Dear Shareholders,

Your Directors are pleased to present the 70 th Annual Report on the business and operations of S H Kelkar and Company Limited ("SHK" / "the Company") and Audited Financial Statements for the financial year ended 31 March 2026.

In compliance with the applicable provisions of the Companies Act, 2013 ("the Act") (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing Regulations"), this Report covers the financial performance and other developments during the financial year ("FY") 2025-26 and upto the date of the Board Meeting held on 15 May 2026 to approve this Report in respect of SHK on a standalone basis as well as on a consolidated basis comprising of SHK and its subsidiaries. Consolidated SHK has been referred to as "Keva" in this Report.

Financial Highlights:

(' in crores)

*excluding other income

Business Review:

The Directors are pleased to inform that Keva delivered a steady business performance in FY 2025-26. On a consolidated basis, the total revenues from operations during FY 2025-26 grew by 12 % on a year-on-year basis i.e. from ' 2,123.40 crores during the previous year to ' 2,368.26 crores in FY 2025-26. In FY 2025-26, our healthy performance has been driven by sustained demand across segments, with notable traction in the domestic market for both the Fragrance and Flavour divisions. Keva's core European business also continued to perform well, reinforcing our position in key international markets. Keva's gross margins

during the year stood at 41.5% and EBITDA margins were at 10.3%. The Group generated a cash profit of ' 241.80 crores during the year. PAT in FY 2025-26 stood at ' 69.15 crores as against ' 73.01 crores in the previous year, lower by 5%. On a standalone basis, the Company achieved a topline growth of 13%. EBITDA stood at ' 30.39 crores and the Net Profit stood at ' 33.36 crores.

The Fragrance segment delivered an improved performance in India registering a growth of 6% while overall fragrance business was 10% growth in revenues. Flavours segment saw a notable traction in the domestic market. Flavours revenues grew by 30%.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A detailed Management Discussion and Analysis Report forms an integral part of this Report and gives details of the overall industry structure, economic developments, segment-wise overview of business performance, financial overview, outlook, human resources, risks & opportunities, internal control systems and their adequacy.

CORPORATE GOVERNANCE

Your Company is dedicated to aligning its corporate governance practices with appropriate standards of Corporate Governance. The Company has established a well-structured and effective governance framework that ensures compliance with the applicable provisions of the Act and the Listing Regulations. As part of our commitment, a comprehensive report on corporate governance, accompanied by a certificate from the Company's secretarial auditors confirming compliance with Listing Regulations, forms an integral part of this Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

As required under Regulation 34 of the Listing Regulations, Business Responsibility and Sustainability Report of the Company for the financial year ended 31 March 2026 forms part of this Annual Report.

DIVIDEND

In accordance with Regulation 43A of Listing Regulations, the Company has formulated a Dividend Distribution Policy, which has been displayed on the website of the Company at https://keva.co.in/investor-updates/#92-178-policies-p3.

Based on the parameters enunciated in the Dividend Distribution Policy, the Board of Directors on 06 February 2026 declared an interim dividend of 10% i.e. ' 1 per equity share on 13,84,20,801 fully paid-up equity shares of face value of ' 10/- each for the financial year 2025-26.

The interim dividend was paid within the stipulated timelines in permitted modes to those Members or their mandates whose names appeared as Beneficial Owners as at the end of the business hours on 13 February 2026 in the list of Beneficial Owners furnished by National Securities Depository Limited and Central Depository Services (India) Limited.

TRANSFER TO GENERAL RESERVE

During the year under review, no amount has been transferred to General Reserve of the Company.

TRANSFER OF UNCLAIMED DIVIDEND AND SHARES TO INVESTOR EDUCATION AND PROTECTION FUND

The details relating to unclaimed dividend and unclaimed shares form part of the Corporate Governance Report forming part of this Report.

CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements of your Company for FY 2025-26 are prepared in compliance with applicable provisions of the Act, Indian Accounting Standards and the Listing Regulations. The consolidated financial statements have been prepared on the basis of audited financial statements of the Company and its subsidiaries, as approved by their respective Board of Directors.

SUBSIDIARIES AND ASSOCIATE COMPANY

As on 31 March 2026, the Company had 16 Subsidiaries in India, United Kingdom, the Netherlands, Italy, Singapore, China, Indonesia, United States of America, Germany and United Arab Emirates and 1 Associate Company in India as mentioned hereunder:

- Keva Fragrances Private Limited

- Keva Flavours Private Limited

- Keva Ventures Private Limited

- Amikeva Private Limited (step-down subsidiary)

- Keva UK Ltd. (step-down subsidiary)

- Keva USA Inc.

- Keva Europe B.V.

- Keva Fragrance Industries Pte. Ltd.

- CFF Keva Italy S.p.A. (formerly Creative Flavours & Fragrances

S.p.A.) (step-down subsidiary)

- PT SHKKEVA Indonesia (step-down subsidiary)

- Anhui Ruibang Aroma Company Ltd. (step-down subsidiary)

- Keva Italy S.r.l. (step-down subsidiary)

- Provier Beheer B.V. (step-down subsidiary)

- Holland Aromatics B.V. (step-down subsidiary)

- Keva Germany GmbH (step-down subsidiary)

- Keva Middle East FZE (step-down subsidiary)

- NuTaste Food and Drink Labs Private Limited (Associate Company)

During the year under review, Keva Middle East FZE was incorporated as a wholly owned subsidiary of Keva Fragrances Private Limited in the United Arab Emirates.

During the year under review, the Board of Directors of the Company has approved:

- the transfer of entire 100% equity stake of Keva UK Limited, a wholly owned subsidiary of Keva Europe BV to Keva Fragrances Private Limited in one or more tranches which is currently underway. Upon completion of the said transaction, Keva UK Limited would cease to be a subsidiary of Keva Europe BV and would become a subsidiary of Keva Fragrances Private Limited, while continuing as a step- down wholly owned subsidiary of the Company.

- the transfer of entire 100% equity stake of Keva USA Inc., a wholly owned subsidiary of the Company, to Keva Fragrances Private Limited, in one or more tranches which is currently underway. Upon completion of the said transaction, Keva USA Inc. would cease to be a direct subsidiary of the Company and would become a subsidiary of Keva Fragrances Private Limited while continuing as a step-down wholly owned subsidiary of the Company.

- sale of entire 17% equity stake held by the Company in CFF Keva Italy S.p.A. (formerly Creative Flavours & Fragrances S.p.A.), a subsidiary of Keva Italy Srl, a wholly owned subsidiary of Keva Europe BV and in turn that of the Company ("Keva Italy"), to Keva Italy.

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

The Financial Statements of the Company along with the Audited Financial Statements of the subsidiaries are available at the website of the Company at https://keva.co.in/investor-updates/ and the same are also available for inspection by the Members. Any Member desirous of inspecting the said financial statements or obtaining copies of the same may write to the Company Secretary & Compliance Officer at investors@keva.co.in.

SHARE CAPITAL

During the year under review, the authorized share capital of the Company was ' 1,71,25,00,000 divided into 15,93,14,500 Equity shares of ' 10 each and 1,19,35,500 preference shares of ' 10 each and paid-up share capital was 13,84,20,801 fully paid-up equity shares of face value of '10/- each. There was no change in the share capital during the year. The Company has not issued sweat equity shares or shares with differential voting rights or granted stock options during the year.

PUBLIC DEPOSITS

During the year under review, your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND SECURITIES PROVIDED

Particulars of loans given, investments made, guarantees given and securities provided as covered under the provisions of Section 186 of the Act are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

Prior omnibus approval of the Audit Committee is obtained for the transactions with related parties which are repetitive in nature. Further, prior approval of the Audit Committee is obtained for related party transactions proposed to be entered by the subsidiary of the Company to which the Company is not a party, value of which exceeds 10% of the annual standalone turnover, as per the last audited financial statements of the subsidiary. A statement on Related Party Transactions specifying the details of the transactions entered pursuant to the omnibus approval granted is reviewed by the Audit Committee on a quarterly basis. Your Company's Policy on Materiality of Related Party Transactions can be accessed at https://keva.co.in/investor-updates/#92-178-policies-p1. The details of the Related Party Transactions are set out in Notes to the Standalone Financial Statements.

On announcement of half-yearly financial results, details of all related party transactions entered into by the Company and its subsidiaries (on a consolidated basis) are disclosed and filed with the stock exchanges within the prescribed timelines.

During the year, all related party transactions entered into by the Company during the financial year were conducted at an arm's length basis and were in the ordinary course of business and in accordance with the provisions of the Act and Rules made thereunder, the Listing Regulations and the Company's policy on Related Party Transactions. No material contracts or arrangements with related parties were entered into during the year under review. A confirmation to this effect as required under Section 134(3)(h) of the Act is given in Form AOC-2 annexed as Annexure A to this Report.

DIRECTORS

During the year under review, Mr. Kedar Vaze (DIN: 00511325) was re-appointed as a Whole-time Director of the Company designated as Whole-Time Director and Group Chief Executive Officer for a period of three years from 01 September 2025 to 31 August 2028 (both days inclusive) and

Ms. Pallavi Gokhale (DIN: 00036369) was appointed as a Non-Executive and Non-Independent Director liable to retire by rotation with effect from 01 July 2025.

Mr. Ramesh Vaze (DIN: 00509751), Non-Executive and Non-Independent Director, retires by rotation at the 70 th Annual General Meeting ("AGM") and being eligible, has offered himself for re-appointment. Based on the recommendation of Nomination and Remuneration Committee, the Board has recommended for approval of the Members, re-appointment of Mr. Ramesh Vaze as Non-Executive and Non-Independent Director at the AGM. Brief Profile of Mr. Ramesh Vaze and other information in this regard forms part of the AGM Notice.

The Independent Directors have been familiarised with the Company, their roles, rights and responsibilities in the Company, etc. The details of the Familiarization Programme are available on the website of the Company at the weblink https://keva.co.in/investor-updates/#92-180-familiarization- programmes. All the Independent Directors have given their declaration of independence as required under Section 149(6) of the Act. This has been noted by the Board of Directors. In the opinion of the Board, Independent Directors possess relevant expertise and experience (including proficiency) and fulfil the conditions specified in the Act, Rules made thereunder and Listing Regulations and are independent of the management.

BOARD MEETINGS

During the year, 7 (seven) Board Meetings were convened and held on 30 April 2025, 16 May 2025, 08 August 2025, 07 October 2025, 07 November 2025, 06 February 2026 and 13 March 2026.

The particulars of attendance of the Directors at the said meetings are detailed in the Corporate Governance Report of the Company, which forms a part of this Report. The intervening gap between the Meetings was within the period prescribed under the Act and the Listing Regulations.

MEETING OF INDEPENDENT DIRECTORS

The Independent Directors of the Company meet without the presence of Executive Director or other Non-Independent Directors. These meetings are conducted in an informal and flexible manner to enable the Independent Directors to discuss matters pertaining to, inter alia, review of performance of NonIndependent Directors and the Board as a whole and assess the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform its duties. One such meeting was held during the year on 13 March 2026.

COMMITTEES OF THE BOARD

The Company has constituted following committees in accordance with the requirements of the Act and the Listing Regulations:

- Audit Committee

- Nomination & Remuneration Committee

- Corporate Social Responsibility Committee

- Stakeholders' Relationship Committee

- Risk Management Committee

Details of the above Committees alongwith the terms of reference and meetings held during the year under review are provided in the Corporate Governance Report forming part of this Report.

ANNUAL EVALUATION OF BOARD'S PERFORMANCE

Pursuant to the provisions of the Listing Regulations and the Act, the Board has carried out an annual evaluation of its own performance and that of its Committees as well as performance of all the Directors individually including Independent Directors, Chairman of the Board and Whole-time Director & Group Chief Executive Officer.

A separate exercise was carried out by the Nomination & Remuneration Committee of the Board to evaluate the performance of Individual Directors. The performance evaluation of the Non-Independent Directors and the Board as a whole was carried out by the Independent Directors. The performance evaluation of the Chairman of the Board was also carried out by the Independent Directors taking into account the views of the Executive Directors and Non-Executive Directors. The performance evaluation of the Executive Director of the Company was carried out by the Chairman of the Board and other Directors. The performance evaluation of all Independent Directors was done by the entire Board excluding the Director being evaluated.

The criteria for performance evaluation of the Board included aspects like Board composition and structure, effectiveness of Board processes, information and functioning, strategy, risk management and compliance. The criteria for performance evaluation of Committees of the Board included aspects like composition of Committees, effectiveness of Committee meetings, internal controls, quality and appropriateness of disclosure. The criteria for performance evaluation of the individual Directors included aspects on contribution to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc.

NOMINATION AND REMUNERATION POLICY

The broad objectives of the Nomination and Remuneration Policy are i) to guide the Board in relation to appointment and removal of Directors, Key Managerial Personnel and Senior Management; ii) to evaluate the performance of the members of the Board and provide necessary report to the Board for further evaluation of the Board; iii) to recommend to the Board on the remuneration payable to the Directors, Key Managerial Personnel and Senior Management.

The guiding principles of the Nomination and Remuneration Policy are to ensure that:

- The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors, KMP and Senior Management of the quality required to run the Company successfully;

- Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

- Remuneration to Directors, Key Managerial Personnel and Senior Management involves a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the Company and its goals.

In accordance with the Nomination and Remuneration Policy, the Nomination and Remuneration Committee formulates the criteria for appointment of a Director, Key Managerial Personnel and Senior Management, identifies persons who are qualified to be Directors and nominates candidates for Directorships subject to the approval of Board, evaluates the performance of the individual Directors, recommends to the Board, remuneration to Managing Director / Whole-time Directors, ensures that the remuneration to Key Managerial Personnel, Senior Management and other employees is based on Company's overall philosophy and guidelines and is based on industry standards, linked to performance of the self and the Company and is a balance of fixed pay and variable pay and recommends to the Board, sitting fees/commission to the Non-Executive Directors.

The remuneration paid to the Directors, Key Managerial Personnel and Senior Management was as per the Nomination and Remuneration Policy of the Company. The Policy is available on the website of the Company at https://keva.co.in/investor-updates/#92-178-policies-p2.

KEY MANAGERIAL PERSONNEL

As on 31 March 2026, the following persons were designated as Key Managerial Personnel ("KMP") of the Company pursuant to the provisions of Sections 2(51) and 203 of the Act read with

the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

- Mr. Kedar Vaze - Whole Time Director and Group Chief Executive Officer;

- Mr. Jagdish Agarwal - Group Chief Financial Officer; and

- Ms. Deepti Chandratre - Global Legal Counsel and Company Secretary

Mr. Rohit Saraogi ceased to be the Group Chief Financial Officer of the Company with effect from the close of business hours of 30 July 2025.

Mr. Jagdish Agarwal was appointed as the Group Chief Financial Officer of the Company with effect from 02 December 2025 respectively.

Ms. Deepti Chandratre was appointed as Global Legal Counsel of the Company with effect from 11 April 2025. She was additionally appointed as Company Secretary and Compliance Officer of the Company with effect from 01 May 2025. Thereafter, she was also appointed as Interim Chief Financial Officer of the Company for a period from 07 October 2025 until the close of business hours of 01 December 2025. She continues to serve as Global Legal Counsel and Company Secretary as also the Compliance Officer of the Company.

DIRECTORS' RESPONSIBILITY STATEMENT

In terms of Section 134 (5) of the Act, the Directors of the Company state that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to the material departures, if any;

b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 of the Company for the year under review;

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The Directors have prepared the annual accounts on a going concern basis;

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

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

STATUTORY AUDITORS

M/s. Deloitte Haskins & Sells LLP (Firm Registration No. 117366W/W-100018), Chartered Accountants, were appointed as the Statutory Auditors of the Company at the 65 th AGM held on 10 August 2021 for a term of five consecutive years to hold office until the conclusion of the 70 th AGM of the Company to be held in the year 2026. M/s. Deloitte Haskins & Sells LLP will complete their term as the Statutory Auditors of the Company on the conclusion of this AGM.

The Board of Directors of the Company, after considering various factors such as independence, industry experience, technical skills, geographical presence, audit team, audit quality reports, etc. and based on the recommendation of the Audit Committee, at its meeting held on 15 May 2026, has considered and approved the appointment of M/s. B S R & Co. LLP (Firm Registration No. 101248W/W-100022), Chartered Accountants, as the Statutory Auditors of the Company, subject to approval of the Members.

The proposed appointment is for a term of 5 (five) consecutive years from the conclusion of the 70 th AGM until the conclusion of the 75 th AGM on payment of such remuneration as may be mutually agreed upon between the Board of Directors and the Statutory Auditors, from time to time.

The Auditor's Report on the financial statements of the Company for the financial year ended 31 March 2026 forms part of this Annual Report. The said report has been issued with an unmodified opinion and does not contain any qualifications, reservations, adverse remarks or disclaimers. Further, during the year under review, the Statutory Auditors have not reported any instance of fraud under Section 143(12) of the Act.

COST AUDITORS

As per section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, your Company is required to maintain cost records and accordingly, such accounts and records are maintained and audited by the cost auditors.

The Board at its meeting held on 15 May 2026, based on the recommendation of the Audit Committee, has appointed M/s Kishore Bhatia & Associates (Firm Registration No. 00294) as the Cost Auditors of the Company to conduct audit of cost records of the Company for the FY 2026-27. A remuneration of ' 2,60,000/- plus applicable taxes and out-of-pocket expenses has been approved subject to ratification of remuneration by Members at ensuing AGM.

SECRETARIAL AUDITORS

Pursuant to Regulation 24A of the Listing Regulations, M/s. Mehta & Mehta, Peer Reviewed Firm of Company Secretaries in Practice (Firm Registration No. P1996MH007500) have been appointed as the Secretarial Auditors of the Company for the first term of 5 (five) consecutive years commencing from FY 2025-26 till FY 2029-30 at the 69 th AGM of the Company. Accordingly, they have conducted the Secretarial Audit of your Company for the Financial Year 2025-26.

The Secretarial Audit Report for FY 2025-26 issued by M/s. Mehta & Mehta is annexed to this Report as Annexure B1. The same contains a remark that the intimation regarding a cautionary notice received from the National Stock Exchange of India Limited (NSE) on 01 April 2025 was submitted to the stock exchanges on 03 April 2025 with a delay beyond the 24-hour timeline prescribed under Regulation 30 of the Listing Regulations. In this regard, the Board wishes to clarify that the then-Compliance Officer had become aware of the Cautionary Notice communication only on 03 April 2025 upon which the same day, an intimation regarding the same was submitted with the stock exchanges. Other than the above, the Secretarial Audit Report of the Company does not contain any qualifications, reservations, adverse remarks or disclaimers.

Further, pursuant to Regulation 24A of the Listing Regulations, the Secretarial Audit of the Unlisted Indian Material Subsidiaries of the Company identified in terms of Regulation 16(1)(c) of the Listing Regulations viz. Keva Fragrances Private Limited and Keva Flavours Private Limited was conducted by M/s. Ferrao MSR and Associates, Practicing Company Secretaries. The Secretarial Audit Reports of Keva Fragrances Private Limited and Keva Flavours Private Limited are annexed to this Report as Annexure B2 and Annexure B3 respectively.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has a robust and well embedded system of internal controls that is commensurate with the nature of business and size and complexity of its operations. Comprehensive policies, guidelines and procedures are laid down for all business processes. The internal control system has been designed to ensure that financial and other records are reliable for preparing financial and other statements and for maintaining accountability of assets. The Company has robust ERP and other IT Systems which are an integral part of internal control framework.

The internal audit plan is dynamic and aligned to the business objectives of the Company and is reviewed by the Audit Committee at regular intervals. Further, the Audit Committee also monitors the status of management actions emanating from internal audit reviews.

RISK MANAGEMENT

Management of risk has always been an integral part of the Company's strategy and straddles its planning, execution and reporting processes and systems. Your Company continues to focus on a system-based approach to business risk management.

Keva has a well-defined risk management framework in place and a robust organizational structure for managing and reporting risks. Your Company has constituted a Risk Management Committee (RMC) to frame, implement and monitor the risk management framework for the Company. Your Company has also formulated a Risk Management Policy ('policy') to identify risks and mitigate their adverse impact on business and is reviewed by the RMC from time to time. The major risks identified by the businesses and functions are systematically addressed through risk mitigation actions on a continuing basis.

Your Company continues to monitor legal and compliance functions through workflow-based compliance software tool. This tool helps to assist in creating an internal legal risk management monitoring system to assess, monitor, mitigate and manage legal risks and is equipped with a tracking system along with timely reminders for compliances.

The business risks and its mitigation has been reported in detail in the Management Discussion and Analysis Report forming part of this Annual Report.

VIGIL MECHANISM

To create enduring value for all stakeholders and ensure the highest level of honesty, integrity and ethical behaviour in all its operations, the Company has implemented Vigil Mechanism in the form of Whistle Blower Policy for Directors and Employees to report their genuine concerns about misconduct and actual / potential violations, if any, to the Whistle Officer of the Company.

Pursuant to Section 177 of the Act read with the Rules prescribed thereunder and Regulation 22 of the Listing Regulations, the Whistle Blower Policy provides for adequate safeguards against victimisation of persons who use the Vigil Mechanism and provides for direct access to the Chairman of the Audit Committee.

The Whistle Blower Policy can be accessed on the website of the Company at https://keva.co.in/investor-updates/#92- 178-policies-p2. During the year under review, no protected disclosure from any Whistle Blower was received by the designated officer.

GOING CONCERN STATUS

During the year under review, no significant or material orders were passed by the Regulators or Courts or Tribunals which may impact the going concern status and Company's operations in future.

DISCLOSURE ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The Company has in place, a gender-neutral policy on prevention of sexual harassment at the workplace and a framework for employees to report sexual harassment cases at the workplace and its process ensures complete anonymity and confidentiality of information. An Internal Complaints Committee (ICC) has been constituted in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules thereunder. On an ongoing basis, the Company's employees and managers are oriented on creating a safe and conducive work culture. During the year under review, no complaints with allegations of sexual harassment were reported.

CORPORATE SOCIAL RESPONSIBILITY

Your Company has adopted a comprehensive Corporate Social Responsibility Policy ("CSR Policy") that defines the framework for your Company's CSR Programme. The CSR Policy can be accessed on the Company's website at the link: https://keva.co.in/investor-updates/#92-178-policies-p1.

The Company focuses on areas like environmental sustainability, conservation of energy, education, rural and skill development, equipping and upgradation of educational infrastructure with the aim of providing an improved and advanced education system. It also partners in relief operations in case of a natural calamity or disaster.

During the year, the Company has spent ' 1,85,63,928/- on CSR activities. The Annual Report on CSR activities is annexed as Annexure C to this Report.

CONSERVATION OF ENERGY

Your Company has always considered energy and natural resource conservation as a focus area. The Company's operations involve low energy consumption. The manufacturing facilities of the Company are equipped with hi-tech energy monitoring and conservation systems to monitor usage, minimize wastage and increase overall efficiency at every stage of power consumption. The Company advocates energy efficiency in the course of production, and thereby reduces its carbon footprint.

Some of the measures adopted across the Company for energy conservation are as under:

- Installation of solar power generation units at our units

- Installation of energy efficient LED lights in place of conventional lights

- Maintenance of the Power Factor near unit by Automatic Power Factor Correction (APFC) panel to reduce the KVAR (Kilovolt-Ampere Reactive) component of incoming power

- Installation of Variable Frequency Drive for lift motors for energy efficiency

- Installation of motion sensors in passages and washrooms

- Preventive maintenance of equipment and machineries for smooth operation of machines ultimately leading to energy conservation

- Installation of insulated steam pipelines of boilers for thermal efficiency

- Timely fixation of air leakages to maintain optimum pressure and efficiency

- Installation of turbo ventilators - wind-driven roof ventilators - to remove hot air, fumes and stale air without using electricity

The capital expenditure on energy conservation during the year under review forms part of the Financials and is also mentioned in Business Responsibility and Sustainability Report forming part of Annual Report.

ENVIRONMENT, HEALTH AND SAFETY

An essential part of being a responsible company and employer is the health and safety of our employees and the protection of the environment in which we operate.

Keva's ingredients and extraction facility has been certified with ISO 9001, ISO 14001 and ISO 45000 are also assessed by other Sustainability Assessment platforms like SMETA, EcoVadis and Halal Certification. Our other facilities also have ISO certification for Quality, Environment Management System and the Occupational Health and Safety Management System.

Various EHS initiatives taken by Keva are as under:

- Celebration of Road Safety Week, National Safety Week, Fire Service Week, World Environment Day

- Annual Health Check-up was organized for the employees

- Systematic training program to create awareness on various EHS and Sustainability related topics

- Use of waste dustbins using defined color codes for waste segregation

- Installation of lightning arrestor with a counter to ensure a safe environment

- Use of FM-approved waste bins were handed over to departments

- Construction of three drying beds at the Effluent Treatment Plant (ETP) to reduce hazardous waste quantity by decreasing water content

- Creation of sludge storage area with Plain Cement Concrete at the ETP to control soil contamination

- Automation of terrace tank to prevent overflow and reduce water consumption

- Installation of 15 Residual Current Circuit Breakers (RCCBs) to mitigate electrical health hazards and fire risks due to short circuits

- Installation of Variable Frequency Drives for ETP air blower motors to improve energy efficiency

- Maintenance of solar power plant in optimal condition to increase solar units and reduce electricity consumption

- Use of Sewage Treatment Plant-treated water for gardening

- Installation of submersible cutter pump to prevent blockages in the public sewage line

Your Company is sensitive about the health and safety of its employees and has been achieving continuous improvement in safety performance through a combination of systems and processes as well as co-operation and support of all employees.

INNOVATION

Innovation has become one of the most important pillars of Keva. Keva has been putting innovation and technology to work to make its growth journey more meaningful. Keva's Creative Centres at Amsterdam, Jakarta, Mumbai, Singapore, USA, Almere, Hamburg and Milan are continuously striving for innovative creations through research activities. Keva has also established a Food Innovation Centre in Mumbai.

Over the last financial year Discovery Team expanded their research area with inclusion of platform projects on profragrance and functional fragrance molecules.

Novel compounds were successfully developed under these platforms. Based on this research, 7 (seven) new Indian priority patent applications were filed during the year. In addition, 13 (thirteen) patent applications were granted across countries for applications filed in previous years.

The Technology team worked extensively on Malodor Counteraction Platform this year. Based on this work, 4 (four) priority patent applications were filed. Work on the core encapsulation technology continued to be strengthened.

The new initiatives of KNew were established to give end to end product development service to e-commerce brands successfully deployed projects across personal care, home care and fine fragrance categories.

Expenditure on R&D during the year under review was ' 8.59 crores on standalone basis and ' 5.83 crores on consolidated basis.

FOREIGN EXCHANGE EARNINGS AND OUTGO

The foreign exchange earned in terms of actual inflows during the financial year 2025-26 was ' 33.17 crores as against ' 171.84 crores in financial year 2024-25 on a standalone basis. The foreign exchange outgo in terms of actual outflows during the financial year 2025-26 was ' 340.19 crores as against ' 353.73 crores in financial year 2024-25 on a standalone basis.

The foreign exchange earned in terms of actual inflows during the financial year 2025-26 was ' 463.73 crores as against Rs606.23 crores in financial year 2024-25 on a consolidated basis. The foreign exchange outgo in terms of actual outflows during the financial year 2025-26 was ' 488.22 crores as against Rs493.81 crores in financial year 2024-25 on a consolidated basis.

HUMAN RESOURCES

The Company regards its human capital as a strategic partner, aligning people practices with business growth, market expansion, and operational excellence. Talent acquisition follows a balanced mix of lateral hiring and campus recruitment, supported by structured trainee programmes, with a total workforce of approximately 1,149 employees in India as of FY 2025-26 at Group level, alongside continued focus on diversity and inclusion. Learning and development remained a priority, with a Learning Management System offering over 4,500 courses ( 65% adoption), along with targeted capabilitybuilding and leadership development initiatives to strengthen succession planning. Digital HR transformation through a cloud-based HRMS achieved near 100% adoption, improving process efficiency.

The Company continues to foster a performance-driven and inclusive culture through KPI-aligned performance management, regular reviews, employee engagement and well-being initiatives, supported by a robust grievance redressal mechanism, whistleblower policy, and strengthened Health, Safety and Environment (HSE) practices across operations.

Disclosures with respect to the remuneration of Directors, Key Managerial Personnel and employees as required under Section 197 of the Act read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in Annexure D to this Report. For the details of employee remuneration as required under provisions of Section 197 of the Act read with Rule 5(2) & 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Members may write to the Company Secretary at investors@keva.co.in as the Annual Report is being sent to the Members and others entitled thereto excluding the said information.

INDUSTRIAL RELATIONS

Industrial relations during the financial year 2025-26 remained cordial and constructive with a strong emphasis on fostering team spirit and collaboration across the workforce. The positive engagement between employees and Management contributed significantly towards the timely achievement of production targets and overall operational efficiency.

The workforce continued to maintain harmonious relations with Management extending consistent support during critical situations and ensuring that assigned responsibilities were executed within stipulated timelines. The Company also witnessed a high level of employee motivation supported by proactive initiatives undertaken by Management to strengthen engagement and trust.

INFORMATION TECHNOLOGY

IT Transformation and Digital Enablement:

In 2026, your Company's IT function continued to strengthen its role as a strategic enabler, driving global integration, operational efficiency and digital transformation. SAP ECC 6.0 remains Keva's core ERP platform, seamlessly integrating key business functions. As part of Keva's global harmonization roadmap, SAP is being progressively rolled out across Europe, USA and Middle East companies with Keva UK already live. Barcode-enabled solutions have also been scaled across aroma ingredients entities, enhancing traceability and process efficiency.

In product innovation, CUPID 2.0 was successfully deployed for CFF Keva Italy S.p.A. (CFF) in Europe, marking a key milestone in standardizing the fragrance development lifecycle. In parallel, your Company is developing KOMPLY, an integrated regulatory platform, with Phase 1 rollout targeted for Europe to strengthen compliance and streamline product lifecycle management.

Keva's digital transformation journey advanced with the nearcompletion of a CRM platform for the fragrance business enhancing customer engagement and sales visibility. A groupwide expense management system is also being implemented to drive standardization and stronger financial controls across entities.

AI & Digital Vision:

Artificial Intelligence and automation are at the core of Keva's digital strategy. Following the successful rollout of Keva's AI-enabled invoice automation solution for raw material procurement, your Company has also initiated Robotic Process Automation (RPA) with pilot use cases already live, establishing a foundation for scalable automation. Going forward, your Company's focus is on embedding AI across the enterprise to enable smarter decision-making, improve efficiency and build a resilient, future-ready IT ecosystem.

Qlik Sense has now been fully scaled across Europe and established as our global business intelligence platform, delivering unified, real-time insights to support faster, data- driven decisions.

Keva's infrastructure capabilities were significantly enhanced during the year. Keva expanded its virtualized IT environment to three additional locations, improving scalability, resource utilization, and disaster recovery readiness. Cybersecurity was further strengthened through the implementation of FortiClient EMS, enabling centralized endpoint management, real-time visibility and automated policy enforcement.

ANNUAL RETURN

In accordance with the requirements of Section 92(3) of the Act the annual return of the Company in respect of FY 2025-26 has been hosted on the website of the Company at https://keva.co.in/investor-updates/.

CONFIRMATIONS

1. There has been no change in the nature of business of the Company during FY 2025-26.

2. There have been no material changes and commitments affecting the financial position of the Company, which have occurred between the period from 1 April 2025 to 31 March 2026 and the date of this Board's Report.

3. The Company is fully compliant with the applicable Secretarial Standards (SS) issued by Institute of Company Secretaries of India viz. SS-1 & SS-2 on Meetings of the Board of Directors and General Meetings respectively.

4. There is no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year under review.

5. There was no instance of one-time settlement of loan obtained from the Banks or Financial Institutions.

6. The requirement to disclose the details of the difference between the amount of the valuation done at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable;

7. The Company has not issued shares with differential voting rights nor granted stock options nor sweat equity shares.

CAUTIONARY STATEMENT

Statements in the Annual Report, including those which relate to Management Discussion and Analysis, describing the Company's objectives, projections, estimates and expectations, may constitute 'forward looking statements' within the meaning of applicable laws and regulations. Although the expectations are based on reasonable assumptions, the actual results might differ.

ACKNOWLEDGEMENTS

Your directors place on record their appreciation of the continued support extended during the year by the Company's customers, employees, business associates, suppliers, bankers, investors and government authorities. Your Directors would also like to thank all their shareholders for their continued faith in the Company and its future.