Annual Report for FY 2025-26

Salora International Ltd. Date: 01.09.2026 The ecretary B E Limited Phiroze JeeJeebhoy Towers Dalal Street Mumbai - 400 001. Company Scrip Code: 500370 SUB : SUBMISSION OF ANNUAL REPORT FOR THE FINANCIAL YEAR 2025-26 (INCLUDING NOTICE OF 57TH ANNUAL GENERAL MEETING) OF THE COMPANY Dear SirlMadam, Pursuant to regulation 34(1) ofSEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015, as amended, please find enclosed herewith Annual Report for the financial year 2025-26 which is being dispatched / sent to the members by permitted mode(s). The aforesaid Annual Report along with the Notice for convening 57th Annual General Meeting (AGM) of the members of the Company is also available on the website of the Company i.e. lora.corn. This is for your information and records. Thanking you, Yours faithfully FOR SALORA INTERNATIONAL LIMITED .(Gopal Sitaram Jiwar . Chairman & Managing..'.-'.~"" DIN:00024325 Listing ComplianceDepartment Calcutta StockExchange Dalhousie,Kolkata, WestBengal-700001 Regd.&Corporate OffIce: 0-1314,OkhlaIndustrialArea,Ph-II,NewOelhi-110020,Ph.:011-35008342. CIN: l74899 Ol1968 PlCOO4962,E-mail: info@salora.com,Website: www.salora.com ~ Technology for Happiness ANNUA 2025-26 SA10RA INTERNATIONAL LIMITED CIN - L74899DL1968PLC004962 LED TV WASHING MACHINE SMARTWATCH Visitus at (www.salora.com ~ 57th ANNUAL REPORT OF SALORA INTERNATIONAL LIMITED FINANCIAL YEAR 2025-26 CORPORATE INFORMATION BOARD OF DIRECTORS: Gopal Sitaram Jiwarajka : Chairman & Managing Director Paramartha Saikia : Independent Director (Non-Executive) Rachna Lodha : Independent Director (Non-Executive) Rajiv Bajaj : Independent Director (Non-Executive) Tarun Jiwarajka : Non-Executive Director (Non-Independent) Ayush Jiwarajka : Executive Director & CFO COMPANY SECRETARY: CONTENTS PAGE NO. Mohd Khizar Ali Khan AGM Notice 02 Directors’ Report 12 Secretarial Audit Report 20 STOCK EXCHANGE: Report on Corporate Governance 27 BSE Ltd. Management Discussion and Analysis Report 44 CSE Ltd. AUDITORS: COMPANY’S FINANCIAL STATEMENT: Statutory Auditors : O P BAGLA & CO. LLP Report of Auditors 48 Internal Auditors : SCV & CO Balance Sheet 58 Statement of Profit & Loss 59 Secretarial Auditors : SVR & CO. Cash Flow Statement 61 Cost Auditors : GURVINDER CHOPRA & CO. Note to financial statements 63 BANKERS: ANNUAL GENERAL MEETING: • State Bank of India • HDFC Bank Ltd. DAY : Friday • Canara Bank • Kotak Mahindra Bank DATE : September 25, 2026 TIME : 11:00 AM REGISTERED OFFICE & CORPORATE OFFICE: VENUE : D-13/4, Okhla Industrial Area, Phase-II, New Address: D – 13/4, Delhi - 110020 Okhla Industrial Area, Phase – II, WEBSITE : www.salora.com New Delhi – 110 020. CIN : L74899DL1968PLC004962 Email: cs.salora@salora.com REGISTRAR & SHARE TRANSFER AGENT: Skyline Financial Services Pvt. Ltd. Address D-153-A, 1st Floor, Okhla Industrial Area, Phase -I, New Delhi-110020 Tel. No.011-40450193-197 Fax: 011-26812682 Email: admin@skylinerta.com 1 PAGE-1 SALORA INTERNATIONAL LIMITED (CIN: L74899DL1968PLC004962) Registered Address: D-13/4, Okhla Industrial Area, Phase-II, New Delhi - 110020 Ph. 011-35008342, E-mail: info@salora.com, Website: www.salora.com NOTICE NOTICE is hereby given that the 57th Annual General Meeting of Salora International Limited will be held through Video Conferencing (“VC”)/ Other Audio - Visual Means (“OAVM”), on Friday, 25th September 2026 at 11:00 A.M. to transact the following business: ORDINARY BUSINESS Item No.1 – TO RECEIVE, CONSIDER AND ADOPT THE FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2026, INCLUDING AUDITED BALANCE SHEET AS AT 31ST MARCH, 2026 AND STATEMENT OF PROFIT & LOSS ACCOUNT OF THE COMPANY FOR THE YEAR ENDED 31ST MARCH, 2026 ALONG WITH THE REPORTS OF THE BOARD OF DIRECTORS AND AUDITORS THEREON To consider and if thought fit, to pass the following resolution, with or without modification(s), as an Ordinary Resolution: “RESOLVED THAT the audited financial statement of the Company for the financial year ended March 31, 2026, and the report of Board of Directors and Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” Item No.2 - TO APPOINT A DIRECTOR IN PLACE OF SHRI. TARUN JIWARAJKA (DIN 00386240), WHO RETIRES BY ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF FOR RE-APPOINTMENT To consider and if thought fit, to pass the following resolution, with or without modification(s), as an Ordinary: “RESOLVED THAT in accordance with the provisions of Section 149, Section 152 and other applicable provisions of the Companies Act, 2013, and the rules made thereunder, as amended from time to time, Shri Tarun Jiwarajka (DIN: 00386240), who retires by rotation at this Annual General Meeting and, being eligible, offers himself for re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation. RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary, proper or expedient to give effect to this resolution. SPECIAL BUSINESS Item No.3 - TO RATIFY REMUNERATION PAYABLE TO COST AUDITOR FOR FINANCIAL YEAR ENDING 31ST MARCH, 2026 To consider and if thought fit, to pass the following resolution, with or without modification(s), as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force), the remuneration payable to M/s. Gurvinder Chopra & Co., Cost Accountants (Firm Registration No.100260) appointed by the Board of Directors of the Company as Cost Auditors to conduct the audit of the cost records of the Company for the financial year ending March 31, 2026, amounting to Rs. 50,000/- (Rupees Fifty Thousand only) excluding all taxes and reimbursement of out of pocket expenses, be ratified and confirmed.” By Order of the Board of Directors For Salora International Ltd. Sd/- Date : 13.08.2026 (Mohd Khizar Ali Khan) Place : New Delhi Company Secretary 2-PAGE NOTES: 1. The Ministry of Corporate Affairs (“MCA”) has, vide its General Circular General Circular No. 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs (MCA) and circular issued by SEBI vide circular no. SEBI/ HO/ CFD/ CFDPoD-2/ P/ CIR/ 2024/ 133 dated October 3, 2024 (“SEBI Circular”) and other applicable circulars and notifications issued (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time, companies are allowed to hold EGM/AGM through Video Conferencing (VC) or other audio visual means (OAVM), without the physical presence of members at a common venue. In compliance with the said Circulars, EGM/AGM shall be conducted through VC / OAVM. The deemed venue for the AGM shall be the registered office of the Company. 2. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this EGM/AGM. However, the Body Corporates are entitled to appoint authorised representatives to attend the EGM/AGM through VC/OAVM and participate there at and cast their votes through e-voting. 3. A statement pursuant to the provisions of Section 102(1) of the Act, relating to the Special Business to be transacted at the AGM, is annexed hereto. Further, additional information as required under Listing Regulations and Circulars issued thereunder are also annexed. 4. In accordance with the Secretarial Standard - 2 on General Meetings issued by the ICSI read with Clarification / Guidance on applicability of Secretarial Standards - 1 and 2 dated April 15, 2020 issued by the ICSI, the proceedings of the AGM shall be deemed to be conducted at the [Showing first 8,000 characters — download PDF for full document]