We hereby disclose the Annual Report for FY 2025-26

28th August 2026 Bombay Stock Exchange Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, 'Exchange Plaza', Dalal Street, Bandra-Kurla Complex, Bandra (East), Mumbai – 400 001. Mumbai – 400 051. Scrip Code: 540048 Symbol: SPAL Dear Sirs, Sub: Submission of Annual Report for the financial year 2025-2026. Pursuant to Regulation 34(1) of SEBI (LODR) Regulations, 2015, we are submitting herewith a copy of the Annual Report of the Company for the Financial Year 2025-2026 along with AGM Notice The said Annual Report of the Company for the Financial Year 2025-2026 along with AGM Notice have been sent to all the members at their email ids registered with the Company / Depository Participants as on 24.08.2026. Further the same has also been uploaded in the Company’s website at www.spapparels.com Kindly take the above information on record. Thanking You, For S.P.Apparels Limited, K.Vinodhini Company Secretary and Compliance Officer S.P. APPARELS LIMITED A N N U A L R E P O R T 2 0 2 5 - 2 0 2 6 S.P. APPARELS LIMITED C O N T E N T S 2 Chairman's message 4 Profile 5 Management Discussion and Analysis 10 Directors' Report 40 Corporate Governance Report 63 Standalone Financials 141 Consolidated Financials 224 Notice Dear Shareholders, I am pleased to share that FY26 has been a year of focused execution, strategic progress and disciplined growth for your Company. During the year, we operated in a global apparel environment marked by shifting sourcing patterns, tariff-related uncertainty and intermittent geopolitical disruptions. Despite these challenges, S.P. Apparels remained focused on execution, customer relationships and building long-term capability. Our integrated business model, diversified customer base and expanding manufacturing footprint enabled us to navigate temporary volatility while continuing to strengthen the foundation for future growth. The global apparel market continued to evolve during FY26 as customers increasingly prioritised compliant, reliable and scalable sourcing partners. The year also saw short-term disruptions arising from U.S. tariff-related developments and logistical bottlenecks across global trade routes. At the same time, these developments reaffirmed the importance of supply-chain diversification, and we believe India remains well positioned to benefit from this shift. Encouragingly, customer discussions around sourcing diversification and opportunities linked to trade progress in key export markets have continued to gather momentum. A key element of our strategy is the strengthening of our Sri Lanka operations, which remain an important pillar of our long- term growth roadmap. During FY26, we advanced this platform with the objective of enhancing geographic diversification, improving customer servicing flexibility and reducing concentration risk. Sri Lanka provides us both operational and strategic advantages, enabling a more balanced manufacturing base across India and Sri Lanka. Performance Overview On a consolidated basis, your Company delivered a strong financial performance in FY26. Revenue from operations rose to 1,578 crore, compared to 1,395 crore in FY25, representing a growth of 13.2% year-on-year. EBITDA increased to 217 crore from 187 crore in the previous year, while EBITDA margin improved to 13.8%. Profit after tax stood at 100.95 crore, compared with 95.10 crore in FY25. These results reflect the strength of our operating model, the benefits of business diversification and our continued focus on cost discipline and margin protection. In our Garment Division, which remains the core of the business, we continued to strengthen our position as a trusted export partner in infantwear, kidswear, intimate ware and other value-added apparel categories. For FY26, the Garment Division, including Young Brand Apparel, delivered adjusted operational revenue of 1,421 crore and adjusted EBITDA of 230 crore, sustaining a healthy margin profile. Our integrated operations across spinning, dyeing and garmenting continue to provide important advantages in quality consistency, delivery reliability and supply chain control, particularly in categories where compliance and product safety standards are stringent. During the year, we also continued to broaden our customer base across key export markets. In India, we added new customers and deepened relationships with existing customers. The first half of the year reflected healthy momentum, while the second half saw temporary disruption in order booking and shipment schedules due to the U.S. tariff situation, particularly in businesses with higher U.S. exposure. Importantly, this was largely a volume-led disruption rather than a pricing-led one, and we responded through calibrated capacity planning, disciplined commercial action and continued customer engagement. On Young Brand Apparel, FY26 was a year of measured resilience. Young Brand remains strategically important to the Group, strengthening our presence in intimate wear exports and giving us access to marquee global customers. During FY26, Young Brand reported adjusted operational revenue of 321 crore and adjusted EBITDA of 49 crore. Given its 100% exposure to U.S. customers, this business experienced temporary disruption during the year due to tariff-related developments. However, the situation has now stabilised, demand has revived and we continue to work toward diversifying the customer mix over time. In our SPUK business, FY26 marked an important inflection point. SPUK reported revenue of GBP 7.5 million during the year and achieved positive EBITDA, reflecting progress in operating leverage as scale improves. Over the last few years, we have worked patiently to reposition this business, strengthen customer engagement and sharpen its design-led sourcing approach. With these foundations now in place, we believe SPUK is well positioned to deliver sustained growth and become a stronger contributor to the Group's performance. In our Retail division, we continued to focus on discipline and moving the business toward sustainable profitability. I am pleased to share that the Retail division reported positive EBITDA consecutively from Q2 to Q4 of FY26, marking an important milestone in its turnaround journey. For FY26, Retail revenue stood at 71.54 crore, while losses narrowed materially compared to prior years. Better execution, improved inventory control and tighter cost discipline have strengthened the foundation of this business, and we remain focused on building it thoughtfully over the long term. Our integrated capabilities remain one of the Company's enduring strengths. We also continued to invest in renewable energy, and our solar capacity expansion remains on track, with a target of reaching around 4.5 MW by March 2027. Outlook Looking ahead, we remain confident in the outlook for the Company. We believe the temporary disruption witnessed during FY26 is largely behind us, and customer engagement is beginning to normalise. With a stronger manufacturing base, improving contribution from subsidiary businesses and growing scale in Sri Lanka, we continue to work toward our aspiration of achieving a better consolidated top line with disciplined profitability. The broader opportunity for India's apparel industry remains compelling as global buyers continue to diversify sourcing and seek reliable manufacturing partners. With our integrated operations, diversified customer relationships and prudent approach to expansion, S.P. Apparels is well placed to benefit from the next phase of growth and create long-term value for all stakeholders. Sincerely P. Sundararajan Chairman and Managing Director S.P. Apparels Limited PROFILE BOARD OF DIRECTORS REGISTERED OFFICE Mr. P. Sundararajan 39-A, Extension Street, Chairman and Managing Director Kaikattipudur, Avinashi – 641 654, Tirupur District Mrs. S. Latha Executive Director REGISTRAR AND SHARE TRANSFER AGENTS Mr. S. Chenduran MUFG Intime India Private Lim [Showing first 8,000 characters — download PDF for full document]