The Members,

Your Directors have pleasure in presenting the Forty Sixth (46th) Annual Report of Superhouse Limited together with the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended 31st March, 2026.

Financial Highlights

The financial performance of the Company for the financial year ended 31st March, 2026 is summarised below:

Financial Performance

During the financial year under review, the Company operated in a challenging global business environment marked by subdued consumer demand across major export markets, persistent inflationary pressures, geopolitical uncertainties and volatile foreign exchange movements. Despite these challenges, the Company continued to focus on operational efficiency, product diversification, strengthening customer relationships and expanding its domestic presence.

On a standalone basis, the Company achieved revenue from operations of Rs. 51945.25 lakhs as against Rs. 50,490.78 lakhs in the previous year. Profit before tax stood at Rs. 1833.52 lakhs

compared with Rs. 1793.10 lakhs in the previous year, while profit after tax amounted to Rs. 1220.72 lakhs as against Rs. 1341.33 lakhs in the previous year. Earnings per share decreased from Rs. 12.17 per share during the previous year to Rs. 11.07 per share during the year under review.

On a consolidated basis, revenue from operations stood at Rs. 67676.38 lakhs as against Rs. 66499.47 lakhs during the previous year. Consolidated profit before tax amounted to Rs. 724.51 lakhs compared with Rs. 1166.09 lakhs in the previous year, while consolidated profit after tax stood at Rs. 59.16 lakhs as against Rs. 765.62 lakhs during the previous year. Consolidated earnings per share decreased from Rs. 8.48 during previous year to Rs. 2.87during the year under review.

Dividend

Considering the financial performance of the Company, the need to conserve resources for future growth and expansion and to strengthen the financial position of the Company, your Directors are pleased to recommend a dividend of Rs. 0.80 (Eighty paise) per equity share (8.00%) on equity shares of Rs. 10 each for the financial year ended 31st March, 2026.

The dividend, if approved by the Members at the ensuing Annual General Meeting, will be paid to those Members whose names appear in the Register of Members/Beneficial Owners as on the Record Date. The total dividend outgo, including applicable taxes, will amount to approximately Rs. 88.20 lakhs.

Transfer to Reserves

The Board has decided to transfer Rs. 100.00 (One Hundred) lakhs to the General Reserve of the Company for the financial year ended 31st March, 2026.

Operations and Business Performance

The financial year 2025-26 continued to be challenging for the global leather and footwear industry due to sluggish demand in key international markets, inflationary pressures, supply chain disruptions and continued geopolitical uncertainties. Despite these headwinds, the Company maintained its focus on operational excellence, product innovation, cost optimisation and customer satisfaction.

The Company continued to strengthen its position across its diversified product portfolio comprising leather footwear, safety footwear, fashion footwear, leather goods, saddlery and harness, textile garments, industrial safety products and allied businesses. The Company's established brands, diversified customer base, integrated manufacturing facilities and strong export presence continued to provide resilience during the year.

The domestic business also witnessed sustained momentum, supported by growing brand recognition of Allen Cooper, Silver Street and Double Duty, expansion of distribution channels and increasing penetration through modern retail and e-commerce platforms.

Your Directors remain confident that the Company's diversified business model, integrated manufacturing capabilities, experienced management team and strong customer relationships will continue to support sustainable long-term growth.

Export Performance and Recognition

Exports continued to constitute a significant component of the Company's business during the year under review. The Company maintained its strong presence in major international markets by consistently supplying high-quality products and strengthening long-standing relationships with global customers.

During the year, the Company was honoured with the National Export Excellence Award - First Place for excellence in exports of Harness & Saddlery (Non-Leather) for the year 2024-25. The Company had also received several prestigious export excellence awards during the previous years in recognition of its outstanding performance in the export of leather and nonleather products, including awards for overall exports, leather footwear, finished leather, leather goods and harness and saddlery from the Council for Leather Exports.

These recognitions reaffirm the Company's leadership in the leather export industry and reflect its commitment to product quality, customer satisfaction, innovation and global competitiveness.

Share Capital

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

As on 31st March, 2026, the paid-up equity share capital of the Company stood at Rs. 11,02,50,000, comprising 1,10,25,000 equity shares of Rs. 10 each.

The Company has not issued any shares with differential rights as to voting, dividend or otherwise or sweat equity shares. Further, no Employee Stock Option Scheme is presently in force.

Material Changes, Commitments and Change in the Nature of Business

There were no material changes or commitments affecting the financial position of the Company between the end of the financial year ended 31st March, 2026 and the date of this Report, except those disclosed elsewhere in this Annual Report. Further, there was no change in the nature of the business of the Company during the financial year under review.

Subsidiaries, Joint Ventures and Associate Companies

As on 31st March, 2026, the Company has seven subsidiary companies, namely M/s Superhouse (UK) Limited, M/s Superhouse Middle East FZC, M/s Briggs Industrial Footwear Limited, UK, M/s Linea De Seguridad S.L.U, Spain, M/s LA Compagnie Francaise De Protection SARL, M/s Creemos International Limited and M/s Allen Cooper Limited (earlier known as Rojus Enterprises Limited) and four associates namely M/s Unnao Tanneries Pollution Control Company, M/s Steven Industries Limited, M/s Amin International Limited and M/s Knowledgehouse Limited. The Company has two step-down subsidiary companies, namely M/s Nomads Clothing Limited and M/s Patrick Shoes Limited. No other Company became or ceased to be became the Company's subsidiary, joint venture or associate company except M/s Superhouse (USA) International Inc. dissolve during the year.

The Company will make available the annual accounts of subsidiaries and the related information to any member of the Company who may be interested in obtaining the same. The annual accounts of subsidiaries will also be kept for inspection

by any member of the Company at the registered office of the Company and that of the respective subsidiaries. The financial statements, including consolidated financial statement and separate financial statement in respect of each of its subsidiaries have also been placed on the website of the Company. A statement containing salient features of the financial statement of subsidiaries/associates companies forms a part of the annual financial statement. The policy for determining material subsidiaries as approved may be accessed on the Company's website at the link:

Transfer to the Investor Education and Protection Fund (IEPF)

In compliance with the provisions of Sections 124 and 125 of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ('IEPF Rules') as amended from time to time, the Company has deposited a sum of Rs. 9,19,929.60 into the specified bank account of the IEPF, Government of India, towards unclaimed / unpaid dividend amount for the financial year ended 31st March, 2018.

As per the said Rules, the corresponding equity shares in respect of which Dividend remains unclaimed / unpaid for seven consecutive years or more, are required to be transferred to the Demat Account of the IEPF Authority. During the year under review, the Company has transferred 55,597 underlying Equity Shares to the Demat Account of the IEPF Authority, incompliance with the aforesaid Rules.

Credit Rating

During the year under review, the ACUITE Rating Agency assigned the long term rating of 'ACUITE A-' Negative (read as ACUITE A- minus) and reaffirmed short term rating of 'ACUITE A2+' on the bank borrowings of the Company.

Consolidated Financial Statements

In accordance with the provisions of the Companies Act, 2013, the SEBI Listing Regulations and the applicable Indian Accounting Standards, the Consolidated Financial Statements of the Company, together with the Auditors' Report thereon, form an integral part of this Annual Report.

Corporate Governance

The Company remains committed to maintaining the highest standards of corporate governance, transparency, accountability and ethical business practices.

A separate report on Corporate Governance, together with the certificate from the Statutory Auditors confirming compliance with the requirements of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forms an integral part of this Annual Report.

Management Discussion and Analysis

Pursuant to Regulation 34 read with Schedule V of the SEBI Listing Regulations, a detailed Management Discussion and Analysis Report, covering the industry structure, business environment, opportunities and threats, risk management, internal controls, financial performance, outlook and other matters, forms part of this Annual Report.

Conservation of Energy

Your Company is engaged in the manufacturing of Finished Leathers, Leather Goods and Textile Garments and consumption of energy in these industries is not significant as compared to that of in other industries. However, the Company is making continuous efforts to conserve energy wherever possible by economizing on the use of power and fuel in factories and offices. The Company is using electricity and generators as sources of energy. The Company has not made specific capital investment for the reduction of consumption of energy.

Technology Absorption

The Company is carrying on the research and development, understanding the customer needs and preferences for design, quality and comfort on a regular way. Improvement of overall product performance by implementing the planned strategies, bringing in new developments and product improvements based on consumer research have helped the Company to achieve excellent working results and improve the competitive strength of the Company. The use of modern technology and newest materials not only guarantee world class quality products at reasonable price but also caters to the fashion needs of the customers while meeting the ever changing market requirements.

The Company has incurred expenditure of Rs. 80.58 lakh which is 0.15% of the total turnover for Research and Development Activities during the year, as compared to Rs. 110.68 lakh which was 0.21% of the total turnover incurred during the previous year.

The Company is not using imported technology. However, imported plants and machineries are also being used by the Company.

Foreign Exchange Earnings & Outgo

The Company continues to enjoy the status of a Government of India Recognized Trading House. Continuous efforts are being made to identify new markets. The Company earned foreign exchange of Rs. 33570.45 lakh during the year in comparison to previous year of Rs. 32893.74 lakh. During the year, the total foreign exchange outgo was Rs. 5990.75 lakh as compared to Rs. 7052.21 lakh during the preceding financial year.

Corporate Social Responsibility

The Company continues to remain committed towards sustainable development and inclusive growth through its Corporate Social Responsibility initiatives.

To attain its Corporate Social Responsibility (CSR) objectives in a professional and integrated manner, the Company has identified the promotion of Education, Healthcare and Environment Sustainability as its focus areas.

In Education, the endeavours of the Company are to spark the desire of learning and knowledge at every stage through quality primary education, formal schools, facilities for preparation of higher education and development of sports skills. The proper arrangements have been made for free education of the financially weaker section of the society. The company is also assisting in skill development by providing on the job and vocational training.

no materially significant related party transactions which could have potential conflict with interest of the Company at large.

The disclosures as required under Indian Accounting Standard (Ind AS) 24 form part of the Notes (Note No 47) to the Financial Statements.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Board of Directors

The composition of the Board is in conformity with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations.

The Board functioned effectively through its Committees, namely the Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee, Corporate Social Responsibility Committee and Risk Management Committee, which discharge their respective functions in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations.

In accordance with the provisions of the Act and the Articles of Association of the Company, Mr. Zafarul Amin (DIN:00015533) and Mr. Yusuf Amin (DIN: 06863918), Directors of the Company, retire by rotation at the ensuing Annual General Meeting and being eligible they offered themselves for re-appointment.

The Policy for selection of Directors and determining Directors' independence sets out the guiding principles for the Nomination and Remuneration Committee (NR Committee) for identifying persons who are qualified to become Directors and to determine the independence of Directors, in case of their appointment as Independent Directors of the Company. The Policy also provides for the factors in evaluating the suitability of individual Board members with diverse backgrounds and experience that are relevant for the Company's operations. The Remuneration Policy for Directors, Key Managerial Personnel and other employees sets out the guiding principles for the NR Committee for recommending to the Board the remuneration of the Directors, Key Managerial Personnel

and other employees of the Company. Criteria of making payment to Non-Executive Directors set out the guiding principles for the payment to Non- Executive Directors.

B. Meetings of the Board

During the financial year, six meetings of the Board of Directors were held. The gap between two meetings was within the period prescribed under the Companies Act, 2013 and the SEBI Listing Regulations.

The details of the meeting of board of directors and various committees are given in the Corporate Governance Report.

C. Independent Directors

Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations confirming that they meet the criteria of independence prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI Listing Regulations. During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees.

D. Performance Evaluation

The Company has devised a Policy for performance evaluation of Independent Directors, Board, Committees and other individual Directors, which includes criteria for performance evaluation of the Non-Executive Directors and Executive Directors. The Board has carried out the annual performance evaluation of its own performance, the directors individually as well as the evaluation of the performance of the Board Committees. A structured questionnaire was prepared after circulating the draft forms, covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance. The performance evaluation of the Chairman and Managing Director and the Non-independent Directors was carried out by the Independent Directors. The evaluation of Independent Directors was done by the entire board of directors which include performance of the directors, fulfilment of the independence criteria and their independence from the management. The directors express their satisfaction with the evaluation process.

E. Key Managerial Personnel

The following were the Key Managerial Personnel of the Company as on 31st March, 2026:

• Mr. Mukhtarul Amin - Chairman & Managing Director

• Mr Zafarul Amin - Joint Managing Director

• Mr. Mohd. Shadab - Deputy Managing Director

• Mr. R.K. Agrawal - Company Secretary

• Mr. Krishan Dutt Mishra - Chief Financial Officer

Risk Management

The Company has established a comprehensive Enterprise Risk Management Framework to identify, evaluate, monitor and mitigate strategic, operational, financial, regulatory and business risks.

The Risk Management Committee periodically reviews key business risks, including foreign exchange exposure, raw material availability and pricing, legal and regulatory compliance, environmental and operational risks, business continuity and cyber security risks. The Committee also reviews the adequacy of risk mitigation measures and internal control systems and regularly reports significant developments to the Board.

The Company continues to strengthen its risk governance framework by integrating enterprise risk management with internal financial controls, internal audit processes and cyber security governance.

Internal Financial Controls

The Company has in place adequate Internal Financial Controls commensurate with the nature, scale and complexity of its operations. These controls are designed to ensure orderly and efficient conduct of business, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.

The Audit Committee periodically reviews the adequacy and effectiveness of the internal control systems.

Vigil Mechanism / Whistle Blower Policy

The Company has established a Vigil Mechanism and Whistle Blower Policy in accordance with Section 177 of the Companies Act, 2013 and Regulation 22 of the SEBI Listing Regulations.

The mechanism enables Directors and employees to report genuine concerns regarding unethical behaviour, fraud or violation of the Company's Code of Conduct.

The mechanism provides adequate safeguards against victimisation and ensures direct access to the Chairperson of the Audit Committee in appropriate cases. During the year, no person was denied access to the Audit Committee.

Annual Return

Prevention of Sexual Harassment

The Company has in place a policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

An Internal Complaints Committee has been constituted to redress complaints.

During the year under review:

A. Number of complaints received : Nil

B. Number of complaints disposed of : Nil

C. Number of complaints pending as on 31st March, 2026 : Nil

Particulars of Employees and Related Disclosures

There were 1335 permanent employees with the Company as on 31st March, 2026. The percentage increase in remuneration, ratio of remuneration of each director and key managerial personnel (KMP) to the median of employees' remuneration, and the list of top 10 employees in terms of remuneration drawn, as required under Section 197(12) of the Companies Act, 2013, read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, form part of Annexure II to this Board's report.

Significant and Material Litigations / Orders

During the year under review, no significant or material orders were passed by the Regulators, Courts or Tribunals which would impact the going concern status or future operations of the Company.

Details of pending litigations, including tax matters, are disclosed in the Financial Statements and the Auditors' Report forming part of this Annual Report.

Audit Committee

The Audit Committee comprises only Independent Directors. All recommendations made by the Audit Committee during the year were accepted by the Board.

Maternity Benefit

The Company has complied with provisions relating to the Maternity Benefit Act, 1961, as amended from time to time. Necessary facilities and benefits have been extended to all eligible women employees in accordance with the applicable law.

Directors' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors confirm that:

a) in the preparation of the annual accounts for the year ended March 31, 2026, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;

b) the Directors have selected such accounting policies and applied them consistently and made judgements 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 March 31, 2026 and of the profit of the Company for the year ended on that date;

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.

Secretarial Standards

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India relating to meetings of the Board of Directors and General Meetings.

Secretarial Auditor

Pursuant to Section 204 of the Companies Act, 2013, M/s Banthia & Company, Practising Company Secretaries, conducted the Secretarial Audit of the Company.

The Secretarial Audit Report for the financial year ended 31st March 2026, forms part of this Annual Report, and marked as Annexure III to this Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

Secretarial Compliance Report

The Secretarial Compliance Report issued under Regulation 24A of the SEBI Listing Regulations has been submitted to the Stock Exchanges within the prescribed timelines.

Statutory Auditors

M/s. Kapoor Tandon & Co., Chartered Accountants were appointed as Auditors of the Company, for a term of 5 (five) consecutive years, at the Annual General Meeting held on 30th September, 2022. They have confirmed that they are not disqualified from continuing as Auditors of the Company. The Auditors continue as the Statutory Auditors of the Company.

The Auditors' Report on the Standalone and Consolidated Financial Statements for the financial year ended 31st March, 2026 does not contain any qualification, reservation, adverse remark or disclaimer. The Notes on financial statement referred to in the Auditors' Report are self-explanatory and do not call for any further comments.

OTHER STATUTORY DISCLOSURES

A. Deposits

During the year under review, the Company has not accepted any deposits from the public within the meaning of Chapter V of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

Accordingly, there were no outstanding public deposits as on 31st March, 2026.

B. Particulars of Loans, Guarantees and Investments

Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the Standalone Financial Statement.

C. Scheme for Purchase of The Company's Shares by Employees

The Company does not have any scheme of provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.

D. Remuneration from Subsidiaries Companies

Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries, except Mr. Mukhtarul Amin,

Chairman and Managing Director, Mr. Zafarul Amin, Joint Managing Director and Mr Yusuf Amin, Director of the Company received remuneration/commission of Rs. 5.85 lakh each from Creemos International Limited, a subsidiary of the Company (Previous Year: Rs. 5.85 lakh each).

E. Corporate Insolvency Resolution Process

The Company has no information about any Corporate Insolvency Resolution Process, initiated against the Company, under the Insolvency and Bankruptcy Code, 2016.

F. Fraud reported by the auditors

No fraud was reported by the auditors under sub-section (12) of Section 143.

ACKNOWLEDGEMENT

Your Directors place on record their sincere appreciation for the continued confidence and support extended by the shareholders, customers, suppliers, bankers, financial institutions, Government authorities, business associates and all other stakeholders.

The Directors also express their deep appreciation to the employees at all levels for their dedication, commitment and valuable contribution towards the Company's performance during the year. Their continued support and collective efforts remain the cornerstone of the Company's sustained growth and success.

The Board looks forward to the continued trust and support of all stakeholders in the years ahead.