANKOFBARODA  241.2 ATS - Market Arrow  [2.59]  BHARTI AIRTE  1915.05 ATS - Market Arrow  [1.59]  BHEL  241.4 ATS - Market Arrow  [4.23]  BPCL  317.85 ATS - Market Arrow  [0.08]  BRITANIAINDS  5785.2 ATS - Market Arrow  [-0.31]  CIPLA  1515.45 ATS - Market Arrow  [0.95]  COAL INDIA  374.75 ATS - Market Arrow  [0.63]  COLGATEPALMO  2253.45 ATS - Market Arrow  [-0.13]  DABUR INDIA  529.45 ATS - Market Arrow  [-0.82]  DLF  793.65 ATS - Market Arrow  [2.12]  DRREDDYSLAB  1225.4 ATS - Market Arrow  [0.48]  GAIL  174.65 ATS - Market Arrow  [0.20]  GRASIM INDS  2788.2 ATS - Market Arrow  [2.42]  HCLTECHNOLOG  1474.3 ATS - Market Arrow  [1.47]  HDFC BANK  1992.25 ATS - Market Arrow  [-0.99]  HEROMOTOCORP  4534.45 ATS - Market Arrow  [5.14]  HIND.UNILEV  2541.55 ATS - Market Arrow  [-0.38]  HINDALCO  687.7 ATS - Market Arrow  [2.31]  ICICI BANK  1463 ATS - Market Arrow  [-0.57]  INDIANHOTELS  749.45 ATS - Market Arrow  [1.16]  INDUSINDBANK  803.9 ATS - Market Arrow  [2.58]  INFOSYS  1480.35 ATS - Market Arrow  [0.66]  ITC LTD  416.65 ATS - Market Arrow  [0.04]  JINDALSTLPOW  980.5 ATS - Market Arrow  [3.75]  KOTAK BANK  1996.95 ATS - Market Arrow  [0.24]  L&T  3630.05 ATS - Market Arrow  [1.13]  LUPIN  1883 ATS - Market Arrow  [0.94]  MAH&MAH  3200 ATS - Market Arrow  [1.26]  MARUTI SUZUK  12363.85 ATS - Market Arrow  [0.52]  MTNL  45.38 ATS - Market Arrow  [-0.70]  NESTLE  2277.35 ATS - Market Arrow  [0.06]  NIIT  121.95 ATS - Market Arrow  [7.49]  NMDC  71.89 ATS - Market Arrow  [2.06]  NTPC  332.1 ATS - Market Arrow  [0.38]  ONGC  234.95 ATS - Market Arrow  [-0.80]  PNB  104.65 ATS - Market Arrow  [1.45]  POWER GRID  288 ATS - Market Arrow  [-1.10]  RIL  1411.3 ATS - Market Arrow  [1.27]  SBI  795.65 ATS - Market Arrow  [0.21]  SESA GOA  431.2 ATS - Market Arrow  [1.61]  SHIPPINGCORP  211.3 ATS - Market Arrow  [0.38]  SUNPHRMINDS  1641 ATS - Market Arrow  [0.73]  TATA CHEM  974.65 ATS - Market Arrow  [1.91]  TATA GLOBAL  1072 ATS - Market Arrow  [0.19]  TATA MOTORS  653.65 ATS - Market Arrow  [0.76]  TATA STEEL  159.6 ATS - Market Arrow  [4.31]  TATAPOWERCOM  387.05 ATS - Market Arrow  [-0.58]  TCS  3074.9 ATS - Market Arrow  [2.39]  TECH MAHINDR  1475.45 ATS - Market Arrow  [2.53]  ULTRATECHCEM  12252.85 ATS - Market Arrow  [1.22]  UNITED SPIRI  1339.55 ATS - Market Arrow  [1.30]  WIPRO  246.05 ATS - Market Arrow  [1.34]  ZEETELEFILMS  119.15 ATS - Market Arrow  [2.41]  

Arvind Ltd.

Directors Report

NSE: ARVINDEQ BSE: 500101ISIN: INE034A01011INDUSTRY: Textiles - Denim

BSE   Rs 316.55   Open: 319.60   Today's Range 313.25
319.60
 
NSE
Rs 315.90
+0.35 (+ 0.11 %)
+2.05 (+ 0.65 %) Prev Close: 314.50 52 Week Range 271.55
450.40
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 8275.04 Cr. P/BV 2.36 Book Value (Rs.) 134.04
52 Week High/Low (Rs.) 450/297 FV/ML 10/1 P/E(X) 23.41
Bookclosure 25/07/2025 EPS (Rs.) 13.49 Div Yield (%) 1.19
Year End :2025-03 

Your Directors are pleased to present the 94th Annual Report along with the Audited Financial Statements of the Company for the
financial year ended 31st March, 2025.

1. Financial Results

Highlights of Financial Results for the year are as under:

Standalone

Consolidated

Year ended
March, 2025

Year ended
March, 2024

Year ended
March, 2025

Year ended,
March, 2024

Turnover & Operating Income

7632.32

7100.46

8328.81

7737.75

Profit before Finance Costs, Depreciation and
Amortisation Expenses, Extraordinary Items & Tax
Expenses

830.36

790.04

918.59

886.04

Less: Finance costs

160.22

150.82

165.77

159.30

Profit before Depreciation and Amortisation
Expenses, Extraordinary Items & Tax Expenses

670.14

639.22

752.82

726.74

Less: Depreciation and Amortisation Expenses

216.88

212.77

258.71

265.82

Profit before Share of Profit of a Joint Venture,
Exceptional Items and Tax Expenses

453.26

426.45

494.11

460.92

Less: Exceptional Items

25.77

22.40

0.00

(2.46)

Add: Share of profit/(loss) of Joint Ventures

NIL

NIL

(1.24)

(0.08)

Profit Before Tax

427.49

404.05

492.87

463.30

Current Tax

106.30

112.39

121.90

129.31

(Excess)/Short Provision of Earlier Years

(2.66)

4.03

(2.43)

3.94

Deferred Tax

83.57

(17.27)

6.02

(22.58)

Profit for the Year

240.28

304.90

367.38

352.63

2. Company’s Performance

FY25 was characterized by two significant disruptions:
India’s general elections and an illegal workers’ strike.
Despite the unrelated yet impactful nature of these events,
commendable resilience was demonstrated by Arvind
Limited. The strike, which occurred at the company’s
largest textile unit in Santej, persisted for 21 days before
being resolved unconditionally. Normal operations have
since been resumed, reflecting the effectiveness of the
management’s response and the strength of the trust that
has been cultivated with the workforce.

Adverse impacts from the strike were experienced across
several key segments - Woven, Denim, and the Industrial &
Human Protection divisions of Advanced Materials Division
(AMD) - resulting in an estimated revenue loss of ?200 crore
and an EBITDA impact of ?71 crore. Throughout this period,

steadfast support was extended by stakeholders including
customers, vendors, and government authorities. Gratitude
is expressed for their backing, and continued commitment
is maintained toward open dialogue, transparency, and the
resolution of grievances.

For the full year FY25, revenue was recorded at ?8,329
crore, with an EBITDA of ?919 crore, translating into an
EBITDA margin of 11%. When normalized for the impact
of industrial action and associated production losses and
additional costs, revenue and EBITDA would have increased
by 10% and 12% respectively, aligning with the base case
projections established at the year’s outset.

Debt levels were maintained, while free cash flow from
operations amounting to nearly ?760 crore was generated
during the year, which fully funded the capital expenditure
of nearly ?450 crore in FY25.

The company’s balance sheet has been significantly
strengthened in recent years through the implementation
of a disciplined capital allocation strategy, a streamlined
debt profile, and an optimized capital structure,
accompanied by consistent free cash flow generation
year over year.

These outcomes reflect a firm commitment to innovation,
customer-centricity, and sustainability, along with the
capability to navigate a dynamic market environment with
agility and precision-consolidating Arvind’s position as a
trusted industry leader.

Globally, the environment continues to remain volatile,
influenced by rising conflicts and geopolitical uncertainties.
Global supply chains and economic outlooks have been
materially affected. Nonetheless, encouraging signs have
been observed in domestic demand, which is expected to
gain momentum in the upcoming festive quarters and into
Spring 2026.

Premium global clients continue to be drawn to the
company due to its strong sustainability credentials.
Despite the presence of both macroeconomic headwinds
and opportunities, Arvind’s momentum toward becoming
an integrated textile powerhouse has been sustained.

Recent trade agreements signed with the UK, along
with potential agreements with the US and Europe, are
anticipated to unlock new market opportunities. India’s
ongoing political and economic stability has further
reinforced its position as a preferred global sourcing
destination.

However, short-term volatility persists. The tariff revisions
announced by the United States in April have introduced
temporary uncertainty. While some customers advanced
their procurement to avoid elevated duties, others have
postponed purchasing decisions. Requests have been
made by several clients for partial absorption of the 10%
interim tariff hike. Cost-control initiatives are currently being
undertaken to mitigate the resultant margin pressures.

On the Sustainability Front:

• A Power Purchase Agreement (PPA) has been signed
with TUPL—a joint venture between a subsidiary of
Torrent Power and Arvind Limited, along with other
associates—wherein a 26% equity investment has
been made to qualify the arrangement as a group
captive plan.

• This initiative is expected to increase the share of
renewable energy to 60%, contributing to power cost
savings and margin improvements.

• Arvind Limited retained its top position in the Global
Sustainability Assessment by S&P (DJSI), being ranked
#1 in India and #7 globally.

This recognition not only validates the company’s efforts but
also reaffirms its unwavering commitment to sustainable
development as a core principle of its business model.

Looking ahead, a cautiously optimistic outlook is
maintained. Although the effects of tariff changes are being
closely monitored and mitigative actions are being taken,
temporary margin disruptions are acknowledged. Efforts
are underway to offset these impacts through increased
volumes and rigorous cost control. The company’s strategy
remains focused on forging long-term partnerships with
discerning clients, with the belief that such alignment will
yield mutual benefits over time.

A more detailed analysis and commentary can be found in
the Management Discussion and Analysis section of this
report.

3. Dividend

The Board of Directors have recommended a dividend of
'3.75 per equity share of '10/- each, for the financial year
ended on 31st March, 2025. Dividend is subject to approval
of members at the ensuing Annual General Meeting and
shall be subject to deduction of income tax at source. The
dividend, if approved by the members, would involve a cash
outflow of about '98 Crores.

In terms of the provisions of Regulation 43A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Company has formulated a Dividend Distribution
Policy and the same is available on the Company’s Website
at
https://www.arvind.com/sites/default/files/field policy
file/DividendDistributionPolicy.pdf

4. Transfer to Reserves

During the year under review, the Company has not
transferred any amount to reserves.

5. Details of Material Changes from the end of the
Financial Year till the date of this Report

No material changes have taken place from the end of the
financial year till the date of this report.

6. Share Capital

The authorised share capital of the Company as on 31st
March, 2025 was '674.50 crores divided into 57.45 crores
equity shares of '10 each and 1 crore preference shares of
'100 each.

During the year under review the Company has allotted
1,87,500 Equity Shares of '10 each to the eligible employees
pursuant to the exercise of stock options granted in terms
of the Employees Stock Option Scheme 2021 (ESOS) of the
Company. Consequently, the paid up Equity Share Capital
of the Company stood at '261.81 crores consisting of
26,18,17,974 equity shares of '10 each.

During the year under review, the Company has not issued
shares with differential voting rights and sweat equity
shares.

7. Employee Stock Option Scheme (ESOS)

The Company has instituted the Employees Stock Option
Scheme (ESOS) to grant equity based incentives to certain
eligible employees and directors of the Company and
its subsidiary companies. There is no material change
in ESOS during the year under review and the scheme
is in compliance with Securities and Exchange Board of
India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021. The certificate of the Secretarial Auditor
regarding implementation of scheme shall be made
available for inspection of members in electronic mode at
Annual General Meeting.

Disclosures in compliance with Section 62 of the Companies
Act, 2013 and Rule 12 of Companies (Share Capital and
Debentures) Rules, 2014 and the Securities and Exchange
Board of India (Share based Employee Benefits) Regulations,
2021 are set out in ‘‘Annexure - A’’ to this report.

8. Finance

The Company has repaid the instalments of Term Loans
amounting to '186.17 crores during the current year. The
Company has not made any fresh long term borrowings.
Long Term Debt of the Company stands to '343.15 crores as
on 31st March, 2025.

9. Deposits

During the year under review, the Company does not
accepted or renewed any Deposit within the meaning of
Section 73 of the Companies Act, 2013 and the rules made
there under.

10. Non-Convertible Debentures

During the year ended 31st March, 2025, the Company does
not have any outstanding Non-Convertible Debentures.

During the year under review, the Company has not issued/
allotted any Non-Convertible Debentures.

11. Particulars of Loans, Guarantees or Investments
under Section 186

Details of Loans, Guarantees and Investments covered under
the provisions of Section 186 of the Companies Act, 2013 are
given in the notes to the Financial Statements.

12. Consolidated Financial Statements

The Consolidated Financial Statements of the Company are
prepared in accordance with relevant Indian Accounting
Standards issued by the Institute of Chartered Accountants
of India and form part of this Annual Report.

13. Scheme of Arrangement

The Board of Directors at its meeting held on 6th May, 2024
approved the Scheme of Arrangement involving transfer
and vesting of the Advanced Materials Undertaking of
Arvind Limited (‘Applicant Transferor Company’) to
Arvind Advanced Materials Limited (‘Applicant Transferee
Company’) and their respective shareholders and creditors
(‘Scheme’) with an appointed date of 1st April, 2024.

The company received Observation letters from Stock
Exchanges in October, 2024. The Company has filed
application with the Hon’ble National Company Law
Tribunal (NCLT), Ahmedabad Bench. NCLT vide its order
dated 8th April, 2025 admitted Company Application
and
interalia directed to convene meetings of its Equity
shareholders and Creditors (Secured and Unsecured)
on 30th May, 2025, for the purpose of considering and
if thought fit approving the proposed scheme, with or
without modification(s).

14. Corporate Social Responsibility

The Company's CSR policy is committed to advancing
the social, economic, educational, and environmental
development of communities positively impacting their
quality of life. Our programs are aligned with Schedule VII
of the Companies Act, 2013, and are implemented through
SHARDA Trust, Narottam Lalbhai Rural Development Fund
(NLRDF), and Arvind Foundation, and other civil society
partner Geographically, our initiatives focus on Ahmedabad,
Gandhinagar, Narmada, Botad and other small regions of
Gujarat. All activities are organized under five broad themes
- Education, Environment, Earning, Rural Development and
Art & Culture.

Education

Education remains one of Arvind Limited’s most deeply
rooted commitments. Our initiatives span urban, semi-

urban, and rural contexts to close the gaps in access
continuity, and quality of learning. The GYANDA program
supports students in municipal schools with after-schoo
academic reinforcement, digital learning, and co-curriculai
growth. In rural areas, Shiksha Setu helps adolescents
especially girls re-enter the educational system via oper
schooling pathways. We also run mobile digital education
programs like HP CLAP and HP WoW, bringing digita
literacy directly to remote regions. Through a combination
of classroom support, scholarships, and technology access
we aim to make education an unbroken journey from
foundation to future.

Environment

Arvind’s environmental programs focus on regenerative
community-led stewardship of natural ecosystems. Oui
plantation drives have enabled the planting of over 1
lakh trees across farmlands, schools, and common lands
restoring biodiversity and building climate resilience. These
efforts are rooted in shared ownership—where communities
are not just beneficiaries but active custodians of theii
environment, ensuring long-term ecological and socia
impact.

Earning

Our Earning initiatives aim to build pathways to financia
independence and dignity for rural and tribal populations
In the dairy sector, we provide interest-free animal loans
veterinary camps, and training, empowering women-led
households with sustainable incomes. Through the Triba
Homestay Project near the Statue of Unity, families tap into
tourism while preserving cultural identity. We also offei
vocational skills training tailored to local contexts, enabling
women and youth to explore enterprise and employment
in hospitality, food, and crafts. These programs go beyonc
income they strengthen self-reliance and foster grassroots
led development.

Rural Development

Arvind’s rural development strategy begins with a deep
understanding of community needs. In partnership with
the Arvind Foundation and NLRDF, our programs address
everything from nutrition and early childhood care to soi
regeneration and mental wellbeing. Through the Biochai
Project, we promote sustainable agriculture by enhancing
soil health and productivity using carbon-rich biochai
produced from local biomass. The Inner Wellbeing Program
delivered with Heartfulness Institute, introduces meditatior
and emotional resilience tools for rural populations
Our work in rural areas is long-term, participatory, anc
holistic focused on building healthier, more self-sustaining
communities.

Art & Culture

Preserving cultural identity is central to our belief in
inclusive development. Through the Promotion of Indology,
we digitize and safeguard thousands of rare manuscripts
in collaboration with the Lalbhai Dalpatbhai Institute.
Meanwhile, the Indigo Art Museum celebrates the dying
art of Indigo, preserving its cultural heritage through
exhibitions, artists programs and community sensitisation.
These initiatives connect heritage with contemporary
expression, ensuring that communities can carry forward
their stories, symbols, and knowledge with pride. Cultural
advancement, for us, is not just about preservation—but
about keeping tradition alive in ways that are relevant,
creative, and future-facing.

Arvind’s CSR approach blends long-term vision with
deep local engagement—co-creating inclusive, resilient
communities across every initiative.

The Corporate Social Responsibility Policy of the Company
are available on the Company’s website at
https://www.
arvind.com/sites/default/files/field policy file/CSR%20
Policy%202019.pdf

The disclosures required to be given under Section 135 of the
Act read with Rule 8(1) of the Companies (Corporate Social
Responsibility Policy) Rules, 2014 are provided in the Annual
Report on CSR Activities for FY 2024-2025, forming part of the
Report as “Annexure - B”

15. Human Resources

At Arvind, we believe that an organisation’s true competitive
advantage lies in its people. When individuals thrive,
businesses move forward. FY 2024-25 was a year of deep
commitment to shaping an agile, high-performing, and
future-ready workforce - one that is not only aligned with
business goals, but also inspired by purpose.

We took deliberate steps to build a culture where
performance and growth go hand in hand, where role clarity,
feedback, and recognition are not seasonal interventions,
but integral to how we lead. Structured internal mobility,
sharper talent mapping, and clear developmental pathways
helped us match business needs with individual aspirations,
strengthening leadership readiness at every level.

Recognising that people do their best work in environments
that are transparent, inclusive and accountable, we
prioritised open dialogue, manager capability-building, and
support systems that enable teams to voice concerns, take
ownership, and continuously improve. We also continued
to evolve our ways of working - integrating digital tools
and simplifying core people processes to make every day
experiences smoother and more empowering.

The strength of our culture lies not just in what we do, but
how we do it. In every decision and every policy, we are
guided by a simple belief: that people who feel valued,
trusted, and challenged will always deliver more - not just
for the business, but for the communities we serve.

16. Risk Management

The Company has a robust Enterprise Risk Management
(ERM) framework that enables it to strategically take
calculated risks to remain competitive and drive growth,
while simultaneously mitigating other risks to ensure long¬
term sustainability and stable performance.

Under the framework, the Company has laid down a
Risk Management Policy which defines the process for
identification of risks, its assessment, mitigation measures,
monitoring and reporting. While the Company, through
its employees and Executive Management, continuously
assess the identified Risks, the Risk Management Committee
reviews the identified Risks and its mitigation measures half
yearly.

The top 10 risks identified by the Company includes - 2
Strategic Risks, 7 Operational Risks & 1 Regulatory Risks.
Key Strategic Risks include demand destruction/shift,
geographical concentration issues and reputational risks.
Key Operating Risks include customer concentration, vendor
concentration, availability of competent human resource,
major system outages, industrial safety, sustainability and
cyber security/data protection. Regulatory Risks include
litigation and regulatory compliances.

17. Internal Financial Controls

The Company has in place adequate internal financial
controls with reference to the Financial Statements
commensurate with the size, scale and complexity of its
operations. During the year, such controls were tested and
no reportable material weakness in the design or operation
was observed. The Statutory Auditors of the Company
have audited such controls with reference to the Financial
Reporting and their Audit Report is annexed as Annexure A
to the Independent Auditors’ Report under the Standalone
Financial Statements and the Consolidated Financial
Statements which forms part of the Integrated Annual
Report.

18. Vigil Mechanism / Whistle Blower Policy

The Company has established a vigil mechanism through
its Whistle Blower Policy to address instances of fraud,
mismanagement, or other unethical conduct. Details of
the Whistle Blower Policy are provided in the Corporate

Governance Report and are also available on the Company's
website at
https://www.arvind.com/sites/default/files/
field policy file/Whistle%20Blower%20Policy n.pdf

19. Subsidiaries, Associates and Joint Venture
Companies

As on 31st March, 2025, the Company has 17 subsidiary
companies (Direct or Indirect) and 4 joint ventures and 2
associate companies.

During the year under review, companies/entities which
have become and ceased to be subsidiary, joint venture or
associate of the Company are given in the Note No. 44 of
Consolidated Financial Statements of the Company.

Pursuant to the provisions of Section 129(3) of the Companies
Act, 2013 read with the Companies (Accounts) Rules, 2014, a
statement containing salient features of financial statements
of subsidiaries, associates and joint venture companies in
Form AOC-1 is attached to the Financial Statements. The
separate audited financial statements in respect of each
of the subsidiary shall be kept open for inspection at the
Registered Office of the Company. The Company will also
make available these documents upon request by any
Member of the Company interested in obtaining the same.
The separate audited financial statements in respect of each
of the subsidiary are also available on the website of the
Company at
http://www.arvind.com/financial-reports.

As on 31st March, 2025, the Company does not have any
material subsidiary. The Company has framed a policy for
determining material subsidiaries, which has been uploaded
on Company’s website at
https://www.arvind.com/sites/
default/files/field policy file/Policy%20on%20Material%20
ÝSubsidiaries 0.pdf

20. Change In Nature Of Business

During the year under review, there has been no material
change in the nature of business of the Company.

21. Directors and Key Managerial Personnel (KMP)

As on 31st March, 2025, the Board of Directors consists of 10
(Ten) members, of which 5 (five) are Independent Directors
The Board also comprises of two women Independent
Directors.

As per the provisions of Section 152 of the Companies Act,
2013 and Articles of Association of the Company, Mr. Sanjay
Lalbhai (DIN: 00008329) and Mr. Jayesh Shah (DIN 00008349)
shall retire by rotation at the ensuing Annual General Meeting
and being eligible, offered themselves for re-appointment as
the Director of the Company.

Details of Directors appointed / reappointed / ceased to
be directors during the year are as under:

Appointments / Reappointments:

i. Mr. Susheel Kaul (DIN: 08208011) was appointed as
Managing Director (KMP) designated as “Managing
Director & President (Textiles)”, with effect from 6th May,
2024 for a term of three years.

ii. Mr. Jayesh Shah (DIN: 00008349) was reappointed as
Whole Time Director designated as “Director & Group
Chief Financial Officer” with effect from 1st October,
2024 for a term of five years.

iii. Mr. Nilesh Mehta (DIN: 00199071) was appointed as an
Independent Director with effect from 12th May, 2024
for a term of five years.

iv. Mr. Nagesh Pinge (DIN: 00062900) was appointed as an
Independent Director with effect from 21st June, 2024
for a term of four years.

v. Ms. Reena Bhagwati (DIN: 00096280) was appointed as
an Independent Director with effect from 1st August,
2024 for a term of four years.

Cessations:

i. Mr. Dileep Choksi (DIN: 00016322) retired as an
Independent Director with effect from closing hours
of 11th May, 2024.

ii. Mr. Arpit Patel (DIN: 00059914) ceased to be an
Independent Director of the Company with effect
from 21st May, 2024 due to sad demise.

iii. Dr. Bakul Dholakia (DIN: 00005754) retired as an
Independent Director with effect from closing hours
of 31st July, 2024.

After the closure of the year under review, Mr. Nilesh Shah
(DIN: 01711720) retired as an Independent Director with
effect from closing hours of 5th May, 2025.

22. Formal Annual Evaluation

Pursuant to the provisions of the Companies Act, 2013
and Regulation 17(10) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Board has
carried out an annual evaluation of its own performance as
well as that of its Committees and Individual Directors. The
manner in which the evaluation has been carried out has
been explained in the Corporate Governance Report.

23. Appointment and Remuneration Policy

The Board has, on the recommendation of the Nomination
and Remuneration Committee, framed a policy for selection

and appointment of Directors, Key Managerial Personnel
and Senior Management and their remuneration. The Policy
broadly lays down the guiding principles, philosophy and
the basis for payment of remuneration to Executive and
Non-Executive Directors, Key Managerial Personnel and
Senior Management. The policy also provides the criteria
for determining qualifications, positive attributes and
Independence of Director and criteria for appointment
and removal of Directors, Key Managerial Personnel /
Senior Management and performance evaluation which
are considered by the Nomination and Remuneration
Committee / Board of Directors. The policy is available on
the website of the Company at
https://www.arvind.com/
sites/default/files/field policy file/Nomination%20and%20
Remuneration%20Policy.pdf

24. Familiarization Program for the Independent
Directors

In compliance with the requirements of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Company has put in place a familiarization
programme for the Independent Directors to familiarize
them with their role, rights and responsibility as Directors,
the working of the Company, nature of the industry in which
the Company operates, business model etc. The details of the
familiarization programme are explained in the Corporate
Governance Report and also available on the Company’s
website at
https://www.arvind.com/sites/default/files/field
policy file/Directors%20Familiarization%20Programs%20
%202024-2025.pdf

25. Declaration of Independence

The Company has received declarations from all the
Independent Directors of the Company confirming that
they meet the criteria of independence as prescribed
under Section 149(6) of the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and they have complied with the Code
for Independent Directors as prescribed in Schedule IV to
the Companies Act, 2013

26. Board and Committee Meetings

A calendar of Meetings is prepared and circulated in advance
to the Directors.

During the year under review, 5 meetings of the Board were
held. The details of the Board and Committee meetings are
provided in the Corporate Governance Report forming part
of this Report.

27. Committees of Board

With an objective of strengthen the governance standards
and to comply with the applicable statutory provisions,
the Board has constituted various committees details of
such committees constituted by the Board are given in the
Corporate Governance Report, which forms part of this
Annual Report.

28. Directors’ Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, the
Board of Directors, to the best of their knowledge and ability,
confirm that:

a. in preparation of the annual accounts for the financial
year ended 31st March, 2025 the applicable accounting
standards have been followed along with proper
explanation relating to material departures, if any;

b. 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 and loss of the Company for that period;

c. they have taken proper and sufficient care towards
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. they have prepared the annual accounts on a going
concern basis;

e. they have laid down internal financial controls, which
are adequate and are operating effectively;

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

29. Related Party Transactions

All the related party transactions are entered on arm’s
length basis, in the ordinary course of business and are in
compliance with the applicable provisions of the Companies
Act, 2013 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. There are no materially
significant related party transactions made by the Company
with Promoters, Directors, Key Managerial Personnel etc.
which may have potential conflict with the interest of
the Company at large or which warrants the approval of
the shareholders. Accordingly, no transactions are being
reported in Form AOC-2 in terms of Section 134 of the Act
read with Rule 8 of the Companies (Accounts) Rules, 2014.

However, the details of the transactions with Related Parties
are provided in the Company’s financial statements in
accordance with the Accounting Standards.

All Related Party Transactions are presented to the Audit
Committee and the Board. Omnibus approval is obtained
for the transactions which are foreseen and repetitive in
nature. A statement of all related party transactions is
presented before the Audit Committee on a quarterly basis,
specifying the nature, value and terms and conditions of the
transactions.

The Policy on Related Party Transactions as approved by the
Board is available on Company’s website at
https://www.
arvind.com/sites/default/files/field policy file/Related%20
Party%20Transaction.s%20Policy%202025.pdf

30. Significant and Material Orders Passed by the
Regulators or Courts

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

31. Auditors

• Statutory Auditors

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants,
(ICAI Firm Registration No. 117366W / W-100018) were re¬
appointed as the Statutory Auditors of the Company at
the Annual General Meeting of the Company held on 6th
September, 2022 for a term of five consecutive years. The
Report given by the Auditors on the financial statements
of the Company is part of the Annual Report. There has
been no qualification, reservation, adverse remark or
disclaimer given by the Auditors in their Report.

• Cost Auditors

Kiran J. Mehta & Co., Cost Accountants, Ahmedabad
(Firm Registration No. 000025) carried out the cost audit
for applicable businesses during the year. The Board of
Directors has appointed them as Cost Auditors for the
financial year 2025-26. The remuneration payable to
the Cost Auditors is required to be placed before the
Members in a general meeting for their ratification.
Accordingly, a Resolution seeking Members’ ratification
for the remuneration payable to Kiran J. Mehta & Co.,
Cost Auditors is included at item No. 6 of the notice
convening the Annual General Meeting.

In accordance with the provisions of Section 148(1) of the
Act, read with the Companies (Cost Records and Audit)
Rules, 2014, the Company has maintained cost accounts
and records.

• Secretarial Auditors

Pursuant to the amended provisions of Regulation 24A
of the SEBI (LODR) Regulations and Section 204 of the
Companies Act, 2013 read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Audit Committee and the
Board of Directors at their respective meetings held
on 15th May, 2025 have approved and recommended
for approval of Members, appointment of M/s. Hitesh
Buch & Associates, Company Secretaries, as Secretarial
Auditor to conduct the Secretarial Audit of the Company
for a term of upto 5(Five) consecutive years, to hold office
from financial year 2025-26 till financial year 2029-30.
Accordingly, a Resolution seeking Members’ approval is
included at item No. 5 of the notice convening the Annual
General Meeting.

A detailed proposal for appointment of Secretarial
auditor forms part of the Notice convening this AGM.

The Secretarial Audit Report for the financial year
ended 31st March, 2025, pursuant to Section 204 of
the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 and Regulation 24A of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 is annexed herewith as “Annexure -
C”. The Secretarial Audit Report does not contain any
qualifications, reservation or adverse remarks.

32. Enhancing Shareholders' Value

The Company believes that its Members are its most important
stakeholders. Accordingly, the Company’s operations are
committed to the pursuit of achieving high levels of operating
performance and cost competitiveness, consolidating and
building for growth, enhancing the productive asset and
resource base and nurturing overall corporate reputation.
The Company is also committed to creating value for its other
stakeholders by ensuring that its corporate actions positively
impact the socio-economic and environmental dimensions
and contribute to sustainable growth and development.

33. Corporate Governance Report and Management
Discussion & Analysis

The Corporate Governance Report and Management
Discussion & Analysis, which form part of this Report,
together with the Certificate from the auditors of the
Company regarding compliance of conditions of Corporate
Governance as stipulated in Schedule V of Regulation 34(3) of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

34. Secretarial Standards

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

35. Business Responsibility & Sustainability Report

The Business Responsibility & Sustainability Report
for the year ended 31st March, 2025 as stipulated under
Regulation 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is annexed which forms
part of this Annual Report.

36. Conservation Of Energy, Technology Absorption
And Foreign Exchange Earnings And Outgo

The information on conservation of energy, technology
absorption and foreign exchange earnings and outgo
stipulated under Section 134(3)(m) of the Companies Act,
2013 read with Rule 8 of The Companies (Accounts) Rules,
2014, is annexed herewith as “Annexure - D”.

37. Extract of the Annual Return

The details forming part of the extract of the Annual Return is
available on Company’s website at
https://www.arvind.com/
sites/default/files/field investor updates file/Draft%20
Annual%20Return%202024-25%20%283%29.pdf

38. Particulars of Employees

The information required pursuant to Section 197(12) of
the Companies Act, 2013 read with Rule 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 in respect of employees of the
Company, will be provided upon request. In terms of Section
136(1) of the Companies Act, 2013, the Report and Accounts
are being sent to the Members and others entitled thereto,
excluding the information on employees’ particulars which
is available for inspection by the Members at the Registered
Office of the Company during business hours on working
days of the Company up to the date of the ensuing Annual
General Meeting. If any Member is interested in obtaining
a copy thereof, such Member may write to the Company
Secretary in this regard.

Disclosures pertaining to remuneration and other details
as required under Section 197(12) of the Companies Act,
2013 read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 are
given in ‘‘Annexure - E’’ to this report.

39. Disclosure as Per Sexual Harassment of Women
at Workplace (Prevention, Prohibition and
Redressal) Act, 2013

At Arvind, we are unequivocal in our commitment to
providing a safe, inclusive, and respectful workplace for all.
We maintain a zero-tolerance policy towards any form of
sexual harassment, grounded in the framework laid out by
the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

The Arvind Internal Complaints Committee (AICC) functions
independently and with full authority. Its presence and
mandate are clearly communicated across the organisation,
and all committee members are formally trained to manage
proceedings with sensitivity, fairness, and procedural rigour.
Regular sessions are also conducted to build awareness and
reinforce behavioural expectations across teams.

For the financial year 2024-25, no complaints were filed,
reaffirming our commitment to fostering a culture of dignity,
trust, and accountability at every level.

40. General

The Board of Directors state that no disclosure or reporting
is required in respect of the following matters as there were
no transactions or applicability pertaining to these matters
during the year under review:

i) Fraud reported by the Auditors to the Audit Committee
or the Board of Directors of the Company.

ii) Payment of remuneration or commission from any of
its holding or subsidiary companies to the Managing
Director/ Whole Time Director of the Company.

iii) Voting rights which are not directly exercised by the
employees in respect of shares for the subscription/
purchase of which loan was given by the Company (as
there is no scheme pursuant to which such persons can
beneficially hold shares as envisaged under section
67(3)(c) of the Companies Act, 2013).

iv) Details of any application filed for corporate insolvency
under Corporate Insolvency Resolution Process under
the Insolvency and Bankruptcy Code, 2016.

vi) One time settlement of loan obtained from the banks
or financial institutions.

41. Acknowledgements

The Board expresses its sincere thanks to all the employees,
customers, suppliers, investors, lenders, regulatory and
government authorities and stock exchanges for their co¬
operation and support and look forward to their continued
support in future.

By Order of the Board

Place: Ahmedabad Sanjay Lalbhai

Date: 15th May, 2025 Chairman

 
STOCKS A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z|Others

Mutual Fund A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z | Others

Registered Office : 402, Nirmal Towers, Dwarakapuri Colony, Punjagutta, Hyderabad - 500082.
SEBI Registration No's: NSE / BSE / MCX : INZ000166638. Depository Participant: IN- DP-224-2016.
AMFI Registered Number - 29900 (ARN valid upto 24th July 2025) - AMFI-Registered Mutual Fund Distributor since June 2008.
Compliance Officer :- Name: Ch.V.A. Varaprasad, Mobile No.: 9393136201, E-mail: varaprasad.challa@rlpsec.com
Grievance Cell: rlpsec_grievancecell@yahoo.com , rlpdp_grievancecell@yahoo.com
Procedure to file a complaint on SEBI SCORES: Register on SCORES portal. Mandatory details for filing complaints on SCORES: Name, PAN, Address, Mobile Number, E-mail ID. Benefits: Effective Communication, Speedy redressal of the grievances.
Copyrights @ 2014 © RLP Securities. All Right Reserved Designed, developed and content provided by