Annual Report for the Financial Year 2025-26

Ref- BCFRL/SE/2026-27/23 Date: September 02, 2026 Corporate Relationship Department, Listing Department, BSE Limited National Stock Exchange of India Limited Phioze Jeejeebhoy Tower, Exchange Plaza, Bandra Kurla Complex, Dalal Street, Bandra (East), Mumbai – 400 051 Mumbai – 400 001 Scrip Code-539399 Symbol-BELLACASA Dear Sir/Madam, Sub: Annual Report for the financial year 2025-26 of Bella Casa Fashion & Retail Limited. We hereby inform you that in continuation of our letter bearing Ref-BCFRL/SE/2026-27/18 dated August 13, 2026 and pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), we wish to inform you that the Thirtieth (30th) Annual General Meeting ("AGM") of the Members of the Company will be held on Tuesday, September 29, 2026 at 01:00 P.M. (IST) through Video Conferencing ("VC")/Other Audio Visual Means ("OAVM") facility in compliance with the applicable provisions of the Companies Act, 2013, read with rules made thereunder, Listing Regulations and relevant Ministry of Corporate Affairs and SEBI Circulars. We submit herewith a copy of the Annual Report for the financial year 2025-26, which is being sent through electronic mode to those Members of the Company whose e‐mail addresses are registered with the Company/ Depository Participants (“DPs”). Further, in accordance with Regulation 36(1)(b) of the Listing Regulations, a letter is being sent to those Members who have not registered their email addresses with the Company/ DPs, providing the web‐ link including the exact path, from where the Annual Report can be accessed on the Company’s website i.e. https://bellacasa.in/pages/investor-relations You are requested to take the same on record. Thanking you. Yours faithfully For Bella Casa Fashion & Retail Limited Sonika Gupta Company Secretary & Compliance Officer Membership No- A38676 WHERE DESIGN MEETS EXECUTION Annual Report 2025-26 YEAR 01 CORPORATE INFORMATION 01-17 Company Overview Corporate Journey Chairman's Message to Shareholders Financial Highlights Corporate Information 02 STATUTORY REPORTS 18-103 INSIDE THIS REPORT Director's Report 2025 - 2026 Corporate Governance Report Management Discussion and Analysis 03 FINANCIAL STATEMENTS 104-171 Independent Auditor's Report Balance Sheet Statement of Profit and Loss Statement of Cash Flow Statement of Changes in Equity Notes to the Financial Statement NOTICE 172-188 Notice of the 30th Annual General Meeting To view this report online: https://bellacasa.in/pages/investor-relations WHERE DESIGN MEETS EXECUTION Bella Casa - Where ideas, capabilities and disciplined execution come together to create sustainable value. DESIGN EXECUTION Where ideas take shape. Where design becomes reality. DESIGN-LED COLLECTIONS DELIVERING ON COMMITMENTS Consumer-led designs created through Consistent delivery, quality and repeat our in-house design studio. business build customer trust. BUILT FOR SCALE DESIGN EXECUTION EXECUTION STRATEGY Efficient, scalable facilities and A focused apparel ODM platform processes built for quality. unlocking sharper growth. Tech Enabled RESPONSIBLE GROWTH Technology-led workflows designed to enhance Capacity, technology and infrastructure efficiency and optimize costs. investments built to scale sustainably. ORGANISATION DESIGNED FOR IMPACT FINANCIAL DISCIPLINE An agile structure enabling collaboration Internal accrual-led growth, a near debt-free and faster decisions. balance sheet and financial flexibility. INTERSECTION CAPITAL WITH INTENT Disciplined capital allocation focused on sustainable growth. STRONGER TOGETHER INTEGRATED CAPABILITIES ADAPTABLE & AGILE Design sets the direction. Execution Creativity, technology, operations and Anticipating change and staying ahead delivers. Together, creating enduring value. capital working seamlessly together. of market needs. INTERSECTION SUSTAINABLE GROWTH Closing line Where value is created. Building resilience and delivering Thoughtful design. Disciplined execution. long-term stakeholder value. Enduring value. 01 Annual Report 2025-26 Annual Report 2025-26 02 Proxy to India's Branded Fashion Retail Industry. Building Indias Next Generation Apparel ODM Platform THROUGH DESIGN, MANUFACTURING AND LONG-TERM PARTNERSHIPS. Bella Casa Fashion & Retail Ltd. is one of India's leading apparel Original Design Manufacturer (ODM) platforms, serving the country's organised fashion retail industry through an integrated ecosystem of design, sourcing and manufacturing capabilities. In over three decades of its operations, the Company has evolved in line with the changing dynamics of India's fashion landscape, continuously strengthening its capabilities to support the growing requirements of leading domestic brands and retailers. Established in 1996, Bella Casa has built its growth journey on strategic evolution rather than incremental expansion. A significant milestone in this journey has been the successful transition into a focused apparel business, enabling the Company to concentrate its resources, investments and managerial attention on a single high-growth opportunity. The exit from the home furnishing segment has further sharpened operational focus, simplified the business structure, improved the working capital cycle and enhanced capital productivity, creating a platform that aligns with the long-term growth story of India's branded fast fashion and apparel industry. 03 Annual Report 2025-26 Annual Report 2025-26 CORPORATE INFORMATION | STATUTORY REPORTS | FINANCIAL STATEMENTS | NOTICE COMPANY OVERVIEW An Integrated Apparel ODM Platform BUILT FOR INDIA'S BRANDED FASHION RETAIL INDUSTRY Bella Casa Fashion & Retail Ltd. partners with leading fashion brands and retailers, offering trend-led apparel solutions through an integrated ecosystem spanning design, sourcing and manufacturing. AT A GLANCE 1996 7 2 Crore 50+ 7000+ STRONG BALANCE SHEET Established Manufacturing Pieces Installed Brands & Retailers People, Direct & Optimised working capital and Facilities in Jaipur Capacity / annum Served Indirect healthy cash flows supporting a lean debt profile. OUR DIFFERENTIATORS ODM DIVERSE SCALABLE TECHNOLOGY TRUSTED FINANCIAL ADVANTAGE PORTFOLIO INFRASTRUCTURE ENABLED PARTNERSHIPS DISCIPLINE End-to-end Western & ethnic Modern facilities with Digital systems and Long-standing Prudent capital solutions from wear for women, headroom for growth automation for customer relationships allocation and strong concept to delivery men & children efficiency & agility built on quality & reliability cash conversion OUR INTEGRATED ODM PLATFORM DESIGN & MANUFACTURING DEVELOPMENT EXCELLENCE In-house design studio Seven modern plants with A PARTNER TO with trend-led capabilities automation and Industry INDIA’S BRANDED 4.0 practices FASHION RETAIL SOURCING EXCELLENCE INDUSTRY RELIABLE DELIVERY Strong vendor network ensuring quality, availability Timely, quality and compliant & cost efficiency delivery across geographies MARKET DRIVERS RISING INCOMES FAST FASHION & PREMIUMISATION GLOBAL CAPABILITY Growing discretionary TREND EVOLUTION Consumers trading up, FROM INDIA spending in India. Shorter cycles driving demand seeking quality, style and India emerging as a preferred for agile partners brand value sourcing hub OUR INTEGRATED VALUE CHAIN FOCUSED. INTEGRATED. FUTURE-READY. With a focused apparel strategy, scalable capabilities and a strong financial foundation, Bella Casa is positioned to capture the growth of India’s organised fashion retail industry and create long-term stakeholder value. TREND RESEARCH & DESIGN & PRODUCT MATERIAL MANUFACTURING & FINISHING & LOGISTICS & CONCEPTUALISATION DEVELOPMENT SOURCING & PLANNINGQUALITY ASSURANCE PACKAGING TIMELY DELIVERY Annual Report 2025-26 04 Annual Report 2025-26 CORPORATE INFORMATION | STATUTORY REPORTS | FINANCIAL STATEMENTS | NOTICE Manufacturing Prowess Engineered for Scale. Driven by Efficiency. Manufacturing has been the cornersto [Showing first 8,000 characters — download PDF for full document]