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DIRECTOR'S REPORT

Whirlpool of India Ltd.

You can view full text of the latest Director's Report for the company.
Market Cap. (₹) 17564.14 Cr. P/BV 4.64 Book Value (₹) 298.16
52 Week High/Low (₹) 2450/899 FV/ML 10/1 P/E(X) 48.93
Bookclosure 29/08/2025 EPS (₹) 28.30 Div Yield (%) 0.36
Year End :2025-03 

India's economy has seen growth in the Financial Year
2024-25, owing to domestic demand and the rapid
expansion of various industries. The country has made
significant strides in using technology to improve
knowledge sharing, boost manufacturing, and increase
export competitiveness. The government's continued
focus on infrastructure investment, coupled with efforts
to stimulate key sectors such as manufacturing,
agriculture, and technology, provided a foundation for
growth. This was bolstered by increased public spending
and policy measures aimed at boosting consumer
demand and investor confidence. However, the
economy also witnessed inflationary pressures, fueled
by volatile commodity prices and supply chain
disruptions. Geopolitical tensions like continuation of
the global conflicts in various geographies and global
economic uncertainties on account of the tariff
announcements further contributed to the complexity
of the situation. These challenges are expected to
continue into the next fiscal as well. The manufacturing
sector's strong performance has played a major role in
driving GDP growth for financial year 2024-25, boosting
the overall economy. In addition, going forward,
increased government tax breaks and other welfare
benefits are expected to drive economic growth by
boosting consumer spending.

INDUSTRY OVERVIEW

The refrigerator and washing machine industry is
estimated to have grown mid single digit volumes in FY
2024-25, driven by a hotter than normal summer which
fueled growth in refrigerators, and a stable economy.
Air conditioners and frost free refrigerators which are
low penetration categories grew at a double digit pace,
while single door refrigerators and laundry sub¬
categories grew mid single digits. The focus on premium
products - such as appliances with advanced
technologies, larger capacities, and energy-efficient
features - is propelling revenue growth for the industry.

This period also saw a continuation in regulatory
changes especially on components as the country builds
on its aspiration of Make-in-India for the world. This
required detailed planning to ensure operational
excellence and business continuity.

India's resilience, diverse economic base, demographic
advantages coupled with exponential benefits of the
digital revolution continue to underpin its long-term
growth prospects. India is on track to becoming the third
largest economy by 2030 and the trickle down effect of
prosperity will fuel the durables industry over the long
term.

COMPANY OVERVIEW

The Company has maintained a strong position in the
Indian consumer durables industry. The Company offers
an extensive product portfolio, including various
categories like refrigerators, washing machines, air
conditioners, and cooking appliances.

Whirlpool is a highly recognised brand in India, known
for its quality and extensive reach across the country.
The Company has established a strong presence across
the country and serves a diverse customer base that
represents a wide range of income levels.

Key Business Strengths

• Diversified Product Portfolio with Strong
Innovations

Whirlpool began with direct-cool refrigerators and
semi-automatic washing machines, but over the
years as the aspirations of the Indian consumers
evolved, it expanded its product range to include
premium frost-free refrigerators, top-load washing
machines, air conditioners and microwave ovens.
Recently, in the second half of 2022, the Company
also began manufacturing front-load washing
machines in India, thereby further widening its
product portfolio. With a deep understanding of the
Indian consumer, we have brought meaningful
innovations alive - Auto Defrost in single door
refrigerators, "Ozone Refresh” front load washers,
Bloomwash top loaders and Dynamix Technology
in semi-automatic washing machines for example
amongst several other innovations.

• Manufacturing Excellence and Innovation

Whirlpool operates facilities in Faridabad for
refrigerators and semi-automatic washing
machines, Pune for frost-free and direct-cool
refrigerators, and Puducherry in southern India for
washing machines. Whirlpool facilities exemplify
modern manufacturing — they are a hallmark of

innovation, technology and individuals dedicated to
being the benchmark for manufacturing excellence.
Through our operations, we deliver best-in-class
manufactured products at a competitive cost and
create a sustainable advantage for our Company.
These outcomes are driven by World Class
Manufacturing (WCM), a comprehensive
methodology for improving productivity and quality,
as well as reducing losses in production systems.

• Strong Pan-India Distribution

Whirlpool has a comprehensive Pan-India sales,
distribution, and service network with extensive
reach across the country. The network's strength lies
not just in the number of billing points and service
partners, but also in the lasting relationships with
customers built over decades. This relationship-
focused approach, combined with strategic
investments in retail demand generation, has been
instrumental in creating persistent value for the
Company's brand.

• Commitment to Superior Service

Whirlpool's strength lies in offering value beyond
high-quality products, with a focus on unique service
experiences that enhance life at home. The

Company understands the importance of after¬
sales support and continually improves its service
offerings to build brand loyalty. Whirlpool has
enhanced after-sales service by expanding its
network, opening in-house service centers, training
technicians, and integrating technology to increase
efficiency and reduce consumer effort. In the last
few years, the Company has also implemented the
Net Promoter Score (N PS), a widely-used metric for
gauging consumer loyalty and satisfaction. NPS has
helped us understand the needs of our consumers,
curate consumer relevant service solutions and
foster stronger consumer relationships. Whirlpool's
commitment to superior after-sales support
demonstrates its aim to provide value throughout
the entire product journey.

• Strong Brand Equity

Whirlpool over the years has built strong trust with
both consumers and customers alike. Our
consistent product quality, product lineup which has
evolved with changing consumer preferences and
strong brand image have resulted in the brand
Whirlpool consistently featuring in top considered
brands in the large appliances space.

Key Business Strategic Imperatives

| Inspire with Our Brands Product Leadership

1 I

Resilient Supply Chain

(^r)

©

Superior consumer insights to Overdrive premiumization
drive best-in-class innovation & fill gaps in core categories
and communications to deliver winning products

across the board

Best in class quality through
WCM; Cost productivity
programs (P4G) to
improve margins

. sw *’.l; • Execution Excellence Grow Consumer Direct Business

(2) C

£

J

Driving reach and extraction Grow ahead of the industry
through improved sales
execution: BIC RE program

Whirlpool's commitment to improving life at home has
been central to its business, with a brand ethos focused
on providing exceptional care. In a rapidly evolving
digital world, the Company has emphasised purposeful
innovations and intuitive technologies to cater to ever
evolving consumer needs. Over the last 12 months, the
Company has continued its focus towards
premiumization, with a keen focus on scaling up new
offerings in the premium segments, enhancing existing
mass-premium products, and integrating cutting-edge
6th Sense intuitive technology across its product lines.
Drawing upon the extensive 110 years of global
expertise of the Parent Company, coupled with the
innovation hubs worldwide and a profound
understanding of Indian consumer preferences, the
Company has been continuously investing in unveiling
a series of pioneering and award-winning products.

During the financial year, the Company invested to
increase its retail executive presence, launched new
products, provided stronger warranties on some
categories selectively, increased feet on street, adjusted
pricing to stay competitive in the market and
aggressively drove a cost takeout program while
navigating significant regulatory changes in both
components and finished products. These interventions
together will ensure the Company's long-term
competitiveness and set a strong foundation for future
growth.

Based on the consumer pain point of formation of
detergent patches on clothes, the Company launched
the new ACE XL range of semi-automatic machines.
Powered by the revolutionary Dynamix Detergent
Dispenser Technology*, this range delivered the market-
first benefit of 'Zero Detergent Patches'*.

In the refrigerator category, the Company reinforced its
product leadership by upgrading the IntelliFresh Pro
series of top-mount refrigerators with the performance
superiority claim of "India's fastest convertible*
refrigerator" which converts its freezer into a fridge in
just about 10 minutes. This range with 10 different
convertible modes offers consumers unmatched
flexibility to meet their diverse storage needs.

To cater to the fast growing community of second time
single door refrigerator buyers, the Company expanded
its product portfolio with the extremely relevant
"AutoDefrost" solution while continuously focusing on
expanding its presence.

The Company introduced a new range of single door
refrigerators with exquisite glass door designs. Inspired
by the arts and crafts of Indian artisans, this range caters
to the aspirational tastes of middle India.

For the modern Indian consumer who takes great pride
in our traditions and heritage, the Company introduced
"Kalakriti", a range of glass door designs in both the Frost
Free and Single Door category.

In 2024-25, the Company strategically expanded the 3
star frost-free range and 5 star single door range,
strengthening the premium portfolio with energy-
efficient, high-performance models aligned with
contemporary consumer expectations.

To expand its presence in the extremely competitive
front load category, the Company launched a best in
class 5 years comprehensive warranty on the range.
Combined with innovations like Ozone Air Refresh
Technology, 6th Sense Soft Move, and Steam Wash, this
range stands out within the competitive set.

To showcase our superior stain fighting capability, the
Company collaborated with Hindustan Unilever's Surf
Excel to create a co-branded campaign.

The Company continued to elevate everyday comfort
with the introduction of its 2025 range of Air
Conditioners, aligned with its vision of delivering
meaningful innovation through everyday care. Powered
by 6th Sense Technology, the new range offers intelligent
cooling at the press of a button—sensing and adapting
to ambient conditions to deliver optimal comfort and
enhanced user experience. Further strengthening its
differentiated 3D Cool proposition, the Company
unveiled a completely refreshed design language that
seamlessly reflects the core philosophy of rapid and
effective cooling. Equipped with uniquely designed 3D
air vents, the new models ensure swift expulsion of hot
air, enabling powerful cooling performance even at
ambient temperatures as high as 55°C. The range also
introduces the 3D Air System featuring three distinct
air draft modes, allowing consumers to personalize their
cooling experience based on varied comfort needs.

^Relevant statements in above paragraphs are based on lab tests
done on select models under standard test conditions and may
vary depending on testing conditions and programs.

Along with strengthening our product portfolio,
significant enhancements have been made across the
organization to accelerate our journey towards
executional excellence and premiumization.

Investments were made to enhance both the quality and
quantity of retail executives, use of generative artificial
intelligence to improve hiring and scale up training,
revamping of measurement systems along with a major
re-engineering of Field Sales Rewards programs and
focusing disproportionately on higher margin products
to name a few. These changes have set a strong
foundation for driving long term, profitable growth.

The key focus to take these investment decisions has
always been an ROI (return on investment) mindset so
that in the long term the growth is profitable as well as
sustainable.

Product interventions combined with a mindset of

execution excellence have led to the Company growing
market shares substantially in both refrigerators and
laundry.

The Company revamped its robust program called P4G
(Productivity for Growth), leading to cost productivity
improvements in the fiscal year that further supported
better profitability and allowed reinvestment into
market share and revenue growth.

Overall, the Company's coordinated efforts led to a
strong performance in FY 2024-25 while gaining market
shares year on year in both refrigerators and washing
machines. The Company delivered a 16% growth in
topline while improving profitability by ~ 62%.

FINANCIAL OVERVIEW

Financial Results and State of Company's Affairs

Particulars

Standalone
For the year ended

Consolidated
For the year ended

2024-25

2023-24

2024-25

2023-24

Total Income

759,416

648,477

811,016

699,359

Profit for the year after meeting all expenses but
before exceptional items, interest and depreciation

64,884

46,425

74,111

56,679

Finance Cost

4,183

2,776

4,482

3,023

Depreciation and amortization

18,939

18,637

21,317

21,032

Profit before exceptional items, share of profit/(loss)
of a Joint Ventures and associates and tax

41,762

25,012

48,312

32,624

Exceptional items Gain / (expense)

700

(1,891)

700

(1,891)

Share of profit/(loss) of joint ventures and associates

-

-

-

-

Profit before tax

42,462

23,121

49,012

30,733

Tax expenses

11,125

6,384

12,734

8,303

Profit after tax

31,337

16,737

36,278

22,430

Other comprehensive income/ (expense) (net)

147

(7)

140

(2)

Total Comprehensive Income

31,484

16,730

36,418

22,428

Financial Performance

Your Company delivered a strong financial performance
in FY 2024-25, building on the growth momentum from
the second half of the previous year. Consolidated
revenue from operations grew by a robust 16% year-
on-year, with double-digit revenue growth recorded
across all four quarters of the financial year.

This performance stands out despite muted industry
growth in both refrigerators and washers, which
remained in the low- to mid-single digits. Our

outperformance was driven by significant market share
gains across all categories, along with accelerated
growth in our premium product portfolio and air
conditioner business.

Throughout the year, the Company took decisive actions
to strengthen its market position. These included
enhancing executional excellence, expanding retail
executive presence and tactical pricing adjustments to
remain competitive. Product innovation remained a
strategic priority, resulting in several key launches

including the revolutionary Dynamix Detergent
Dispenser Technology in semi-automatic washers,
upgraded Inte11iFresh Pro series of top-mount
refrigerators, featuring the performance-leading claim
of "India's fastest convertible refrigerator", a new range
of single-door refrigerators with exquisite glass door
designs.

On the profitability front, the Company achieved
outstanding results. The consolidated Profit Before Tax
(PBT) (before exceptional items) for FY 2024-25
increased by 48% over the previous year and
consolidated PBT (before exceptional items) margins
improved to 6.1%, up from 4.8% in previous year. The
consolidated Profit After Tax (PAT) for FY 2024-25
increased by 62% over the previous year and
consolidated PAT margins improved to 4.6%, up from
3.3% in previous year. This was after accounting for
provision of additional price upcharge of Rs. 41 Cr vs
last year on account of new E-Waste regulations. The
improvement in profits was fuelled by strong revenue
growth, productivity led gross margin improvement and
premiumisation of product mix. Our cost productivity
program continues to yield substantial benefits across
the P&L, with material costs reduced by 1%, despite
absorbing regulatory cost increases.

We believe our ongoing focus on consumer insights,
product innovation, execution excellence,
premiumization, and cost productivity will provide a
strong foundation for sustainable growth and enhanced

m or /aE rnnorvAtifu/nriArr

Elica PB Whirlpool Kitchen Appliances Private Limited
("Elica PB Whirlpool") is the only subsidiary of the
Company. During the current year, the Company has
acquired additional shareholding of 9.56% in Elica PB
Whirlpool taking its total shareholding to 96.81%. Elica
PB Whirlpool is engaged in the business of
manufacturing and distribution of kitchen appliances.

In FY 2024-25, Elica PB Whirlpool revenue growth was
flat to last year while volume grew in single digit. Elica
PB Whirlpool maintained robust profitability, delivering
a strong Profit Before Tax (PBT) margin of 15.7%,
underscoring continued operational efficiency and cost
management.

The Policy for determining Material Subsidiaries, in
accordance with the requirements of the Companies Act,
2013 ('the Act') and the Securities and Exchange Board
of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ('Listing Regulations'),
can be accessed on the Company's website at
www.whirlpoolindia.com.

A statement containing the salient features of the
financial statements, in accordance with the provision
of Section 129(3) of the Act, is provided in Form AOC-1
attached to the Company's financial statements. The
financial statements of the Company, along with
relevant documents pertaining to its subsidiaries, are
available on the Company's website at
www.whirlpoolindia.com.

Other Financial Disclosures

There were no material changes and commitments affecting the financial position of the Company which occurred
between the end of the financial year (FY) to which this financial statement relates to and as on the date of this
Annual Report. During the Financial Year 2024-25, there was no amount proposed to be transferred to the Reserves.

Standalone Key Financial Ratios

Particulars

March 31, 2025

March 31, 2024

Debtor Turnover ratio

19.83

18.34

Inventory Turnover ratio

4.13

3.34

Interest coverage ratio

-

-

Current Ratio

2.01

2.17

Debt Equity Ratio*

0.08

0.07

Operating Profit margin

3.86

1.99

Net Profit Margin

4.22

2.64

Return on equity ratio

9.34

5.29

Outlook & Opportunities

The Company's strategic imperatives have been a key
driver of the business results in FY 2024-25. The
Company is confident that these strategic imperatives,
which are inspired by our brands, will continue to help
it deliver sustainable and profitable growth over the long
term.

• Inspire with our Brands: The Company will
continue to focus on gaining superior consumer
insights to fuel consumer relevant innovation as well
as best in class communication. Our consumer
immersions showed us the inconvenience of
detergent patches for Semi Automatic Washer users
and inspired us to develop the Dynamix Detergent
Dispenser that ensures zero detergent patches in
the AceXL range of washers. From our consumer
interactions we also learnt that while consumers
purchase a "convertible" frost free refrigerator,
usage at home is low since conversion took hours.
This insight has been used to upgrade our frost-free
proposition to "India's fastest convertible
refrigerator" which converts from freezer to fridge
in just over 10 mins.

• Product Leadership: Through product leadership,
the Company will continue to overdrive
premiumization and bridge gaps in core product
categories. Our consumer home visits have also
shown us how proudly refrigerator owners
showcase its presence in their living rooms leading
us to develop a glass door range for single door
refrigerators and expand the range in frost free to
greater than 300L.

• Resilient Supply Chain: The management believes
that a resilient supply chain is also absolutely
imperative for its future profitable and sustainable
growth and therefore it will continue to drive the
quality of its products through WCM as well as drive
P4G cost saving initiatives.

• Execution Excellence: Continued focus on driving
reach and extraction through best in class sales
execution, incentivisation and retail executive
program.

• Grow Consumer Direct Business: Grow the
consumer direct business ahead of the industry. The
Company is confident that the above approach will
continue to drive profitable growth in the long term.

RISK MANAGEMENT

The Company has a comprehensive Risk Management

Framework to integrate risk management into daily
operations. This includes established Business Risk
Assessment procedures for self-evaluation of business
risks, operational controls, and adherence to Corporate
Policies. The risk assessment framework aims to offer
guidance to the management in proactive thinking and
value-added review to map and maintain an acceptable
risk profile for the organisation as a whole. This is a
continuous process that monitors the evolution of risks
and the execution of mitigation plans. The risks
evaluated by the Risk Management Committee are then
presented to the Audit Committee and thereafter to the
Board of Directors for assessing the effectiveness of the
internal control and risk management system.

Post the Anticipated Sell Down announced by Whirlpool
Corporation on January 30, 2025, the Company engaged
renowned legal firm M/s. AZB & Partners to assist the
Company in this connection. Additionally, the Board of
Directors of the Company, have constituted a transition
committee comprising of: (a) Mr. Rahul Bhatnagar,
Independent Director - Chairman (b) Ms. Harita Gupta,
Independent Director - Member (c) Mr. Anil Berera, Non¬
Executive Director - Member and (d) Mr. Narasimhan
Eswar, Managing Director - Member to review, in
consultation with the management team of the
Company and the appointed legal and other advisors,
the actions to be taken by the Company in its best
interests, in the backdrop of this development, and
make recommendations in this regard. The Transition
Committee is actively reviewing significant aspects of
the transition resulting from the Anticipated Sell Down
and maintains close collaboration with the
Management. Based on Whirlpool Corporation's current
statement of intent and current available facts, the
Management anticipates that the Anticipated Sell Down
is unlikely to exert a material long-term impact on the
Company's ability to continue as a going concern.

Risk and Mitigation Strategies
• Transition Risk of IT Systems

The Company leveraged various tools, applications
and infrastructure support given by Whirlpool
Corporation. Now due to the proposed Anticipated
Sell Down the Company will have to ensure that
there is data segregation and limited accessibility
and will have to build in proper firewalls to address
this risk. The Company has done a detailed
engagement with Whirlpool Corporation to identify
such overlaps and de-entanglements along with
external expertise, wherever required. Further, the

Company is also building on in-house competency
and redesigning the IT organisation structure for
seamless transition.

• Increased Competition

Increased competition in the consumer durables
sector, driven by new and expanding
manufacturers, presents ongoing challenges. To
stay competitive and maintain market presence, the
Company maintains and cultivates strong
relationships with key trade players. Leveraging its
strong Indian brand reputation, the Company
mitigates these risks by developing innovative
products with competitive pricing and margins.
Furthermore, the Company proactively manages
and minimizes risk through accelerated product
introductions, cost-cutting initiatives, and utilizing
its extensive geographical footprint.

• Access to Brand and Technology

The Company is reliant on Whirlpool Corporation
for the brand name, intellectual property, and takes
the needed Whirlpool Corporation's support for
technology assistance, engineering assistance,
innovation pipeline, product developments,
improvements, product related regulatory changes,
etc. Due to the Anticipated Sell Down the Company
could potentially face in the future, if unaddressed,
lesser visibility on new product developments/
innovations etc along with timely deployment and
delivery of specific projects. In order to mitigate this
risk, the Company's management is negotiating a
long term Brand License Agreement (BLA),
Technology License Agreement (TLA) & Transition
Services Agreements (TSA) with Whirlpool
Corporation to ensure that long term brand license
is granted to the Company on reasonable terms,
engineering support for current technology is
maintained and Company continues to have access
to relevant technology in the future. Further, all the
negotiations are discussed with the Transition
Committee of the Board before placing them before
Whirlpool Corporation.

• Emerging Product Regulations

The Company's operations are governed by
numerous laws and regulations, potentially
necessitating alterations to production methods,
product lines, or the implementation of expensive
compliance strategies. To mitigate compliance-
related risks, the Product Organisation diligently
tracks these regulations and implements proactive,
cost-efficient adaptations to regulatory changes.
Further, the Company will continue to implement
structures and standardized processes for proactive
monitoring and implementation of regulatory
changes.

• Talent Acquisition and Retention

The Company's human resource plays a crucial role
in delivering the business results of the organisation
and its success hinges on attracting, developing, and
retaining skilled personnel, especially key executives
and senior management. The company utilizes
organizational effectiveness practices to ensure
optimal organizational design, processes, and
governance. Employees have access to learning
opportunities for skill development, preparing them
for current and future success. Whirlpool Group's
core values of respect, integrity, inclusion &
diversity, teamwork and a spirit of winning foster a
respectful and nurturing culture where employees
feel valued and heard. The "One Whirlpool" ethos
supports the strategy of creating a highly desirable
workplace. Further information on employee
initiatives is detailed in the Business Responsibility
and Sustainability Report.

OPERATIONS

Strong Resilience & Operational Excellence: The

Integrated supply chain demonstrated its strong
reslience and operational excellence in overcoming the
special headwinds faced this year. We faced freight cost
increase, BIS changes, slow moving inventory and
demand fluctuations to name a few headwinds. Our
three manufacturing sites at Faridabad, Pune and
Puducherry rallied and generated sufficent cost savings
to offset the cost increases due to inflation. Our logistics
and warehousing team focused on maximising delivery
to our customers on time and in full.

World class manufacturing (WCM): WCM remains our
corner stone strategy. It is a structured approach to
identify and eliminate losses, improve efficiency, and
foster a culture of continuous improvement. The aim is
to optimize all aspects of a manufacturing process,
including quality, cost, delivery, safety, and employee
engagement. During the year our Pune Plant progressed
to a new level of WCM. The external Audit conducted by
international experts certified our Pune operations to
be operating at the silver level. Our Faridabad and

Puducherry plants achieved their Bronze level
certifications.

Employee Growth: The Company remains committed
to fostering the growth of its employees by investing in
their training and development programs. The Company
launched the I-shine program, tailored to the supply
chain managers to build their skills on strategic thinking,
change management and stakeholder management.
The career craft program helped all our employees
deliberate on their career plans for the future and
helped strengthen the engagement for our employees
across the levels.

Sustainability: Our sustainability efforts of
continuously reducing our water and energy usage per
unit produced is delivering superior results. The
Company has significantly reduced the water and energy
intensity over the past years. The Company further
reduced the E-waste generation by strengthening our
quality processes in all the manufacturing sites.

INFORMATION SYSTEMS

The Company uses information technology to improve
the effectiveness of its operations, to interface with our
customers, consumers and employees, to maintain the
continuity of its manufacturing operations and to
maintain financial accuracy and efficiency. Further
collection of data and processing of confidential or
sensitive data is also done through proper systems and
softwares with security checks. The Company continued
focusing on increased adoption and ROI of IT
investments, enhanced business productivity and
efficiencies by building better system controls and
automations and invested in IT infrastructure for better
resilience and reliability. The Company continuously
endeavors to improve IT Security and Infrastructure.

SOURCING AND SUPPLY CHAIN

The Company utilizes a vast network of global suppliers
to source the diverse materials and components
required for its production process. The Company has
navigated a complex and dynamic operational
environment quite effectively. Many proactive measures
have been taken to build resilience within the supply
chain. Your Company focuses on:

• Robust compliance framework: Demonstrates a
strong commitment to ethical sourcing and risk
mitigation. The Company is agile and ensures
complete adherence to compliance.

• Extensive due diligence and audits: Provides a

thorough approach to ensuring supplier adherence
to the standards. We maintain high ethical
standards for our vendors and trade partners by
conducting due diligence and audits. This is achieved
through our Supplier Code of Conduct (SCoC)
auditing program, Third Party Due Diligence (TPDD)
screening, and conflict minerals tracking initiative.

• Strategic dual sourcing with localization: This has
clearly paid off in reducing reliance on imports and
enhancing cost efficiency. The Company has a
clearly defined review process to identify its
dependencies on any single import country or
vendor for key components used in manufacturing.
Through close monitoring and a drive for excellence,
steps have been taken to diversify procurement
from alternative sources, mitigating risk. Geo
political status remain an important input element
in deciding the sourcing strategy.

• Effective mitigation of supply chain disruptions:

Shows agility and adaptability in the face of ongoing
challenges. Exhibits a remarkable ability to acclimate
and adjust strategies, approaches, and actions
swiftly and effectively in the face of unforeseen
obstacles, shifting priorities, and dynamic
circumstances.

While the continued volatility of certain electronic
components and global commodity prices presents
ongoing hurdles, the overall decrease in volatility
compared to the previous year is a positive indicator.

HUMAN RESOURCE MANAGEMENT

Whirlpool's success is driven by its people, focusing on
three pillars: Organization & Capability, Best Talent &
Leadership and Winning Culture. The Company has
developed a framework for Organizational Effectiveness,
targeting key areas like processes, structure, talent, and
culture, to build an agile and effective organization. This
framework ensures alignment with business strategy
and optimizes performance, guiding resource allocation
across business functions. Whirlpool supports employee
growth by offering learning opportunities through
LinkedIn Learning via WeLEARN, enabling employees to
access a range of professional and leadership
development resources. Our Development Programs
nurtures high-potential employees through mentoring
and coaching from senior leaders, using the "Leaders
Teaching Leaders" concept. At Whirlpool, the passion
our people carry to improve life at home, moves us
forward. Being committed to nurture leadership roles

from within, the Company continued to augment its
flagship program, 'Aarohan' for high-potential
individuals. This initiative helps accelerate the
employees readiness for future leadership roles thereby
fostering holistic career progression within the
organization. We continued to focus on our flagship
Sales organization-wide initiative, iGrow. The initiative
identified talent for first-level leadership roles through
a rigorous set of assessments conducted in-house.
Many participants progressed to higher roles post¬
program completion. We also initiated Career Craft
which was designed to ensure employees have a line of
sight to their aspirational roles and enabling tools to
pursue that journey. The Company also has a
longstanding tradition of listening to its employees and
seeking feedback. All employees of the Company are
eligible to participate in these Quarterly Pulse Surveys.
We also have Lets Connect and functional townhalls in
addition to People leader connects to understand the
pulse of the organization. To strengthen Whirlpool's
Leadership Model behaviours, the Company embarked
on a journey of empowering all its leaders. The senior
leaders of the Company shared examples of how they
personally role-model these behaviours and
encouraged the teams to integrate them into their daily
lives. At the heart of our culture lie enduring values,
particularly emphasizing inclusion and diversity. To
bolster diversity, 'Growing Together', a mentoring
program for women in mid-managerial roles was
launched wherein they were paired with senior leaders
to facilitate personal and professional growth. The
Company's commitment to inclusion and diversity is also
evident in its I&D Learning Initiatives like Empower
which is designed to develop high-potential women
talent. Ensuring the health and well-being of employees
is a top priority at Whirlpool. That's why it has
implemented the Be* Well strategy, which revolves
around six key pillars: Be healthy, Be you, Be balanced,
Be curious, Be prepared, and Be connected. These pillars
are designed to empower and support employees in
every aspect of their lives, enabling them to thrive and
"Be Well" both at work and beyond. The Employee
Assistance Program continues to stand testament to this
commitment, providing comprehensive support from
professionals not only to our employees but also
extending assistance to their families. The Company
recognizes that a healthy and supported workforce is
essential for sustained success and growth, and thus, it
continues to invest in programs that promote physical,
mental, and emotional well-being. In summary,
throughout the past year the organization focused on
cultivating a dynamic learning culture that is finely
attuned to the evolving needs of a forward-thinking
organization. By prioritizing agility in its operations,
nurturing its talented workforce, and fostering a culture
of success and excellence, the Company is not only
preparing for the challenges of tomorrow but also
ensuring that it thrives in an ever-changing landscape.

CONSUMER SERVICE

Elevating Customer Experience Through Service
Excellence

Whirlpool's strength lies not only in its high-quality,
innovative home appliances but also in its unwavering
commitment to delivering value that extends far beyond
the point of sale. The Company places a strong emphasis
on crafting unique service experiences that enrich life
at home for its customers.

Recognizing that the true measure of customer
satisfaction often hinges on after-sales support,
Whirlpool India has built one of the most extensive and
responsive service networks in the country. Its Pan-India
presence ensures that every customer—regardless of
their location—has access to timely, professional
assistance. To make support even more accessible,
Whirlpool offers multiple customer service channels
including phone, email, WhatsApp, and SMS. These
options allow customers to connect through the
medium most convenient to them, ensuring ease and
responsiveness at every interaction.

In its pursuit of service excellence, Whirlpool has also
established dedicated in-house service centers. These
centers operate under the direct supervision of the
Company, enabling standardized, high-quality service
and greater control over the customer experience.

To better understand and anticipate customer needs,
Whirlpool leverages the
Net Promoter Score (NPS)—a
globally recognized metric for gauging consumer loyalty
and satisfaction. NPS has become a strategic tool,
providing actionable insights into consumer sentiment
across various touchpoints. These insights empower the
Company to develop consumer-relevant service
solutions and foster deeper, more meaningful customer
relationships.

Through these strategic initiatives—expanding its
network, leveraging technologies, training its
technicians, and applying data-driven insights—the

Company reinforces its commitment to a seamless,
dependable, and customer-centric after-sales
experience. This service-first philosophy continues to
be a key pillar of Whirlpool's brand promise and long¬
standing consumer trust.

INTERNAL CONTROL SYSTEMS AND ADEQUACY

The Company maintains an internal financial control
framework tailored to its business scale and complexity,
meeting the statutory requirements. This framework
encompasses detailed policies and procedures for all
financial and operational activities, subject to regular
assessment by internal and statutory auditors, and
management.

The Company's internal control systems are
commensurate with the nature of its business and the
size and complexity of its operations. These are routinely
tested and certified by Statutory as well as Internal
Auditors and cover all offices, factories and key business
areas. Significant audit observations and follow up
actions thereon are reported to the Audit Committee.
The Audit Committee reviews adequacy and
effectiveness of the Company's internal controls
environment and monitors the implementation of audit
recommendations, including those relating to
strengthening of the Company's risk management
policies and systems. The Audit Committee also consults
with the statutory auditors regarding the sufficiency of
internal control systems and regularly reports significant
findings to the Board of Directors. This continuous
communication helps to ensure robust and effective
internal controls.

CAUTIONARY STATEMENT

This Annual Report contains forward-looking statements
regarding the Company's objectives, expectations, and
projections, as defined under applicable laws and
regulations. These statements are predicated upon
contemporary assessments of operations, industry
dynamics, financial status, and liquidity. It is hereby
clarified that these statements do not constitute
guarantees and are inherently subject to risks,
uncertainties, and assumptions which are inherently
complex and challenging to anticipate. Consequently,
actual outcomes may diverge materially from these
forward-looking statements.

DIVIDEND

Your Board of Directors are pleased to recommend a
Final Dividend of INR 5/- per equity share of face value

of INR 10/- each for the financial year ended March 31,
2025. The Final Dividend, subject to the approval of
Members at the ensuing Annual General Meeting, will
be paid on or before October 11,2025, to the Members
whose names appear in the Register of Members, as
on the Record date, i.e. August 29, 2025. The total
dividend for the Financial year to be paid to the
members will amount to INR 63.44 Crores. In view of
the changes made under the Income Tax Act, 1961, by
the Finance Act, 2020, dividend paid or distributed by
the Company shall be taxable in the hands of the
Shareholders. The Company shall, accordingly, make the
payment of the Final Dividend after deduction of tax at
source.

Further, the Members are informed that pursuant to
guidance given by SEBI to Registrar and Share Transfer
Agent dated January 23, 2024 and SEBI circular dated
November 03, 2021 (subsequently amended by circulars
dated December 14, 2021, March 16, 2023 and
November 17, 2023), the Company will be making the
payment of dividend through electronic mode only.
Therefore all the Members whose folios are in physical
mode are requested to register or update their KYC
along with bank details with the Company/Registrar and
Share Transfer Agent at the earliest.

The dividend recommendation is in accordance with the
Dividend Distribution Policy of the Company which is
disclosed and is available on the Company's website at
www.whirlpoolindia.com.

Transfer to Investor Education and Protection Fund
(IEPF)

During the financial year under review, unclaimed
dividend amounting to approx INR 21 Lakhs and 3.89
Lakh unclaimed shares have been transferred to the
Investor Education and Protection Fund (IEPF) pursuant
to the provisions of Section 124 and 125 of the Act read
with the provisions of Investor Education and Protection
Fund (Accounting, Audit, Transfer and Refund) Rules,
2016 and Investor Education and Protection Fund
(Awareness and Protection of Investors) Rules, 2001 as
amended from time to time ("IEPF Rules"). Pursuant to
the provisions of Section 124 of the Companies Act,
2013, and IEPF Rules, the amount of dividend remaining
unpaid or unclaimed for a period of seven years from
the date of transfer to unpaid dividend account shall
be transferred to the Investor Education and Protection
Fund ("IEPF") constituted by the Central Government.
Attention of the members is also drawn to the
provisions of section 124(6) of the Act, which requires a

Company to transfer all the shares in respect of which
dividend has not been paid or claimed for seven (7)
consecutive years or more in the name of IEPF authority.

In terms of the provisions mentioned above, the
Company will be transferring the unpaid/unclaimed
dividend and corresponding shares for the financial year
2017-18 to the IEPF within the statutory timelines i.e.
by October 19, 2025 ("Due Date"). Members are
requested to take appropriate steps, if required, in this
regard. In accordance with the aforesaid provision of
the Act read with IEPF Rules, the Company has already
taken necessary action for transfer to IEPF of unclaimed/
unpaid dividend pertaining to financial year 2016-17 and
shares for which dividend has not been paid or claimed
by the shareholders for seven (7) consecutive years or
more.

The shareholders who have not yet encashed their
dividend warrant(s) for financial year 2017-18 and
subsequent years may send their request for the same
to the Company/Registrar and Share Transfer Agent well
before the Due Date of transfer to IEPF. The
shareholders are also encouraged to complete their KYC
and keep the same updated at all times.

The details of the Nodal Officer and Deputy Nodal
Officer appointed under the provisions of IEPF are
available on the website of the Company at
www.whirlpoolindia.com.

SHARE CAPITAL

As on March 31,2025 the paid up capital of the Company
was INR 12,687.18 lacs. During the year under review,
the Company did not issue any class or category of
shares, employee stock options, convertible securities
and consequently there is no change in the capital
structure since the previous year.

During the previous financial year in February 2024, the
Holding Company i.e., Whirlpool Mauritius Limited, sold
24% of its ownership interest in the Company, while
retaining a controlling interest. As on date of this report,
the Holding Company holds 51% of the equity share
capital of the Company.

Whirlpool Corporation on January 30, 2025 announced
its intention to sell down its ownership interest in the
Company to approximately 20% by mid to late 2025
("Anticipated Sell-Down"). The Company filed the said
intimation to the stock exchanges.

Subsidiaries, Joint Ventures or Associate Company

Apart from Elica PB Whirlpool Kitchen Appliances Private

Limited ("Elica PB Whirlpool"), the Company does not
have any Joint Venture or Associate Company. During
the Financial year 2024-25 the Company further
acquired 9.56% shares in Elica PB Whirlpool and thereby
increased its stake in the subsidiary from 87.25% to
96.81%. The other details regarding Elica PB Whirlpool
have already been captured above.

BOARD MEETINGS

During the financial year 2024-25, the Board met 6 (six)
times on May 20, 2024; July 29, 2024; September 19,
2024; November 08, 2024; February 04, 2025 and March
13, 2025. Details of Board Meetings including the
attendance of the Directors can be referred to in the
'Meetings of the Board of Directors' in the Corporate
Governance Report annexed to this Annual Report.

Board of Directors and Key Managerial Personnel
Change in Director

The Board of Directors based on the recommendations
of the Nomination and Remuneration Committee of the
Company and pursuant to the approval of the
shareholders of the Company in the 63rd AGM,
appointed Mr. Anuj Lall (DIN: 09308110) as an Executive
Director on the Board of the Company for the period
from September 01, 2024 till February 29, 2028.

On August 31,2024, Mr. Arumalla Hari Bhavanarayana
Reddy (DIN: 08060227) retired from the Company and
ceased to be an Executive Director of the Company.

The Board of Directors places on record its deep
appreciation for the invaluable contributions and
exemplary leadership of Mr. Reddy during his tenure.
The Board is grateful for his service and wishes him
continued success in all his future endeavors.

Re-appointment of Directors

During the financial year 2024-25, at the 63rd AGM of
the Company held on August 09, 2024, Mr. Arumalla
Hari Bhavanarayana Reddy (DIN: 08060227), Director
retiring by rotation was re-appointed. However, Mr.
Reddy retired from the Company with effect from August
31,2024.

During the financial year, Mr. Rahul Bhatnagar (DIN:
07268064) and Mr. Pradeep Jyoti Banerjee (DIN:
02985965) were re-appointed for second term as
Independent Directors of the Company with effect from
June 19, 2024 upto February 29, 2028 and September
30, 2028 respectively. The said re-appointment was
approved by the shareholders through Postal Ballot
dated January 27, 2024.

Key Managerial Personnel

As on the date of this report, as per the provisions of
the Act, below are the Company's Key Managerial
Personnel:

(a) Mr. Narasimhan Eswar - Managing Director

(b) Mr. Anuj Lall - Executive Director

(c) Mr. Aditya Jain - Chief Financial Officer

(d) Ms. Roopali Singh - VP-Legal and Company
Secretary

As on the date of this report, the Board noted the
resignation of Ms. Roopali Singh as Company Secretary
and Compliance Officer of the Company with effect from
June 30, 2025 to pursue professional opportunities
outside the Company.

Further, in accordance with the provisions of the Act
and the Article 115 of Articles of Association of the
Company at the forthcoming Annual General Meeting
of the Company, Mr. Narasimhan Eswar (DIN: 08065594)
retiring by rotation and being eligible, offers himself for
re-appointment. The resolution seeking shareholders'
approval for his re-appointment along with other
required details forms part of the AGM Notice.

Declaration from Independent Directors

The Company has received the below set out
declarations and confirmation from all the Independent
Directors:

(a) that they meet the criteria of independence as
prescribed under the provisions of the Act, read with
the Rules made thereunder, and the Listing
Regulations;

(b) there has been no change in the circumstances
affecting their status as Independent Directors of
the Company;

(c) that they have complied with the Code for
Independent Directors prescribed under Schedule
IV to the Act; and

(d) that they have registered themselves with the
Independent Directors Database maintained by the
Indian Institute of Corporate Affairs.

All the Independent Directors of the Company have
given the declarations confirming compliance with the
provisions of the Act, read with the Rules made
thereunder and Listing Regulations including criteria of
independence, Code of Conduct for Independent
Directors and registration in Director's Database

maintained by the Indian Institute of Corporate Affairs
(IICA). Further, there has been no change in the
circumstances affecting their status as Independent
Directors of the Company.

In the opinion of the Board, all Independent Directors
possess requisite qualifications, experience, expertise
and hold high standards of integrity required to
discharge their duties and give an independent
judgment without any external influence. List of key
skills, expertise and core competencies of the Board,
including the Independent Directors, forms a part of the
Corporate Governance Report.

The details of the familiarisation programmes for the
Independent Directors are available on the website of
the Company at
www.whirlpoolindia.com.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Act,
the Board of Directors, to the best of its knowledge and
ability, confirm that:

a. In the preparation of the annual accounts for the
Financial Year ended March 31,2025, the applicable
accounting standards have been followed along
with proper explanation relating to material
departures made from the same;

b. They 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 at the end of the Financial Year and
of the profit and loss of the Company for that
period;

c. They 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. They have prepared the annual accounts for the
Financial Year ended March 31, 2025, on a going
concern basis;

e. They have laid down internal financial controls to
be followed by the Company and such internal
financial controls are adequate and operating
effectively; and

f. They have devised proper systems to ensure
compliance with the provisions of all applicable laws

and that such systems were adequate and operating
effectively.

POLICY ON DIRECTORS APPOINTMENT AND
REMUNERATION

The Nomination and Remuneration Committee
considers the Remuneration Policy and its charter for
considering the attributes for Director's appointment
and his/her remuneration. These attributes include
qualifications, positive attributes, independence,
expertise etc. of Directors and other matters relating to
appointment and payment of remuneration to Directors
and Key Managerial Personnel and other employees of
the Company. The said policy is reviewed periodically
by the Nomination and Remuneration Committee and
is available on the website of the Company at
www.whirlpoolindia.com.

PERFORMANCE EVALUATION OF DIRECTORS

Details of the annual Board evaluation process carried
out as per the terms of the requirement of the Act and
the Listing Regulations are provided in the Corporate
Governance Report.

RELATED PARTY DISCLOSURES

In line with the requirements of the Act and the Listing
Regulations, the Company has a Policy on Materiality
of Related Party Transaction (RPT) & Dealing with RPT
which is also available on the Company's website at
www.whirlpoolindia.com. The Audit Committee and
Board approves the related party transactions in line
with this Policy. All Related Party Transactions, repetitive
in nature, in the ordinary course of business and at arm's
length are given prior approval by way of omnibus
approval for the financial year by the Audit Committee.
Any subsequent material modifications are placed
before the Audit Committee for its review and approval.

During the financial year, all RPTs were in ordinary
course of business and at arms' length except one, the
disclosure for which is given in AOC-2 annexed with this
report as
Annexure-C. There was no material RPT as
per the RPT policy.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

The details of loans, guarantees or investments made
by the Company under Section 186 of the Act, during
the financial year 2024-25 forms part of the notes to
the financial statements provided in this Annual Report.

AUDIT COMMITTEE

As of March 31,2025, the Audit Committee comprises 5
(Five) Members, wherein there are four Independent
Directors and one Non-Executive Director. The details
regarding meetings, roles and responsibilities of the
Committee can be referred to in the Corporate
Governance Report. During the year under review, all
the recommendations made by the Audit Committee
were accepted by the Board of Directors.

CORPORATE SOCIAL RESPONSIBILITY (CSR)
COMMITTEE

In line with the values of the Company, your Company
has over the years built a culture where CSR has been
deeply integrated with our business philosophy. Your
Company has formulated a CSR Policy in terms of
Section 135 of the Act read with Companies (Corporate
Social Responsibility Policy) Rules, 2014 as amended
("CSR Rules''). During the Financial Year 2024-25, in terms
of Section 135 of the Act read with CSR Rules, your
Company has spent over two percent of the average
net profits of your Company during the three preceding
financial years in accordance with the CSR Policy and
the Annual Action Plan approved by the Board of
Directors, from time to time on the recommendation of
the CSR Committee.

During the financial year, considering environmental
sustainability as a focal point the Company changed its
CSR strategy and commenced an ongoing project
towards water initiatives. The details of the project
forms part of the CSR report annexed as
Annexure-D
of this Annual Report and is also available on the website
of the Company at
www.whirlpoolindia.com.

RISK MANAGEMENT COMMITTEE

The roles and responsibilities of the Risk Management
Committee are as prescribed under Regulation 21 of
the Listing Regulations and includes formulating a
detailed Risk Management Policy, monitoring and
reviewing of risk management plan and reporting the
same to the Board of Directors periodically as it may
deem fit, in addition to any other terms as may be
referred by the Board of Directors from time to time.
The Company's management identifies the risks as per
the framework provided in the Risk Management Policy
and provides to the Committee detailed information
regarding the identified risks and the mitigating actions.
The Committee reviews the same every half year and
makes its recommendations to the Board. This

structured approach helps ensure that potential threats
are identified early and appropriate measures are in
place to mitigate them effectively.

The details of the Risk Management Committee are
included in the Corporate Governance Report which
forms part of this Annual Report.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has adopted a Code of Conduct/ Integrity
Manual which lays down the principles for vigil
mechanism for Directors, Employees and all
stakeholders of the Company enabling them to report
genuine concerns about unethical behaviour, actual or
suspected fraud or actions that can adversely impact
Company's operations, performance or reputation.
These principles are derived from the core values of the
Company and any grievances or concerns relating to
violation of Company's Code of Conduct/ Integrity
Manual can be reported by the employees and other
stakeholders. The Code of Conduct/ Integrity Manual
provides for adequate safeguards against victimization
of director(s)/ employee(s) who avail of the mechanism.
The complaints, if any, are reported to the Audit
Committee and it is affirmed that, no personnel has
been denied access to the Audit Committee. The
Company has scheduled various training sessions and
certification courses during the year for its employees
and workers to sensitize them on the availability and
accessibility of the mechanism. Further information on
the subject can be referred to in the Corporate
Governance Report.

The Integrity Manual is available on the Company's
website and can be accessed at
www.whirlpoolindia.com.

AUDITORS AND AUDITORS' REPORT
Statutory Auditors and Auditors' Report

As per Section 139 of the Act, read with the Companies
(Audit and Auditors) Rules, 2014, the members of the
Company re-appointed M/s. S.R. Batliboi & Co. LLP,
Chartered Accountants (Firm Registration No.: 301003E/
E300005) as the Statutory Auditors of the Company, for
a term of five consecutive years, at the 61st Annual
General Meeting (AGM) of the Company held on July 15,
2022, to hold office till the conclusion of 66th AGM of
the Company.

Secretarial Auditors and Secretarial Audit report

As per Section 204 of the Act read with the Companies
(Appointment and Remuneration of Managerial

Personnel) Rules, 2014 and Regulation 24A of the Listing
Regulations and based on the recommendations of the
Audit Committee, the Board at its meeting held on May
20, 2025 recommended the proposal for appointment
of Mr. N C Khanna (ICSI Membership No. 4268 &
Certificate of Practice No. 5143), Practicing Company
Secretary as the Secretarial Auditor of the Company to
the shareholders for a term of 5 consecutive years,
starting from financial year ending March 31, 2026 till
March 31,2030. The detailed terms of appointment and
profile of the proposed Secretarial Auditor is given in
the AGM notice.

The Secretarial Audit for the financial year ended March
31, 2025 was carried out by Mr. N C Khanna (ICSI
Membership No. 4268 & Certificate of Practice No.
5143), Practicing Company Secretary. The Report given
by the Secretarial Auditor is annexed as
Annexure-E of
the Annual Report. The Secretarial Audit Report is self¬
explanatory and does not have any qualifications or
adverse remarks.

Cost Records and Cost Audit Report

Your Company is required to maintain cost records for
its products in accordance with the applicable provisions
of the Act. Based on the Audit Committee's
recommendation, the Board of Directors appointed
M/s. Chandra Wadhwa & Co., Cost Accountants (Firm
Registration No. 000239), as Cost Auditors for the
financial year 2024-25. The Cost Auditors have issued a
Cost Audit Report for the financial year 2024-25, which
contains no qualifications or adverse remarks. The Cost
Audit Report for the financial year 2024-25, issued by
M/s. Chandra Wadhwa & Co., Cost Auditors, covering
various products as prescribed under Cost Audit Rules,
was filed with the Ministry of Corporate Affairs (MCA)
during the financial year.

Considering the scale of business, the Audit Committee
recommended re-appointing M/s. Chandra Wadhwa &
Co., Cost Accountants (Firm Registration No. 000239),
as Cost Auditors for the financial year 2025-26. Your
Company has obtained the necessary consent and
declaration from the Cost Auditors. The Board of
Directors have approved the appointment and
remuneration of the Cost Auditors for the financial year
2025-26, which now requires ratification by the
Members at the ensuing AGM. The necessary details on
the appointment and remuneration are included in the
notice of the AGM. In the Directors' opinion, considering
the scope of the audit and the size of the business, the
proposed remuneration for the Cost Auditors is

reasonable, fair, and commensurate with the scope of
work they will perform.

In all the above reports, the Auditors have not reported
any instance of fraud committed in the Company by its
officers, employees.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company is in compliance with all the applicable
provisions of Secretarial Standard on Meetings of Board
of Directors (SS-1) and Secretarial Standard on General
Meetings (SS-2), respectively issued by The Institute of
Company Secretaries of India.

LISTING OF SHARES

The Company's equity shares are listed on the National
Stock Exchange of India Limited (NSE) and BSE Limited
(BSE).

CORPORATE GOVERNANCE

One of the essential fundamentals of the Company is
maintaining high standards of Corporate Governance.
A separate report on Corporate Governance, annexed
as
Annexure-A of this Report, along with a certificate
from Chief Executive Officer and from the Statutory
Auditors of the Company regarding compliance of
conditions of Corporate Governance as required in
terms of the Listing Regulations.

PREVENTION OF SEXUAL HARASSMENT AT
WORKPLACE

Pursuant to the requirements of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition, and
Redressal) Act, 2013 (POSH) the Company has
constituted an Internal Complaints Committee (ICC),
details of Policy and complaints can be referred to in
the Corporate Governance Report.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS &
OUTGO

The particulars with respect to Conservation of Energy,
Technology Absorption and Foreign Exchange Earnings
and Outgo, as prescribed under sub-section (3)(m) of
Section 134 of the Act, read with Rule 8(3) of the
Companies (Accounts) Rules, 2014, are annexed as
Annexure -F of this Annual Report.

PARTICULARS OF EMPLOYEES

The Disclosure of Remuneration as required under
Section 197 of the Act and Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial

Personnel) Rules, 2014 ('Rules'), is annexed as
Annexure-G of this Report. As per the provisions of
Section 136(1) of the Act and Rule 5 of the Rules, the
Report and Financial Statements are being sent to the
Members of the Company excluding the statement of
particulars of employees under Rule 5(2) of the Rules.
Any Member interested in obtaining a copy of the said
statement may write to the Company Secretary at the
Registered Office of the Company.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of
the Act, the Annual Return of the Company in Form MGT-
7 for the financial year 2024-25, will be made available
on the Company's website at
www.whirlpoolindia.com.

SIGNIFICANT MATERIAL ORDERS PASSED BY
REGULATORS/COURTS/TRIBUNALS

No significant or material orders were passed by the
Regulators or Courts or Tribunals which impacts the
going concern status and Company's operations in
future.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

In terms of the requirements of Listing Regulations, a
report on sustainability in the format of Business
Responsibility and Sustainability Report forms part of
this Annual Report and is annexed herewith as
Annexure- H.

OTHER DISCLOSURES

During the year under review:

• No shares with differential voting rights and sweat
equity shares have been issued;

• No public deposits have been accepted by the
Company;

• No proceedings are made or pending under the
Insolvency and Bankruptcy Code, 2016 and there is
no instance of One-Statement with any Bank or
financial institution;

• There has been no change in the nature of business
of the Company;

• During the financial year ending on March 31,2025,
no securities of the Company were suspended from
trading;

• Neither the Managing Director nor the Whole-time
Director of the Company receive any remuneration
or commission from any of its subsidiaries.

ACKNOWLEDGMENT AND APPRECIATION

The Board would like to acknowledge the valuable
contribution made by all its stakeholders in the growth
and development of the Company. The Board places
on record appreciation for its employees, value chain
partners, distributors, customers, investors and
shareholders for their support and belief in the
Company. The Board also places its appreciation for the
continued assistance and support provided by the
Business Partners, Government and Regulatory
Authorities, Banks, Stock Exchanges and Industrial
Bodies.

The Board places on record its deep appreciation for
the committed services by all the employees and for
their continued commitment, dedication and untiring
efforts which are instrumental for upholding the growth
and success of the business.

We endeavour to build and nurture strong relationships
across the value chain which has been built with
cooperation, mutual trust and respect. Your Directors
and employees look forward to the future with
confidence and stand committed to creating an even
brighter future for all stakeholders.

For and on behalf of the Board of Directors

Arvind Uppal Narasimhan Eswar

Place: Gurugram Chairman Managing Director

Date: May 20, 2025 DIN: 00104992 DIN: 08065594

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Prevent Unauthorized Transactions in your demat account -> Update your Mobile Number and Email address with your Depository Participant. Receive alerts on your Registered Mobile and Email address for all debit and other important transactions in your demat account directly from CDSL on the same day….. issued in the interest of investors.
Attention Investors :
No need to issue cheques by investors while subscribing to IPO. Just write the bank account number and sign in the application form to authorize your bank to make payment in case of allotment. No worries for refund as the money remains in investor account.
Attention Investors :
Investors should be cautious on unsolicited emails and SMS advising to buy, sell or hold securities and trade only on the basis of informed decision. Investors are advised to invest after conducting appropriate analysis of respective companies and not to blindly follow unfounded rumours, tips etc. Further, you are also requested to share your knowledge or evidence of systemic wrongdoing, potential frauds or unethical behavior through the anonymous portal facility provided on BSE & NSE website.
Attention Investors :
Stock Brokers can accept securities as margin from clients only by way of pledge in the depository system w.e.f. September 1, 2020. || Update your mobile number & email Id with your stock broker/depository participant and receive OTP directly from depository on your email id and/or mobile number to create pledge. || Pay 20% upfront margin of the transaction value to trade in cash market segment. || Investors may please refer to the Exchange's Frequently Asked Questions (FAQs) issued vide circular reference NSE/INSP/45191 dated July 31, 2020 andNSE/INSP/45534 dated August 31, 2020 and other guidelines issued from time to time in this regard. || Check your Securities /MF/ Bonds in the consolidated account statement issued by NSDL/CDSL every month….. Issued in the interest of Investors.
“Investment in securities market are subject to market risks, read all the related documents carefully before investing”.