Dear Members,

The Board of Directors of the Company ("Board") hereby submits the board report for the financial year ended on March 31, 2026 ("Board Report") on the business, operations and performance of Eternal Limited (formerly known as Zomato Limited) ("the Company"/ "Eternal").

The highlights on the Company's financial statements on a standalone and consolidated basis are summarised below:

The Company is one of the first home-grown new-age tech companies listed in India and operates through four key business segments: Food delivery: A technology platform that provides customers with a seamless, on-demand solution to search and discover restaurants, order food, and have it delivered reliably and quickly.

Quick commerce: Platform offering doorstep delivery of products across categories (fresh, staples, electronics, beauty, general merchandise, festive needs ++).

Going-out: Going-out segment addresses the

‘going-out' needs of our customers and enables discovery and transactions for large going-out experiences including dining-out, movies, sports & other live events, shopping etc.

B2B supplies: B2B business supplying quality food ingredients and other products to restaurants.

Consolidated revenue from operations grew 169% YoY to INR 54,364 crore in FY26 from INR 20,243 crore in FY25 primarily driven by shift to inventory model in quick commerce where revenue now also includes the full monetary value of goods sold (and not just the marketplace commission): Food delivery revenue grew 26% YoY to INR 10,159 crore in FY26, primarily driven by higher order volumes and increase in revenue per order. Quick commerce revenue grew 626% YoY to INR

37,779 crore in FY26 primarily driven by shift to inventory model where revenue now also includes the full monetary value of goods sold (and not just the marketplace commission).

Going-out revenue grew 32% YoY to INR 973 crore in FY26 driven by growth across all categories including dining-out, movies and events. FY26 was also the acquisition of entertainment ticketing business in FY25.

B2B supplies revenue declined 13% YoY to INR

5,366 crore in FY26, driven by scale down of the non-restaurant business following the shift to inventory model in quick commerce. Core restaurant supplies business continued to grow

YoY.

Consolidated Adjusted EBITDA improved to INR 1,189 crore in FY26 from INR 1,079 crore in FY25. Improvement in Adjusted EBITDA profitability was primarily driven by (a) improvement in food delivery Adjusted EBITDA margin and (b) reduction in losses in our quick commerce business and B2B supplies business.

Consolidated EBITDA for the full fiscal year was positive INR 1,208 crore. Consolidated PAT declined to INR 366 crore in FY26 compared to INR 527 crore in FY25 largely due to increase in depreciation & amortization expense in the quick commerce business.

As at the closure of the financial year ended March 31, 2026, the Company has 16 (sixteen) direct full financial subsidiaries and 4 (four) step down subsidiaries, and did not have any associate company or joint venture. During the financial year under review, 2 (two) wholly owned subsidiaries were incorporated and 3 (three) step down subsidiaries were dissolved/ liquidated as detailed below: Zomato Malaysia Sdn. Bhd., dissolved with effect from August 8, 2025.

Blinkit Foods Limited, incorporated on August 18, 2025. Zomato Internet Hizmetleri Ticaret Anonim Sirketi, liquidated with effect from December 9, 2025.

Eternal General Service Foundation, incorporated on December 18, 2025.

Zomato Netherlands B.V., dissolved with effect from January 27, 2026.

During the financial year under review, the Department of Registrar of Companies, Sri Lanka published the notification ("Publication") for strike off of Zomato

Media (Private) Limited ("ZMPL"), wholly owned subsidiary of the Company situated in Sri Lanka, to be effective upon the expiry of three months from the date of Publication. Further, the Company received confirmation that ZMPL was struck off from the Register of Companies, Sri Lanka with effect from April 2, 2026.

In accordance with the Section 129 of the Companies Act, 2013 read with rules framed thereunder ("Act"), a statement containing the salient features of the financial statements of the subsidiaries of the Company in form AOC-1 is annexed as Annexure - I. In accordance with Section 136 of the Act and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the audited financial statements, including the consolidated financial statements and financial results of the subsidiaries are available at Link.

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

During the financial year under review, the Board has not recommended any dividend. The dividend distribution policy of the Company is available at

Link.

During the financial year under review, the Company has not proposed to transfer any amount to the reserves.

During the financial year under review, there is no change in the authorised, issued, subscribed and paid up share capital of the Company.

The authorised share capital of the Company as on financial year ended on March 31, 2026 is INR 14,48,63,29,341/- (Indian rupees one thousand four hundred forty eight crore sixty three lakh twenty nine thousand three hundred and forty one only) divided into 14,48,63,29,341 (One thousand four hundred forty eight crore sixty three lakh twenty nine thousand three hundred and forty one) equity shares having face value of INR 1/- (Indian rupee one) each

(" Equity Shares").

The issued, subscribed and paid up share capital of the Company as on financial year ended on March 31, 2026 is INR 9,65,03,50,647/- (Indian rupees nine hundred sixty five crore three lakh fifty thousand six hundred and forty seven only), divided into 9,65,03,50,647 (Nine hundred sixty five crore three lakh fifty thousand six hundred and forty seven) Equity Shares.

During the financial year under review, the Company has neither issued sweat equity shares nor issued equity shares with differential rights as to dividend, voting or otherwise.

During the financial year under review, following appointment/re-appointment of directors were approved by shareholders on March 13, 2026: Kaushik Dutta (DIN: 03328890) as Independent Director of the Company for a second term of 5 (five) consecutive years commencing from March 1, 2026 to February 28, 2031.

Namita Gupta (DIN: 07337772) as Independent Director of the Company for a second term of 5 (five) consecutive years commencing from March 1, 2026 to February 28, 2031.

Deepinder Goyal (DIN: 02613583) as Vice Chairman & Non-Executive Director of the Company effective from March 13, 2026. Sutapa Banerjee (DIN: 02844650) as Independent Director of the Company for a second term of 5 (five) consecutive years commencing from April 12, 2026 to April 11, 2031.

Aparna Popat Ved (DIN: 08661466) as Independent Director of the Company for a second term of 5 (five) consecutive years commencing from April 19, 2026 to April 18, 2031.

Further, Deepinder Goyal (DIN: 02613583) resigned as Director, Managing Director & Chief Executive Officer of the Company, effective from the close of business hours on February 1, 2026. In accordance with the provisions of Section 152 of the Act and articles of association of the Company, Sanjeev Bikhchandani (DIN: 00065640) Non-Executive

Nominee Director ("Nominee Director"), who has been longest in office since his last election, is to retire by rotation at the ensuing Annual General Meeting ("AGM") and, being eligible, has offered himself for re-appointment. The Board recommends his re-appointment as non-executive nominee director for shareholders' approval.

During the financial year under review, Deepinder Goyal (DIN: 02613583) resigned as Director, Managing Director & Chief Executive Officer of the Company, effective from the close of business hours on February 1, 2026.

Further, Albinder Singh Dhindsa was appointed as Chief Executive Officer and Key Managerial Personnel of the Company effective from February 1, 2026. Additionally, he continues to be whole time director in Blink Commerce Private Limited.

The Independent Directors have confirmed compliance with the Code for Independent Directors prescribed under Schedule IV to the Act and independence under the Act and the SEBI Listing Regulations, including inter-alia the criteria as detailed below: they have registered themselves with the independent director's databank maintained by the Indian Institute of Corporate Affairs;

they are not material supplier, service provider or customer or a lessor or lessee of the Company; they have not been an employee, proprietor or partner, of the firm of auditors or company secretaries in practice, of the Company or its subsidiaries in any of the three immediately preceding financial years and the financial year ended March 31, 2026; they have not been an employee or proprietor or a partner of any legal or consulting firm that had business transactions with the Company or its subsidiaries, amounting to 10 (ten) per cent or more of the gross turnover of such firm, in any of liable the three immediately preceding financial years and the financial year ended March 31, 2026; apart from receiving director's remuneration (including sitting fees), there have not been any material pecuniary relationship or transaction with the Company or its subsidiaries or their promoters or directors during the three immediately preceding financial years and financial year ended March 31, 2026, exceeding the limits specified under the Act and SEBI Listing Regulations; they have not been linked to a non profit organisation that receives significant contribution from the Company or its directors or its subsidiaries or that holds 2 (two) per cent or more of the total voting power of the Company;

they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge duties with an objective independent judgment and without any external influence; neither they nor their relative(s) have held the position of a key managerial personnel in the

Company or its subsidiaries in any of the three immediately preceding financial years and the financial year ended March 31, 2026.

Accordingly, based on the declarations received from all independent directors, the Board has confirmed that, in their opinion, independent directors of the Company are the persons of integrity, possess relevant expertise and experience and fulfil the conditions specified in the Act and SEBI Listing Regulations and are independent of the management.

The Nomination and Remuneration Policy

("NRC Policy") has been formulated in compliance with Section 178 of the Act and Regulation 19 of the SEBI Listing Regulations. It serves as a comprehensive framework governing the nomination, evaluation, and compensation of the Company's directors and senior management personnel. The objective of this NRC Policy is to attract, retain, and incentivize talent to drive the Company's sustainable growth and long-term success.

There have been no changes in the NRC Policy during the financial year under review. The NRC Policy is available at Link.

During the financial year under review, the Board met 8 (eight) times. The maximum interval between any two meetings of the Board did not exceed 120 days. Details of the Board meetings held, including the attendance of the directors therein have been disclosed in the Corporate Governance Report forming part of this Annual Report.

The Company recognises that an effective board evaluation process is integral to strong corporate governance and supports the Board in continuously enhancing its effectiveness. Accordingly, the

Company has adopted a structured framework for the annual evaluation of the performance of the Board, its committees, the chairman and individual directors, including independent directors.

The Nomination and Remuneration Committee

("NRC"), in consultation with the Board, oversees the evaluation framework and criteria. The evaluation, inter alia, considered the following aspects: Board composition, diversity and the mix of skills and experience;

Clarity of roles, responsibilities and accountability; Quality, timeliness and adequacy of information provided to the Board;

Effectiveness of Board deliberations, strategic oversight and decision-making;

Leadership of the chairman and the functioning of the Board;

Contribution and performance of individual directors; Effectiveness of the Board committees in discharging their responsibilities.

In compliance with Section 149 of the Act, Regulation 17 of the SEBI Listing Regulations and the Company's policy for evaluation of the performance of the board of directors, the performance evaluation of each independent director was carried out considering the aspects related to fulfillment of independence criteria and independence from management.

During the financial year under review, the Company engaged Nasdaq Corporate Solutions International Limited ("Nasdaq"), an independent governance advisory firm, to facilitate the evaluation process. The evaluation was conducted through a combination of structured questionnaires, wherein all directors were requested to complete comprehensive evaluation questionnaires tailored to capture an objective overview of the overall performance and one-on-one interviews with independent directors, providing an additional layer of qualitative insights and feedback. The independent and comprehensive evaluation, consolidated by Nasdaq, assessed the Board's overall vitality, offering deep insights into its leadership mindset, strategic engagement, cultural ethos, interpersonal dynamics, and governance practices.

Following a review by the NRC and subsequent deliberation by the Board, the findings reaffirmed that the Board and its committees continue to function effectively and provide appropriate strategic oversight. It also provided constructive insights to support the Board's ongoing focus on strategic engagement and governance excellence. The Board has considered these insights to further strengthen its governance framework in line with its commitment to continuous improvement and long-term value creation.

As on the financial year ended March 31, 2026, the Board has 7 (seven) committees comprising of

Board members as detailed below: Audit Committee;

Nomination and Remuneration Committee; Stakeholders' Relationship Committee;

Risk Management Committee; Corporate Social Responsibility Committee;

Investment Committee; and Fund Raising Committee.

A detailed note on the composition of the aforesaid committees and other mandatory details are provided in the Corporate Governance Report forming part of this Annual Report.

The CSR policy sets out the Company's approach towards social welfare and sustainable development.

It provides the guiding principles, responsibilities, and framework for undertaking meaningful initiatives that positively impact communities, particularly in areas surrounding the Company's operations. A summary of the CSR policy, along with other disclosures, is provided in Annexure – II.

The Company is committed to maintain the highest standards of integrity, transparency, and ethical conduct.

In alignment with the Section 177 of the Act and Regulation 22 of the SEBI Listing Regulations, our Vigil Mechanism and Whistle Blower Policy ("Policy") provides a secure, confidential channel for employees, directors, and stakeholders to report instances of misconduct, fraud, unethical practices, or violations of the Code of Conduct. The Policy is available at Link. This framework ensures direct access to the chairperson of the Audit Committee and includes strict safeguards against any form of retaliation or victimization. All reported concerns undergo independent investigation, with key findings presented periodically to the relevant committees. During the financial year under review, the Company confirms that no individual was denied access to the

Audit Committee's chairperson. For the financial year under review, 9 (nine) reportable matters were thoroughly investigated and successfully resolved under the provisions of the Policy.

The Board has established a Risk Management Committee ("RMC") to supervise the Company's risk governance framework and verify the effectiveness of its mitigation strategies.

Integrated directly into core decision-making processes, this framework enables the systematic identification, assessment, monitoring, and mitigation of strategic and operational risks. The

Risk Management Policy details the corporate risk governance structure including the "Three Lines of Defence" model and defines clear lines of risk ownership, the said policy is available at Link. Implementation of this framework is driven by the Governance, Risk & Compliance team, which evaluates risks based on its likelihood and impact.

This structured methodology enhances transparency, supports well-informed decisions, and bolsters the Company's capacity to navigate emerging risks and opportunities.

In line with the Enterprise Risk Management ("ERM") exercise conducted for Eternal at a consolidated level, below are the strategic risks that have been identified and may impact Eternal in the long run. These risks have been further mapped to the relevant Environmental, Social, and Governance ("ESG") pillars from a sustainability standpoint, with their changing trends over the past fiscal year tracked closely by the RMC.

Eternal faces an intensifying competitive landscape across both established and emerging segments, which can directly hinder growth, compress operating margins, and reduce overall platform revenue and profitability. Key risk factors include capital-fueled expansions by quick commerce rivals and the entry of new players. Furthermore, aggressive competitor tactics such as eliminating user handling fees and lowering delivery fee thresholds exert strong pricing pressure, triggering risk of customer migration or heightened monthly inactivity on our B2C marketplaces.

To protect market share and strengthen our operational moats, Eternal continues to evolve its business strategy from rapid expansion to sustained efficiency. Blinkit has strategically transitioned to an inventory-owned model to achieve absolute control over pricing, product availability, and margins, supplemented by Hyperpure entering the B2C market as a core seller for fresh and perishable products. Concurrently, Zomato has scaled user retention and expanded affordability features by introducing consumer-centric options like "Healthy Mode" and budget-conscious "Meals under 250," while the District app continues to establish exclusive global partnerships with international agencies to secure premium event inventories.

Driven by execution capabilities and strategic agility, Eternal is dedicated to sustaining its ecosystem leadership through disciplined cost efficiencies and differentiated consumer offerings.

As a leading digital platform, Eternal operates under an evolving legislative and supervisory framework, where any failure to track, interpret, or communicate regulatory updates can lead to significant operational disruptions, heavy financial penalties, or license cancellations. The compliance landscape has become increasingly demanding following the notification of new centralized Labor Codes which introduced rigid system obligations and social security fund contributions for our fleet. Additionally, heightened platform governance requirements including explicit data principal consent under Digital Personal Data Protection Rules, strict country-of-origin metrology declarations, Bureau of Indian Standards hallmarking, and enforcement directives from authorities to eliminate delivery speed claims from marketing narratives—require continuous, resource-intensive platform modifications.

To maintain high standards of statutory adherence,

Eternal's public policy, product, and legal teams proactively engage with governing authorities to ensure consistent framework alignments. On the technology front, our data governance structures have been enhanced to incorporate robust consent management systems and transparent country-of-origin discovery filters, while the entire property onboarding flow for dark stores has been embedded with mandatory legal due diligence layers. Eternal remains committed to fostering an uncompromised culture of compliance, embedding transparent regulatory tracking directly into the core design of our business processes.

Eternal's highly distributed operational model relies on the seamless alignment of key stakeholders, making the platform vulnerable to sudden operational breakthroughs or revenue losses from service lapses. Labor volatility, underscored by nationwide or regional gig worker strikes orchestrated by platform unions over social security structures, presents an immediate threat to last-mile fulfillment continuity and order volumes. Similarly, supply chain constraints across our B2B verticals driven by intensive competitive hiring and high turnover among warehouse personnel seeking aggressive payout structures can restrict our ability to reliably fulfill demand during peak business windows. To mitigate friction and fortify stakeholder relationships, our city and central teams have established responsive communication protocols and structured grievance channels. During high-demand and festive windows, we actively calibrate our rate cards and performance incentives to reward partners fairly, ensuring continuous fleet availability and safe operations through local coordination. Hyperpure is actively aligning its payout structures with market dynamics to match competitive frequencies and has collaborated with third-party vendors to extend enhanced social security scheme onboarding and visibility to warehouse personnel. Furthermore, our commitment to systemic equity is reinforced through large-scale platforms, such as hosting the inclusive growth conference in New Delhi to advance collective partner well-being.

Recognizing that our partners form the vital infrastructure of our business, Eternal is dedicated to cultivating a fair, rewarding, and deeply sustainable ecosystem for all participants.

Fluctuations in localized and global economic conditions, alongside broader geopolitical volatility, can severely restrict consumer discretionary spending and compress corporate operating margins. Escalations in international conflicts pose severe logistics constraints, leading to dual-impact crises such as global energy transit bottlenecks that simultaneously inflate platform delivery costs and disrupt the fuel and LPG dependencies of our restaurant partners. Such structural shortages directly manifest as revenue bottlenecks, causing impact in order volumes and restricting restaurant supply capabilities across our core B2C and B2B segments. Eternal leverages its multi-vertical business architecture to reduce dependency on any single market segment or price point, providing a natural cushion against macro-level discretionary contractions. To insulate our fleet from volatile crude oil metrics, Zomato and Blinkit have accelerated their strategic transition to EV-based logistics, optimizing local routes and enhancing fleet efficiency. Our procurement teams have strengthened supply chain resilience by diversifying our supplier base and building robust inventory reserves, while proactively planning for alternative energy options to protect our restaurant partners during macro bottlenecks.

Through continuous macroeconomic monitoring and structured financial discipline, Eternal remains agile, maintaining its capacity to deliver long-term stakeholder value despite global uncertainties.

In an environment heavily driven by digital interactions, Eternal faces persistent brand exposure from adverse publicity, social media perception pressures, and ineffective customer experiences during complex operations. Public narratives can shift rapidly due to political criticism regarding gig worker welfare, public protests, or administrative and crowd management bottlenecks during major co-produced ticketing events. Such incidents can inflate negative social media mentions, trigger elevated refund requests, and place sudden stress on platform support infrastructures, presenting a challenge to long-term user retention and brand loyalty. To safeguard brand health and maintain public trust, Eternal utilizes advanced analytics tools to pre-emptively monitor social narratives and deploy immediate corporate communications. We consistently validate our commitment to our fleet through wide-ranging transparency initiatives regarding partner earnings and have rolled out multi-city road safety campaigns in coordination with local authorities. For our going-out verticals, platform features have been upgraded to include consumer-friendly safeguards such as a "Refund Guarantee Fee" for flexible cancellations and upfront payment capabilities to secure high-demand inventory smoothly. Guided by long-term transparency and a responsible marketing approach, Eternal continues to reinforce consumer trust and secure its brand equity across all touchpoints.

Unforeseen, large-scale catastrophic events including severe geopolitical conflicts, regional trade or tariff disruptions, public health emergencies, and localized security incidents pose fundamental risks to consumer behavior and financial stability. Given that a substantial concentration of group Gross Merchandise Value (GMV) is anchored within top-tier urban metros, any localized mobility restriction, trade deadlock, or supply shock can trigger severe operational and financial vulnerabilities across our consolidated network. To ensure uninterrupted business continuity under adverse conditions, Eternal has systematically decentralized its operational footprint and established a geographically distributed supply architecture. We intentionally source critical inventory and materials from a diversified pool of independent vendors across separate regions, eliminating over-reliance on singular supply vectors. Furthermore, the Company is actively embedding advanced technological solutions including deeper logistically focused automated systems to systematically reduce platform dependency on highly volatile human and energy variables. By prioritizing deep system resilience and predictive planning, Eternal stands prepared to navigate complex, large-scale disruptions while safeguarding core operational integrity.

M/s. Deloitte Haskins & Sells , Chartered Accountants (Firm Registration No.: 015125N and Peer Review Certificate No.: 017816) ("Deloitte"), were re-appointed as the Statutory Auditors of the Company for a second term of 5 (five) consecutive years to hold office from the conclusion of 15 ^th AGM, held in 2025, till the conclusion of 20th AGM. Further, Deloitte on their appointment confirmed that: their appointment is within the limit prescribed under Section 141 of the Act; they are not disqualified from continuing as statutory auditors under Section 141 of the Act; and

they hold a valid certificate issued by the peer review board of the Institute of Chartered Accountants of India.

Deloitte has given an unmodified opinion and has not given any qualification or reservation or adverse remark or disclaimer in their audit report on the financial statements (standalone and consolidated) of the Company for the financial year ended on March 31, 2026.

M/s. Chandrasekaran Associates, Company

Secretaries (Firm Registration No.: P1988DE002500 and Peer Review Certificate No.: 6689/2025) (" CACS") were appointed as Secretarial Auditors of the Company for a term of 5 (five) consecutive years starting from April 1, 2025 and ending on March 31, 2030. Further, CACS on their appointment confirmed that:

their appointment is within the limits laid down under the guidelines of Institute of Company Secretaries of India ("ICSI"); they are not disqualified from continuing as secretarial auditors under Section 204 of the Act, Company Secretaries Act, 1980, SEBI Listing Regulations and Securities and Exchange Board of India circulars; they hold a valid peer review certificate issued by the ICSI.

The secretarial audit report issued for the financial year ended on March 31, 2026 does not contain any qualification or reservation or observation or adverse remark and is annexed as Annexure - III A. Further, CACS were also appointed as secretarial auditors for Zomato Hyperpure Private Limited ("ZHPL"), and Blink Commerce Private Limited ("BCPL") material unlisted subsidiaries of the Company for the financial year ended on March 31, 2026. The secretarial audit reports of ZHPL and BCPL are also annexed as

Annexure - III B and Annexure III C respectively. The Company has submitted the annual secretarial compliance report with BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE") (collectively referred to as "Stock Exchanges") in compliance of Regulation 24A of the SEBI Listing Regulations and same is available at

Link.

Deepak Ahluwalia, Chartered Accountant, Global Head Governance, Risk & Compliance of the Company, continues to act as the Internal Auditor of the Company in accordance with Section 138 of the Act. He oversees the internal audit function across domains including business processes, IT systems information security, regulatory compliance, health and safety and data protection, with a focus on strengthening internal controls and driving continuous improvement. In carrying out this responsibility, he is supported by reputed firms of chartered accountants that provide independent assurance on the effectiveness of internal controls, procedures and compliance processes.

Key audit findings and the results of management testing of internal financial controls are presented to the Audit Committee on a quarterly basis.

As an integral component of the Company's risk and governance framework, internal financial controls mitigate financial and operational risks to ensure orderly and efficient business conduct. This framework secures adherence to corporate policies, safeguards assets, prevents and detects fraud, maintains the accuracy of accounting records, and facilitates the timely preparation of reliable financial statements.

Commensurate with the scale of its operations, the Company maintains a robust internal control system over financial reporting. This framework ensures that all transactions are duly authorized, recorded, and reported in compliance with the applicable accounting standards. Key controls have been thoroughly documented, automated where feasible, and embedded directly into core business processes. Oversight and assurance regarding control effectiveness are delivered to the Board through three structured lines of defense:

Management Oversight: Maintained through ongoing business reviews and self-assessments.

Risk Compliance: Driven by continuous monitoring from the Governance, Risk, and

Compliance function.

Independent Audits: Verified through comprehensive design and operational testing by the Statutory and Secretarial Auditors. The Company confirms that its internal financial controls were adequate and operating effectively throughout the financial year under review. This evaluation is further validated by the Statutory Auditors, whose independent testing revealed no material weaknesses or significant deficiencies.

As on the financial year ended on March 31, 2026, the permanent employees on the rolls of the Company were 6,750 (on standalone basis) and 21,995 (on consolidated basis).

At Eternal, we believe that our people are fundamental to building enduring businesses and delivering sustainable long-term growth. We remain focused on attracting, developing, and retaining exceptional talent while fostering a culture of meritocracy, ownership, accountability, collaboration, and continuous learning. Through meaningful opportunities for growth and development, we seek to empower our employees to contribute to the Company's success and create lasting value for all stakeholders. We believe that a strong and engaged workforce is fundamental to driving sustainable growth, innovation, and organizational resilience. The details with respect to the remuneration of directors and employees as required under Section 197 of the Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure - IV. In terms of Section 136 of the Act, Annual Report and financial statements of the Company are being sent to the shareholders excluding information on details of employee remuneration as required under provisions of Section 197 of the Act and Rule 5(2) & 5(3) of the

Companies (Appointment and Remuneration of

Managerial Personnel) Rules, 2014. If any shareholder is interested in obtaining a copy of the aforesaid information, such shareholder may send an email to the Company Secretary and Compliance Officer of the Company at companysecretary@eternal.com.

At Eternal, we view our Employee Stock Option Plan

("ESOP") as a strategic instrument to foster a culture of ownership and long-term value creation. ESOPs are designed to align employee interests with the Company's long-term growth and success while rewarding sustained contribution and performance.

By linking long-term incentives to employee contributions and the Company's outcomes, ESOPs reinforces ownership, accountability, and long-term thinking, while supporting the attraction, retention, and engagement of exceptional talent. The Company has five employee stock option plans

("ESOP Schemes") as on the financial year ended on March 31, 2026, namely:

Foodie Bay Employee Stock Option Plan 2014

("ESOP 2014");

Zomato Employee Stock Option Plan 2018

("ESOP 2018");

Zomato Employee Stock Option Plan 2021

("ESOP 2021");

Zomato Employee Stock Option Plan 2022

("ESOP 2022");and

Zomato Employee Stock Option Plan 2024

("ESOP 2024").

Further, there has been no change in the ESOP Schemes during the financial year under review. In accordance with the terms of ESOP Schemes, options may be granted to employees of the Company and its subsidiaries which gives them rights to receive

Equity Shares upon exercise.

The Company confirms that the ESOP Schemes are in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SEBI ESOP Regulations"). The Company has also obtained certificate(s) from the Secretarial Auditors confirming that ESOP 2014, ESOP 2018, ESOP 2021, ESOP 2022 and ESOP 2024 have been implemented in accordance with the SEBI ESOP Regulations and the resolutions passed by the shareholders of the Company. The said certificates will be made available for inspection by the members electronically during the AGM of the Company. If any shareholder is interested in obtaining a copy of the aforesaid certificates, such shareholder may send an email to the Company Secretary and Compliance Officer of the Company companysecretary@eternal.com.

Further, the details as required to be disclosed under Regulation 14 of the SEBI ESOP Regulations are available at Link.

The Company maintains a zero-tolerance approach towards sexual harassment and is committed to provide a safe, respectful, and inclusive workplace.

In compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act") and the rules thereunder, the Company has adopted a Prevention of Sexual

Harassment ("POSH") policy.

The POSH policy is inclusive and gender-neutral, covering employees across genders, including those who identify as members of the LGBTQI+ community. The Company has established a robust framework for reporting and addressing complaints while ensuring confidentiality. The POSH policy is available at Link.

To implement the POSH policy, the Company has constituted an Internal Complaints Committee ("ICC") in accordance with the Section 4 of the POSH Act. The ICC comprises members with relevant and diverse experiences, and is responsible for investigating complaints, ensuring fair and impartial resolution, and promoting awareness through training and sensitization initiatives designed to prevent harassment and promote a culture of dignity and inclusion.

Details of sexual harassment complaints received and resolved during the financial year under review by ICC are given below: Number of complaints received/filed during 27 the financial year Number of complaints disposed off during 24¹ the financial year

Number of cases pending for more than 0 ninety days

Number of complaints pending as on the end 5² of the financial year

Committed to workplace inclusivity and the principle of shared parenting, the Company provides an

Equal Parental Leave aligned with the Maternity

Benefit Act, 1961. We take a holistic approach to working parents by offering structured return to work frameworks, professional counselling and mental wellness initiatives. Further, our corporate daycare partnerships and creche facilities provide the practical infrastructure necessary to support an optimal work life balance. Further, all applicable provisions of the Maternity Benefit Act, 1961, have been complied by the Company during the financial year under review.

The particulars relating to conservation of energy, technology absorption, and foreign exchange earnings and outgo are given hereunder:

Eternal remains deeply committed to energy conservation and climate action, principles that are firmly embedded in our operations and detailed in our environmental policy which is available on the website of the Company. Eternal continually strives to minimize the overall environmental impact of its operations and lower its carbon footprint by prioritizing energy efficiency and waste management.

During the financial year under review, we implemented several key initiatives to advance our sustainability goals and drive carbon reduction:

Equipment Optimization: Use of electrical equipment was streamlined across the organisation including air-conditioning systems, office lighting, and beverage dispensers to minimize energy waste and maximize operational efficiency.

Energy-Efficient Infrastructure: Deployment of LED lighting and monitors was prioritised across our corporate offices, stores, and warehouses, reinforcing our commitment to sustainable facility management.

Culture of Conservation: To foster energy consciousness, we consistently distribute educational content across internal communication channels. These campaigns encourage our workforce to adopt simple, impactful habits, such as turning off lights in empty meeting rooms and unplugging fully charged devices.

Through these targeted efforts, Eternal is making substantial strides in energy conservation and carbon reduction, setting a strong benchmark for corporate sustainability and environmental responsibility. The details of conservation of energy are given hereunder:

Eternal continuously explores and deploys technological, product, and service innovations across its business portfolio. Notable recent advancements in financial FY26 include: Nugget: Originally introduced in FY25, Nugget is an AI-native customer support platform designed to autonomously manage and resolve customer grievances. Its deployment has significantly accelerated query resolution times, enabled highly personalized support, and elevated overall customer satisfaction while driving substantial cost efficiencies. Furthermore, Nugget is offered as a B2B solution, allowing external businesses to effortlessly upgrade their own customer support operations.

Healthy Mode: Launched on the Zomato app in FY26, "Healthy Mode" empowers users to make highly informed dietary choices. Rather than focusing solely on calories, this feature assigns a comprehensive "Healthy Score" ranging from ‘Low' to ‘Super' to every dish based on essential nutritional elements such as proteins, complex carbohydrates, fiber, and micronutrients. Such information is derived from restaurants' item description data and food images, which is analysed via our proprietary AI-model.

Ambulance Service: Enabled on the Blinkit app, with an aim to bring reliable emergency support closer to the consumers, addressing a wide range of emergencies including cardiac arrest, seizure, roadside accident as well as OPD (Outpatient

Department) cases. The service is equipped with essential life-saving equipment, including stretcher, scoop, wheelchair, vital-monitoring devices, oxygen cylinder, AED (Automated External Defibrillator), a suction machine, and essential medicine and fluid.

Parental Controls Feature: Blinkit being the first quick commerce platform, where consumers can set a 6-digit PIN to hide sensitive items from certain product categories, such that younger age groups can browse the app without seeing age inappropriate products. In case there are any changes made to these settings, the consumer is notified about the same.

Print Store: Enables consumers to upload documents, passport-sized photos and pictures for printing and have them delivered within minutes through the Blinkit app, making it a convenient solution for last-minute needs.

Pharma Category: Blinkit deployed a seamless, teleconsultation and prescription verification workflow. Under this framework, customer-uploaded prescriptions undergo structured pharmacist review, with automated escalation to certified physicians for secondary verification if required. For unprescribed orders, the app instantly connects users to certified doctors for on-demand consultations and e-prescription issuance.

The details of technology absorption are given hereunder:

The details of foreign exchange earnings and outgo are given hereunder:

During the financial year under review, requirement for maintenance of cost records under Section 148 of the Act is not applicable on the Company. Consequently, the appointment of a cost auditor is not required.

During the financial year under review, pursuant to Section 143 of the Act, Deloitte, Statutory Auditors, Deepak Ahluwalia, Global Head - Governance, Risk & Compliance and Internal Auditors and CACS, Secretarial Auditors have not reported any instance of frauds committed in the Company, by its or employees to the Audit Committee.

The annual return of the Company as on the financial year ended on March 31, 2026 in terms of Section 92 and Section 134 of the Act is available at Link.

No material changes and commitments affecting the financial position of the Company have occurred between the end of March 31, 2026, to which the financial statements relate and the date of this Board

Report.

During the financial year under review, no significant and material orders have been passed by the regulators or courts or tribunals impacting the going concern status and Company's operations in future. Further, there has been no change in the legal status of the Company during the financial year under review

In terms of the provisions of Regulation 34 of the SEBI Listing Regulations, management discussion and analysis report is set out as a separate section under this Annual Report.

For the financial year under review, the Company continues to prepare its sustainability disclosures in accordance with the BRSR framework. The BRSR enables the Company to report its sustainability performance in line with the principles of the National Guidelines on Responsible Business Conduct

(" NGRBC").

The Company has adopted the evolving BRSR framework in accordance with Master Circular No. HO/49/14/14(7)2025-CFD-POD2/1/3762/2026 dated January 30, 2026 read with guidelines, press releases as may be issued from time to time by SEBI. In accordance with the aforementioned circulars, the Company has appointed Deloitte Haskins & Sells LLP to provide assurance on the core Key Performance Indicators ("KPIs") and select non-core KPIs included in the Assurance Report of the BRSR.

Additionally, while ESG disclosures related to value chain partners remain voluntary for the financial year under review, the Company has voluntarily reported select ESG indicators for its value chain partners in the BRSR. The BRSR is included as a separate section of this Annual Report in accordance with the above regulatory guidance.

The Company has complied with all applicable corporate governance requirements as prescribed under the Act and SEBI Listing Regulations. The report on corporate governance is set out as a separate section under this Annual Report.

In terms of provisions of Section 188 of the Act, transactions entered into with related parties during . the financial year under review were in the ordinary course of business and on an arm's length basis. Further, disclosure in Form AOC-2 under Section 134 of the Act is not applicable for the year under review. Related party transactions entered during the financial year under review were approved by the

Audit Committee and the Board from time to time, and are disclosed in the notes to accounts of the financial statements forming part of this Annual Report. Further, the Company did not enter into any materially significant related party transactions required the approval of shareholders. The policy on the materiality of related party transactions and dealings with related party transactions is available at Link.

The Company has not accepted any deposits from the public within the meaning of Section 73 of the Act and no amount on account of principal or interest on deposits from the public was outstanding as on March 31, 2026. Accordingly, disclosures related to deposits as required to be made under the Act are not applicable to the Company.

Details of loans and advances given, investments made or guarantees given or security provided as per the provisions of Section 186 of the Act and Regulation 34 of the SEBI Listing Regulations are given in the notes forming part of the financial statements provided in this Annual Report.

As on the financial year ended on March 31, 2026, the Company doesn't have any application or proceeding pending under Insolvency and Bankruptcy Code, 2016. Further, during the financial year under review, Nona Lifestyle Private Limited ("Operational Creditor") whose original petition under Section 9 of Insolvency and Bankruptcy Code, 2016 was dismissed by the National Company Law Tribunal, Delhi Bench II ("NCLT") on November 25, 2024, filed a restoration application which was also rejected by the NCLT vide its order dated April 3, 2025.

During the financial year under review, the Company has complied with the applicable provisions of the Secretarial Standard-1 and Secretarial Standard-2 specified by the ICSI.

During the financial year under review, there were no revisions in the financial statements and Board

Report of the Company.

During the year under review, there has been no deviation/ variation in utilisation of the Qualified Institutions Placement ("QIP") proceeds. Further, details of utilisation of QIP proceeds for the said period are given herein below:

2a Includes reimbursement of the following amounts incurred by the

Disclosure w.r.t. details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the banks or financial institutions along with the reasons thereof, is not applicable for the financial year under review.

In addition, the following disclosures are provided for the financial year under review:

There was no requirement to transfer any funds and equity shares to the investor education and protection fund.

The Company has not made any provision of money for the purchase of its own shares by employees or by trustees for the benefits of employees.

There were no corporate actions undertaken by the Company. Accordingly, there are no instances of failure or non-compliance required to be reported.

There has been no change in the charter documents of the Company. The power to change, amend, or completely replace the charter documents lies exclusively with the shareholders of the Company.

In accordance with the provisions of Section 134 of the Act, directors to the best of their knowledge and belief confirm and state that: In the preparation of the annual accounts for the financial year ended on March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures; The directors 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 as at the end of the financial year March 31, 2026 and of the profit of the Company for that period;

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; The directors have prepared the annual accounts on a going concern basis;

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

The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

The Board would also like to thank all stakeholders including but not limited to shareholders, customers, delivery partners, restaurant partners and all other business associates for their continuous support to the Company and their confidence in its management.

We look forward to their continuous support in the future.