Annual Report for the Financial Year 2025-2026.

31st July 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot No. C/1, G Block, Dalal Street, Bandra-Kurla Complex, Mumbai 400001 Bandra (East), Mumbai 400051 SCRIP CODE: 500163 SYMBOL: GODFRYPHLP Sub.: Submission of Annual Report for the Financial Year 2025-26. Dear Sirs, Pursuant to the provisions of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), please find enclosed herewith the Annual Report of the Company for the Financial Year 2025-26, being sent to the Shareholders of the Company through E-mail. Further, in compliance with Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has dispatched physical letters containing the weblink for accessing the Annual Report for the Financial Year 2025-26 to those shareholders whose email IDs are not registered with the Company, the Registrar and Share Transfer Agent (RTA), or their Depository Participants. Kindly take the same on records. Thanking you, Yours Faithfully, For Godfrey Phillips India Limited Pumit Kumar Chellaramani Company Secretary and Compliance Officer Encl.: As above ANNUAL REPORT 2025-26 Contents Corporate Information 1 Chairperson's Message 2 Financial Highlights 3 Directors' Report & Management Discussion and Analysis 5 Report on Corporate Governance 32 Business Responsibility and Sustainability Report 57 Auditor's Report 108 Standalone Balance Sheet 119 Standalone Statement of Profit and Loss 120 Standalone Statement of Changes in Equity 121 Standalone Cash Flow Statement 122 Notes to the Standalone Financial Statements 123 Consolidated Financial Statements 176 Corporate Information Board of Directors DR. BINA MODI - CHAIRPERSON & MANAGING DIRECTOR (DIN 00048606) MS. CHARU MODI - EXECUTIVE DIRECTOR (DIN 00029554) MR. SHARAD AGGARWAL - WHOLE-TIME DIRECTOR (DIN 07438861) MR. PAUL NORMAN JANELLE- NON EXECUTIVE DIRECTOR (w.e.f. 16th May 2025) (DIN 03489805) MR. MARCO MARIOTTI- NON EXECUTIVE DIRECTOR (w.e.f. 1st February 2026) (DIN 11396596) MRS. NIRMALA BAGRI- INDEPENDENT DIRECTOR (DIN 01081867) MR. SUMANT BHARADWAJ- INDEPENDENT DIRECTOR (DIN: 08970744) MR. SUBRAMANIAN LAKSHMINARAYANAN- INDEPENDENT DIRECTOR (DIN: 02808698) MR. AJAY VOHRA- INDEPENDENT DIRECTOR (DIN: 00012136) MR. AVTAR SINGH MONGA-INDEPENDENT DIRECTOR (DIN: 00418477) CHIEF FINANCIAL OFFICER STATUTORY AUDITORS Mr. Vishal Dhariwal S.R. Batliboi and Co. LLP, Chartered Accountants COMPANY SECRETARY INTERNAL AUDITORS Mr. Pumit Kumar Chellaramani Lodha and Co. LLP, Chartered Accountants REGISTERED OFFICE SECRETARIAL AUDITORS Macropolo Building, Ground Floor, Chandrasekaran Associates, Company Secretaries Dr. Babasaheb Ambedkar Road, Lalbaug, Mumbai-400 033 REGISTRAR AND SHARE TRANSFER AGENT MUFG Intime India Pvt. Ltd., C-101, 247, Park, CORPORATE OFFICE L.B.S. Marg, Vikhroli (West), Omaxe Square, Plot No 14, Jasola District Mumbai-400083 Centre, Jasola, New Delhi-110025 BANKERS OTHER OFFICES • State Bank of India • Bank of Baroda Ahmedabad, Chandigarh, Ghaziabad, • Bank of India • Citibank N.A. Hyderabad, Kolkata, Mumbai, Navi Mumbai, New Delhi, Jaipur, Jammu & Kashmir. CORPORATE IDENTIFICATION NUMBER L16004MH1936PLC008587 LEAF DIVISION www.godfreyphillips.co.in Guntur (Andhra Pradesh) DR. BINA MODI Chairperson's Message Dear Shareholders, The global economy navigated a period of transition during the year under review. While growth across major economies remained supported by easing inflationary pressures and improving business activity, uncertainties related to geopolitical developments, trade dynamics and shifting consumption patterns continued to influence markets. Businesses across industries are adapting to these evolving conditions by focusing on operational agility, disciplined capital allocation and long-term sustainability. Technological advancement is reshaping the businesses and creating new opportunities for growth. The increasing adoption of digital technologies, data-driven decision making and responsible business practices is changing the way companies engage with consumers, manage supply chains and build competitive advantage. At the same time, growing stakeholder expectations around sustainability and governance are reinforcing the importance of creating value in a responsible and balanced manner. Organisations that align closely with these trends will be better positioned to respond to changing conditions and capture long-term value. This alignment remains a key focus at Godfrey Phillips India as well. India remains among the fastest-growing major economies in the world, supported by resilient domestic demand, rising investments and sustained policy focus on infrastructure development and manufacturing. The country’s favourable demographic profile, expanding consumer base and ongoing economic reforms create opportunities across sectors. This supportive economic environment provides businesses with a stable foundation to invest, innovate and scale for the future. India’s tobacco industry plays an important role in supporting economic activity, employment and agricultural livelihoods and contributes significantly across the value chain, from farming and processing to manufacturing and exports. At the same time, the industry operates, on one hand, under a dynamic regulatory environment catering to the needs of public health policy framework and on the other hand, under a taxation policy framework catering to the needs of the exchequer. The revised indirect taxation structure for the tobacco products introduced and implement from February 2026 has resulted in unprecedented increase in the incidence of taxation on legal cigarette industry but has inadvertently led to growth of illicit tobacco trade. This unintended consequence requires sustained engagement among policymakers, enforcement agencies and industry participants to ensure a balanced and effective framework that supports legitimate businesses while protecting government revenues. Godfrey Phillips India delivered another year of strong performance during FY26, with its consolidated Gross Sales Value increasing to Rs. 18,379 crores while Net Profit from continuing operations touching Rs. 1,525 crores mark. This performance reflects the strength of our brands, the effectiveness of our distribution network and the disciplined execution of our growth strategy. Domestic cigarette volumes recorded robust growth during the year, supported by market expansion and deeper penetration initiatives. Also, our direct retail outlet coverage increased further, strengthening our presence across urban, semi-urban and rural markets and enabling us to expand the consumer reach across the country. Our international business contributed meaningfully to the growth story with the Gross Sales Value reaching Rs. 2,014 crores, accounting for 22% of net sales and the geographical presence spanning across approximately 30 countries in the Latin America, Middle East, Southeast Asia and Eastern Europe. Through our portfolio of cigarette, both own brands and private labels and unmanufactured tobacco, we have expanded our international footprint over the years. Exports of unmanufactured tobacco remained an important contributor to international business, reflecting the superior quality of tobacco produce, our crop development capabilities and the enduring relationships we have built with the customers globally. Strategic partnerships play a significant role in strengthening our business. Our longstanding relationship with Philip Morris International for the Marlboro brand remains an important pillar of our portfolio. We also deepened our engagement with Ferrero India, where gross revenue from the distribution of sweet-packaged food products increased from Rs. 22 crores in FY25 to Rs. 51 crores in FY26. These partnerships complement our core business, broaden our consumer reach and contribute to th [Showing first 8,000 characters — download PDF for full document]