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DIRECTOR'S REPORT

DOMS Industries Ltd.

You can view full text of the latest Director's Report for the company.
Market Cap. (₹) 13375.71 Cr. P/BV 10.57 Book Value (₹) 208.44
52 Week High/Low (₹) 2770/2024 FV/ML 10/1 P/E(X) 58.11
Bookclosure 27/08/2026 EPS (₹) 37.93 Div Yield (%) 0.00
Year End :2026-03 

Your Board of Directors ('Board' or 'Directors') are pleased to present their Twentieth Board's Report ('this Report') highlighting the business and
operations of DOMS Industries Limited ('DOMS' or 'the Company' or 'Your Company') together with the Audited Standalone and Consolidated
Financial Statements of your Company for the financial year ended March 31, 2026.

The consolidated performance of the Company including its Subsidiaries and Associate Company has been referred to wherever required.

FINANCIAL PERFORMANCE

Below is a summary table of the key financial highlights of the Company for the financial year ended March 31, 2026 and March 31, 2025.

Particulars

Standalone Consolidated

2025-26

2024-25

2025-26

2024-25

Revenue from Operations

2,04,964.07

1,70,910.96

2,32,636.52

1,91,262.81

Other Income

1,751.81

2,219.36

1,856.91

2,259.82

Total Income

2,06,715.88

1,73,130.32

2,34,493.43

1,93,522.63

Profit Before Interest, Depreciation and Tax

36,852.33

32,291.98

42,117.54

37,104.86

Finance Cost

544.36

1,120.62

1,080.30

1,504.44

Depreciation

6,823.05

5,674.32

8,811.08

6,918.20

Profit Before Tax

29,484.92

25,497.04

32,226.16

28,682.22

Less: Provision for Tax

Current Tax

7,567.21

6,623.34

8,528.62

7,554.71

Deferred Tax

(33.00)

(112.70)

(258.71)

(226.10)

Profit After Tax

21,950.71

18,986.40

23,956.25

21,353.61

Other Comprehensive Income/ (Loss)

(142.04)

(149.25)

(142.40)

(149.18)

Total Comprehensive Income/ (Loss) for the year

21,808.67

18,837.15

23,813.85

21,204.43

Earnings Per Share

(Face Value of Share ? 10 each)

Basic (?)

36.17

31.29

37.93

33.34

Diluted (?)

36.04

31.26

37.79

33.31

STATE OF THE COMPANY'S AFFAIRS
Standalone Revenue

During the financial year 2025-26, the Company's Standalone revenue
from operations has increased by 19.92% to ? 2,04,964.07 lakhs
as compared to ? 1,70,910.96 lakhs in the previous financial year.
Domestic sales (net) has increased by 20.83% to ? 1,79,568.32 lakhs
as compared to ? 1,48,608.97 lakhs in the previous financial year.
Export sales (net) has increased by 13.79% to ? 25,048.85 lakhs as
compared to ? 22,012.76 lakhs in the previous financial year.

Consolidated Revenue

During the financial year 2025-26, the Company's Consolidated
revenue from operations has increased by 21.63% to ? 2,32,636.52
lakhs as compared to ? 1,91,262.81 lakhs in the previous financial
year. Domestic sales (net) has increased by 23.54% to ? 2,02,025.96
lakhs as compared to ? 1,63,525.13 lakhs in the previous financial
year. Export sales (net) has increased by 10.44% to ? 30,192.82 lakhs
as compared to ? 27,338.83 lakhs in the previous financial year.

Consolidated Product Categories Performance

A break-up of consolidated Gross Product Sales (Gross of sales incentives, rebates and discounts) across the Company's product categories for
financial year 2025-26 and 2024-25 is presented below:

Product Categories

2025-26

2024-25

Scholastic stationery

76,249.98

73,889.78

Scholastic art material

48,405.55

43,575.53

Office supplies

36,533.64

23,001.52

Kits and combos

24,523.36

18,598.99

Hygiene Products

21,475.55

11,943.28

Paper stationery

20,082.56

19,052.72

Hobby and craft

7,099.69

2,416.94

Fine art products

2,467.44

2,528.91

Back to School

1,133.02

447.52

Others

4,090.03

2,466.15

Standalone Profitability

EBITDA on a standalone basis for the financial year 2025-26 has
increased by 16.72% to ? 35,100.52 lakhs as compared to ? 30,072.62
lakhs in the previous financial year. Profit before Tax has increased
by 15.64% to ? 29,484.92 lakhs as compared to ? 25,497.04 lakhs in
the previous financial year. During the financial year 2025-26, the
Company's Net Profit after Tax has increased by 15.61% to ? 21,950.71
lakhs as compared to ? 18,986.40 lakhs in the previous financial year.

Consolidated Profitability

Consolidated EBITDA for the financial year 2025-26 has increased by
15.54% to ? 40,259.62 lakhs as compared to ? 34,844.87 lakhs in the
previous financial year. Profit before Tax has increased by 12.36% to
? 32,226.16 lakhs as compared to ? 28,682.22 lakhs in the previous
financial year. During the financial year 2025-26, the Company's Net
Profit after Tax has increased by 12.19 % to ? 23,956.25 lakhs as
compared to ? 21,353.61 lakhs in the previous financial year.

DIVIDEND

The Board at its meeting held on May 18, 2026, recommended a final
dividend of ? 3.65 per Equity Share of ? 10 each fully paid up for the
financial year 2025-26 (previous financial year a final dividend of
? 3.15 per Equity Share was paid to the Shareholders). The payment
of the final dividend is subject to approval of the Shareholders at the
ensuing Annual General Meeting of the Company (AGM'), which is
proposed to be convened on Thursday, September 03, 2026.

The Company has fixed Thursday, August 27, 2026, as the record date
for the purpose of determining the entitlement of Shareholders to
receive the final dividend for the financial year 2025-26. The final
dividend shall be paid on or before Friday, October 02, 2026.

The dividend recommended is in accordance with the Company's
Dividend Distribution Policy. Pursuant to Regulation 43A of Securities
and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ('SEBI LODR Regulations'), as
amended, the Company has adopted a Dividend Distribution
Policy, which lays down the guiding principles for the Board and
the management in relation to the declaration and distribution of
dividend, with a view to ensuring fairness, transparency, sustainability
and consistency in profit distribution to the shareholders.

The Dividend Distribution Policy of the Company can be accessed on
https://domsindia.com/policies/.

TRASNFER TO RESERVES

For the financial year 2025-26, the Board of Directors have decided to
retain the entire amount of profit in Statement of Profit & Loss as on
March 31, 2026.

SIGNIFICANT/ MATERIAL EVENTS OCCURRED DURING THE
FINANCIAL YEAR

a. Acquisition of Equity Stake

i. On June 01, 2025, the Company acquired 51.00% of Equity
Share capital in Super Treads Private Limited ('STPL')
and effective from that date, STPL became a Subsidiary
of the Company. STPL is engaged in the business of
manufacturing and marketing of all types of Paper
Stationery products including notebooks, drawing books,
etc. This strategic acquisition enables the Company to
continue expanding its presence in the Paper Stationery
Industry. It enhances the Company's manufacturing
capabilities and capacities in the segment and strengthens
its ability to efficiently cater to the paper stationery
requirements of the Eastern markets of India.

ii Pursuant to the approval of the Board, the Company
acquired an additional 13.00% Equity Share capital in
Pioneer Stationery Private Limited ('Pioneer'), an unlisted
material subsidiary of the Company. The said acquisition
was completed in two tranches, with 6.50% Equity Shares
being acquired on August 30, 2025 and the remaining
6.50% Equity Shares was acquired on March 31, 2026.

Consequent to the aforesaid acquisitions, the Company's
shareholding in Pioneer increased to 64.00% of the total
paid-up Equity Share capital of Pioneer.

b. Incorporation of DOMS Foundation

During the financial year 2025-26, the Company along with
its Subsidiaries and Associate Company incorporated a new
company in the name of 'DOMS Foundation' under Section 8
of The Companies Act, 2013 ('the Act'), a company limited by
guarantee not having share capital. DOMS Foundation has been
incorporated to undertake the Corporate Social Responsibility
(CSR) activities, donation, other charitable and not-for-profit
activities in accordance with its objects and applicable laws.

c. Formation of Joint Venture with Seven S.p.A

The Board at its meeting held on January 30, 2026, approved
the proposal for formation of a 50:50 Joint Venture Company
('JVC') in India with Seven SpA ('Seven'), a Group Company
of F.I.L.A.- Fabbrica Italiana Lapis Ed Affini S.p.A., to focus
on backpacks, pencil cases and bags. The proposed JVC is
intended to leverage the collective industry and manufacturing
capabilities of the joint venture partners for the supply of
products for the benefit of the F.I.L.A. Group globally as well as
for development of a differentiated range for the Indian market.
The Company is in the process of incorporating the JVC, which
will be incorporated upon fulfillment of the applicable statutory
and regulatory requirements.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The detailed operational performance of your Company has been

comprehensively disclosed in the Management Discussion and

Analysis Report which forms an integral part of this Annual Report.

CHANGE IN NATURE OF BUSINESS, IF ANY

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

during the financial year 2025-26.

MATERIAL CHANGES AND COMMITMENTS OCCURRED
AFTER THE CLOSE OF THE FINANCIAL YEAR TILL THE DATE
OF THIS REPORT AFFECTING FINANCIAL POSITION OF THE
COMPANY

Post March 31, 2026 and pursuant to the approval of the Board, the
Company entered into an Asset Purchase Agreement with Reynolds Pens
India Private Limited; Sanford, L.P.; Luxembourg Brands S.a r.l., Newell
Europe S.a r.l.; NWL Valence Services S.A.S.; and NWL Switzerland S.a
r.l., for the acquisition of certain assets, relevant contracts, employees,
intellectual property and associated identified liabilities relating to
the manufacture and sale of pens, markers, highlighters and school
supplies under the Reynolds brand. The aggregate consideration for
the acquisition is US$ 3.7 million, excluding the value of inventories.
The said Asset Purchase transaction was completed on July 01, 2026.

Except as stated above, no material changes or commitments affecting
the financial position of the Company have occurred after the close of
the financial year till the date of this Report.

SHARE CAPITAL

There was no change in the Authorised Share Capital of the Company
during the financial year 2025-26. However, there were changes in
the Issued, Subscribed and Paid-up Share Capital of the Company, as
detailed below:

Authorised Share Capital

As on March 31, 2026, the Authorised Equity Share capital of the
Company was ? 7,000.00 lakhs comprising of 7,00,00,000 Equity
Shares of face value of ? 10 each.

Issued, Subscribed and Paid-up Share Capital

During the financial year 2025-26, the Company allotted 1,100 Equity
Shares of face value ? 10 each pursuant to the exercise of options
granted under the Company's Employee Stock Option Plan 2023.
Consequent to the aforesaid allotment, the issued, subscribed and
paid-up Equity Share capital of the Company increased to ? 6,068.83
lakhs comprising of 6,06,88,336 Equity Shares of face value of ? 10
each from ? 6,068.72 lakhs comprising of 6,06,87,236 Equity Shares of
face value of ? 10 each.

As on March 31, 2026, the issued, Subscribed and Paid-up Equity
Share capital of the Company was increased to ? 6,068.83 lakhs
comprising of 6,06,88,336 Equity Shares of face value of ? 10 each.

EMPLOYEE STOCK OPTION PLAN 2023

The Company has adopted DOMS Industries Limited Employee Stock
Option Plan 2023 ('ESOP 2023'/ 'the Plan'). The Plan was formulated
with an aim to attract, retain and motivate key talents working with
the Company by way of rewarding their performance, to encourage
them to contribute to the overall corporate growth and profitability
and to promote employee loyalty to the Company.

The Company confirms that the Plan is in compliance with the
applicable provisions of The Securities and Exchange Board of India
(Share Based Employee Benefits and Sweat Equity) Regulations, 2021
('SEBI SBEB Regulations') and there have been no changes to the Plan.

During the financial year 2025-26, the Company granted additional
1,37,690 stock options to certain eligible employees of the Company
and its Subsidiaries under the Plan. The said options were granted at
an exercise price of ? 250 per option.

The details of stock options granted and the disclosures in compliance
with the provisions of the Act and SEBI SBEB Regulations are uploaded
on the website of the Company and can be accessed at
https://
domsindia.com/esop-disclosure/.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company for financial
year 2025-26 are prepared in accordance with Indian Accounting
Standards ('Ind AS') as specified under Section 133 and other relevant
provisions of the Act read with relevant rules issued thereunder.

These Consolidated Financial Statements have been prepared on
the basis of the Audited Financial Statements of your Company, its
Subsidiaries and Associate Company, as approved by their respective
Board of Directors and forms an integral part of this Annual Report.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The composition of the Board of Directors of the Company is in
compliance with the provisions of the Act and SEBI LODR Regulations.
As on March 31, 2026, the Board comprised of 16 (sixteen) Directors,
consisting of 01 (one) Managing Director, 04 (four) Whole-time
Directors, 03 (three) Non-Executive Non-Independent Directors
and 08 (eight) Non-Executive Independent Directors. The Board
includes 03 (three) Women Directors including 01 (one) Woman
Independent Director.

The details relating to the composition of the Board and its
Committees, tenure of Directors, areas of expertise and other relevant
information are provided in the Corporate Governance Report, which
forms part of this Annual Report.

a. Changes in Directors and Key Managerial Personnel

During the financial year 2025-26, the composition of the Board
of Directors and Key Managerial Personnel of the Company
underwent the following changes:

i. Cessation of Director

Cristian Nicoletti (DIN: 10042858), resigned as a Non¬
Executive Non-Independent Director of the Company with
effect from the close of business hours on May 13, 2025.

ii Appointment of Directors

Based on the recommendation of the Nomination and
Remuneration Committee and subject to approval of the
Shareholders of the Company, the Board at its meeting
held on May 19, 2025, approved the appointment of
the following individuals as Directors on the Board
of the Company.

1. Om Raveshia (DIN: 09618267) as Whole-time
Director of the Company for a term of 05 (five)
years commencing from May 19, 2025 to
May 18, 2030; and

2. Piyush Mehta (DIN: 02380540), Harsh Thakkar
(DIN: 11098669), Rohan Ghalla (DIN: 03210524)
and Nitesh Shah (DIN: 11065275), as Non-Executive

Independent Directors of the Company for a term of
05 (five) consecutive years commencing from May
19, 2025 to May 18, 2030.

The said appointments were subsequently approved by
the Shareholders of the Company through Postal Ballot on
August 14, 2025.

iii. Change in Chairperson

During the financial year 2025-26, effective from May 19,
2025, Gianmatteo Terruzi ceased to be the Chairperson
of the Company. Further, effective from May 20, 2025,
Massimo Candela was appointed as the Chairperson
of the Company.

b. Changes in Directors Post March 31, 2026

Based on the recommendation of the Nomination and
Remuneration Committee and subject to approval of the
Shareholders of the Company, the Board at its meeting held
on May 18, 2026, approved the re-appointment of Santosh
Raveshia (DIN: 00147624) as Managing Director and Sanjay
Rajani (DIN: 03329095) as Whole-time Director of the Company
for a further period of 05 (five) years each, commencing from
January 01, 2027 upto December 31, 2031, both days inclusive.
Further, pursuant to the provisions of the Act and SEBI LODR
Regulations, approval of the Shareholders was required for their
re-appointment. Accordingly, the Board at its meeting held
on June 10, 2026, approved the Postal Ballot Notice with the
Explanatory Statement seeking the approval of the Shareholders
for the aforesaid re-appointments. The Postal Ballot Notice
was dispatched to the Shareholders on June 15, 2026. The
Shareholders of the Company approved and ratified the re¬
appointment of Santosh Raveshia and Sanjay Rajani through
Postal Ballot on July 15, 2026.

c. Directors Liable to retire by rotation

In accordance with the provisions of Section 152 and other
applicable provisions, if any, of the Act and the Articles of
Association of the Company, Massimo Candela (DIN: 05189114)
and Luca Pelosin (DIN: 05189104) Non-Executive Non¬
Independent Directors of the Company being the Directors
longest in office since their last appointment, shall be liable to
retire by rotation at the ensuing AGM and being eligible, offer
themselves for re-appointment. The Board of Directors, based
on the recommendation of the Nomination and Remuneration
Committee ('NRC') have recommended their re-appointment for
the approval of the Shareholders at the ensuing AGM.

The requisite details of the Directors seeking reappointment,
pursuant to Regulation 36(3) of SEBI LODR Regulations and
Secretarial Standards on General Meetings (SS-2) are provided in
the Notice of the 20th Annual General Meeting of the Company,
proposed to be held on Thursday, September 03, 2026.

d. Declaration from Independent Directors

The Independent Directors of the Company have submitted the
requisite declarations, confirming that:

1. they meet the criteria of Independence as prescribed
under Section 149(6) of the Act, read with the Schedule

and Rules issued thereunder and Regulation 16(1)(b) and
25(8) of SEBI LODR Regulations. There has been no change
in the circumstances affecting their status as Independent
Directors of the Company.

2. they have complied with the Code for Independent
Directors prescribed under Schedule IV to the Act and the
Code of conduct of the Company.

3. they have registered themselves with the Independent
Director's Database maintained by the Indian Institute of
Corporate Affairs (IICA).

In opinion of the Board, the Independent Directors possess the
requisite integrity, experience, expertise and proficiency required
to discharge their duties effectively and with an objective of
independent judgment.

Further, none of the Directors on the Board of the Company is
disqualified from being appointed or continuing as Directors of the
Company as specified under Section 164(1) and 164(2) of the Act read
with Rule 14(1) of The Companies (Appointment and Qualifications of
Directors) Rules, 2014, as amended from time to time.

A note on the familiarisation programme for orientation and training
of the Independent Directors undertaken in compliance with the
provisions of the Act and the SEBI LODR Regulations is provided in
the Corporate Governance Report, which forms an integral part of
this Annual Report.

MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors of the Company met 05 (five) times during
the financial year 2025-26. The details of the Board Meetings
held and attendance of each Director there at, are disclosed in
the Corporate Governance Report, which forms an integral part of
this Annual Report.

The maximum interval between any two Board meetings during the
financial year 2025-26, did not exceed the limits, as prescribed under
the Act and the SEBI LODR Regulations.

COMMITTEES TO THE BOARD

As on March 31, 2026, the Board has 05 (five) Committees as
stated follows:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders Relationship Committee

4. Corporate Social Responsibility Committee

5. Risk Management Committee

The Committees play an important role in the governance framework
of the Company and are entrusted with the responsibility to review
and oversee specific matters requiring focused attention and
operate in accordance with their respective terms of reference, as
approved by the Board.

During the financial year 2025-26, all recommendations made by the
Committees were approved by the Board.

The composition of the Committees and the details of the Committee
meetings held during the financial year 2025-26 are provided in the
Corporate Governance Report, which forms part of this Annual Report.

CREDIT RATINGS AND REVISIONS THERETO

During the financial year 2025-26, the Company's credit rating on
the Bank Loan facilities was upgraded from 'CRISIL A /Positive' to
'CRISIL AA-/Stable'.

The information on credit ratings is available on the Company's
website at
https://domsindia.com/pdf/Investor Relations/LODR/

Crisil Credit Ratings Letter.pdf.

INVESTOR EDUCATION AND PROTECTION FUND

Your Company is not required to transfer any amount of unpaid/
unclaimed dividend for the financial year 2025-26 to the Investor
Education and Protection Fund ('IEPF').

POLICY ON DIRECTOR'S APPOINTMENT AND
REMUNERATION

In accordance with the provisions of Section 178(3) of the Act and
based on the recommendation of the Nomination & Remuneration
Committee of the Company, the Board has approved a Nomination
and Remuneration Policy which lays down the criteria for
identification, selection, appointment and remuneration of Directors,
Key Managerial Personnel and Senior Management Personnel. It
also determines qualifications, positive attributes, independence of
director and such related matters.

The Nomination and Remuneration Policy is available on the
Company's website at
https://domsindia.com/policies/.

BOARD EVALUATION

In accordance with the provisions of the Act and SEBI LODR
Regulations it is required to evaluate the performance of:

(i) the Board as a whole;

(ii) the Individual Directors (including Independent Directors and
Chairperson) ; and

(iii) the committees of the Board.

The Board established a formal mechanism to carry out an annual
evaluation of its own performance, the performance of the
Committees, Individual Directors and Chairperson pursuant to
requirements of the provisions of Section 178 of the Act, Schedule
IV and Regulation 17(10) of the SEBI LODR Regulations. The key
objectives of the Board Evaluation process is to ensure that the Board
and its Committees have appropriate composition and function
collectively to achieve the business objectives of the Company.

Similarly, the key objectives of conducting performance evaluation
of the Directors through individual assessment and peer assessment
were to ascertain if the Directors actively participate in the Board/

Committee Meetings and contribute to achieve the common business
goals of the Company. The Performance evaluation of the Board of
Directors, Committees to the Board was done based on the structured
questionnaire taking into consideration of various performance
related aspects to ensure comprehensive assessment.

The evaluation process was conducted through internal assessments
and defined evaluation parameters. The details of the process are
provided in the Corporate Governance Report, which forms part of
this Annual Report.

DISCLOSURE OF REMUNERATION TO DIRECTORS AND
EMPLOYEES

In accordance with the provisions of Section 197(12) of the Act
read with Rules 5(2) and 5(3) of The Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, a
statement showing the names of the top ten employees in terms of
remuneration drawn, along with the names and other particulars
of the employees drawing remuneration in excess of the limits
prescribed under the said rules, forms part of this Report.

Further, disclosures relating to remuneration and other details as
required under Section 197(12) of the Act read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are provided in 'Annexure I' which forms part
of this Report.

Having regard to the provisions of the second proviso to Section
136(1) of the Act and as advised, the Annual Report excluding
the aforesaid information is being sent to the Shareholders of the
Company. Any shareholder interested in obtaining such information
may address their email to
ir@domsindia.com.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(3)(c) of the Act,
your Directors, to the best of their knowledge and belief,
hereby confirm that:

a. in the preparation of the annual accounts for the financial year
ended March 31, 2026, the applicable accounting standards
have been followed with proper explanation relating to material
departures, if any;

b. they have selected such accounting policies and applied them
consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company as at March 31, 2026 and the
profit of the Company as at March 31, 2026;

c. they have taken proper and sufficient care for the maintenance
of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities;

d. they have prepared the annual accounts on a
going concern basis;

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

f. the Directors have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems
are adequate and operating effectively.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company has in place adequate Internal Financial Controls
with reference to the financial statements. The Company's internal
financial controls and systems are adequate commensurate with the
nature and size of the Company and it ensures compliance with the
policies and procedures adopted by the Company for ensuring the
orderly and efficient conduct of its business, including adherence
to its policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness
of the accounting records and the timely preparation of reliable
financial information.

The Company's internal control procedures which include internal
financial controls, ensure compliance with various policies, practices
and statutes and keeping in view the organisations pace of growth
and increasing complexity of operations. This ensures safeguarding
of assets and properties of the Company and protects against
unauthorized use and disposal of the assets.

The Audit Committee periodically reviews the adequacy and
effectiveness of internal control systems and provides guidance for
continuous improvement and strengthening.

DETAILS OF SUBSIDIARY, JOINT VENTURES AND
ASSOCIATE COMPANY

As on March 31, 2026, the Company has 06 (six) Subsidiaries and
01 (one) Associate Company. The details regarding the disclosure
with respect to Subsidiaries and Associate Company of the Company
in Form AOC-1 are provided in 'Annexure II', which forms part
of this Report.

Performance of the Subsidiary Company

1. Pioneer Stationery Private Limited

Pioneer Stationery Private Limited ('Pioneer') is an unlisted
material Subsidiary of the Company and is engaged in the
business of manufacturing, importing, exporting, trading, buying
and selling of Paper Stationery products. The management
of the Company is focused on enhancing quality, efficiency
and effectiveness of the business to achieve best-in-class
performance. The Board of Directors of Pioneer frequently
reviews its performance to ensure alignment with the
Company's strategic goals.

During financial year 2025-26, revenue from operations of
Pioneer marginally decreased by 1.10% to ? 16,862.72 lakhs as
compared to ? 17,050.48 lakhs in the previous financial year.

It's Operating Profit for the financial year 2025-26 decreased by
22.34% to ? 1,769.77 lakhs as compared to ? 2,278.75 lakhs in
previous financial year. Net Profit After Tax of Pioneer decreased
by 19.36% to ? 1,186.46 lakhs as compared to ? 1,471.29 lakhs
in previous financial year.

2. Micro Wood Private Limited

Micro Wood Private Limited ('Micro Wood') is a Subsidiary of
the Company and is engaged in the business of manufacturing
Tin and Paper-based packing materials. The Board of Directors
of Micro Wood frequently review its performance to ensure
continued growth and alignment with the Company's objective.

During financial year 2025-26, revenue from operations of
Micro Wood has increased by 17.22% to ? 10,563.48 lakhs as
compared to ? 9,011.68 lakhs in the previous financial year.

It's Operating Profit for the financial year 2025-26 marginally
decreased by 0.17% to ? 1,407.19 lakhs as compared to
? 1,409.62 lakhs in the previous financial year. Net Profit After
Tax of Micro Wood decreased by 19.21% to ? 458.50 lakhs as
compared to ? 567.50 lakhs in previous financial year.

3. Skido Industries Private Limited

Skido Industries Private Limited ('Skido') is a Subsidiary of
the Company and is engaged in the business of designing,
manufacturing, marketing and selling of all types of Bags,
Pouches and other related products. The Board of Directors of
Skido frequently review its performance to ensure continued
growth and alignment with the Company's objective.

During the financial year 2025-26, revenue from operations of
Skido has increased by 57.21% to ? 1,408.02 lakhs as compared
to ? 895.64 lakhs in the previous financial year. It's Operating
Profit for the financial year 2025-26 has increased by 98.23%
to ? 189.96 lakhs as compared to ? 95.83 lakhs in the previous
financial year. Net Profit After Tax of Skido has increased by
82.18% to ? 121.13 lakhs as compared to ? 66.49 lakhs in the
previous financial year.

4. Uniclan Healthcare Private Limited

Uniclan Healthcare Private Limited ('Uniclan') is a Subsidiary of
the Company and is engaged in the business of manufacturing
and marketing of Baby Diapers, Baby Wipes and other hygiene
products. The Board of Directors of Uniclan frequently review
its performance to ensure continued growth and alignment with
the Company's objective.

During the financial year 2025-26, revenue from operations
of Uniclan has increased by 22.25% to ? 20,309.59 lakhs as
compared to ? 16,612.62 lakhs in the previous financial year. It's
Operating Profit for the financial year 2025-26 has increased by
25.10% to ? 1,745.36 lakhs as compared to ? 1,359.19 lakhs in
the previous financial year. Net Profit After Tax of Uniclan has
increased by 15.38% to ? 655.27 lakhs as compared to ? 567.93
lakhs in the previous financial year.

5. Super Treads Private Limited

Super Treads Private Limited ('STPL') became a Subsidiary of the
Company with effect from June 01, 2025. STPL is engaged in the
business of manufacturing and marketing of all types of Paper
Stationery products including notebooks, drawing books, etc.

During the period from June 01, 2025 to March 31, 2026,
revenue from operations of STPL was ? 1,089.63 lakhs. STPL has
reported a Loss of ? 98.69 lakhs.

6. DOMS Foundation

DOMS Foundation became a Subsidiary of the Company with
effect from March 19, 2026. DOMS Foundation has been
incorporated under Section 8 of the Act, to promote, undertake,
plan, organize, implement and execute various Corporate
Social Responsibility activities, donation, other charitable and
not-for-profit activities in accordance with its objects and
applicable laws. Further, there have been no transactions in
DOMS Foundation from the date of its incorporation up to the
reporting date. Accordingly, the same has no impact on the
consolidated financials of the Company.

Accordingly, the Audited Financial Statements of all the Subsidiaries
except DOMS Foundation are available on the website of the
Company and can be accessed at
https://domsindia.com/financial-
statement-of-subsidiariesgroup-companies/.

Performance of the Associate Company

7. ClapJoy Innovations Private Limited

ClapJoy Innovations Private Limited ('ClapJoy') is an Associate of
the Company and is engaged in the business of manufacturing
and selling wooden board games, flash cards, puzzles and
educational toys.

During the financial year 2025-26, revenue from operations
of ClapJoy has increased by 56.24% to ? 1,234.45 lakhs as
compared to ? 790.10 lakhs in the previous financial year. It's
Operating Profit for the financial year 2025-26 has increased
by 66.86% to ? 34.39 lakhs as compared to ? 20.61 lakhs in
the previous financial year. Net Profit After Tax of ClapJoy has
increased by 510.91% to ? 3.36 lakhs as compared to ? 0.55
lakhs in the previous financial year.

DEPOSITS

During the financial year 2025-26, the Company has not accepted any
deposits as defined under Section 73 of the Act and The Companies
(Acceptance of Deposits) Rules, 2014.

As on March 31, 2026, the total amount of outstanding Unsecured
Loan from the Directors of the Company, excluding accrued
interest is ? 2,640.00 lakhs as per Standalone Financial Statements
of the Company.

PARTICULARS OF LOANS/ GUARANTEES/ SECURITIES OR
INVESTMENTS

The details of loans, guarantees, securities and investments, as
required under Section 186 of the Act and Schedule V of the SEBI
LODR Regulations, are disclosed in the notes forming part of the
Standalone Financial Statements of the Company.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE
WITH RELATED PARTIES

Pursuant to the provisions of Section 177 of the Act and the Rules
made thereunder and read with Regulation 23 of SEBI LODR
Regulations, the Company has obtained the necessary prior approval
of the Audit Committee for all the related party transactions.

Further, during the financial year 2025-26, the Company did not
enter into any material related party transactions. Accordingly, the
disclosure in Form AOC-2 under Section 134(3)(h) is not applicable.

All related party transactions entered into by the Company during
the financial year ended March 31, 2026, were in the ordinary course
of business and on arm's length basis. None of the transactions
with the related parties had any potential conflict with the interests
of the Company.

The details of Related Party Transactions for the financial year
ended March 31, 2026, as required under Section 188 of the Act
are disclosed in Note No. 43 of the Standalone Financial Statements
of the Company.

The Company has adopted a Policy on Related Party Transactions in
accordance with the provisions of the Act and SEBI LODR Regulations,
as amended, from time to time. The policy intends to ensure that
proper reporting, approval and disclosure processes are in place for all
transactions between the Company and related parties. The Policy on
Related Party Transactions is available on the website of the Company
and can be accessed at
https://domsindia.com/policies/.

CORPORATE SOCIAL RESPONSIBILITY ('CSR')

DOMS is committed to conducting its business in a socially
responsible manner and actively contributes towards the sustainable
development of the society. The Company's CSR initiatives focus,
inter alia, on healthcare, education, empowerment of women, rural
development, affordable housing, disaster relief, welfare of armed
forces, socio-economic development and the upliftment and welfare
of the Scheduled Castes, Scheduled Tribes, other backward classes,
minorities, and other areas of public service, as prescribed under
Schedule VII of the Act.

The CSR Committee confirms that the implementation and monitoring
of the CSR activities was done in compliance with the CSR Policy,
objectives and in accordance with the provisions of the Act. The CSR
Policy is available at the website of the Company and can be accessed
at
https://domsindia.com/policies/.

In accordance with Section 135 of the Act and The Companies
(Corporate Social Responsibility Policy) Rules, 2014, read with relevant
clarifications issued by Ministry of Corporate Affairs, the Company
has undertaken activities as per the Company's CSR Policy and the
necessary disclosure on CSR activities are provided in 'Annexure III'
which forms part of this Report.

DISCLOSURE OF CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

The details as required under Section 134 of the Act, relating to
Conservation of Energy, Technology Absorption and Foreign Exchange
Earning and Outgo are disclosed in 'Annexure IV', which forms part
of this Report.

RISK MANAGEMENT

The Company recognizes that risk is an integral part of business
operations and is committed to managing risks in a proactive and
efficient manner. The Company has formulated and implemented

a robust Risk Management Policy to identify, assess, monitor and
mitigate various internal and external risks. The objective of Risk
Management Policy is to ensure sustainable business growth,
operational stability and to promote a proactive approach towards
reporting, evaluating and addressing risks associated with the
Company's business.

The Risk Management Policy provides a structured and disciplined
framework for risk management and assists the management and the
Board in decision-making relating to risk-associated matters. The Risk
Management Policy of the Company is available on the website of the
Company and can be accessed at
https://domsindia.com/policies/.

In compliance with Regulation 21 of the SEBI LODR Regulations,
the Board has constituted a Risk Management Committee, which
is entrusted with the roles and responsibilities as specified under
Part D of Schedule II of the SEBI LODR Regulations. The Committee
periodically reviews the adequacy and effectiveness of the Company's
risk management systems, taking into account the evolving
regulatory environment, changing macro-economic conditions and
business complexities.

During the financial year 2025-26, the Company identified and
assessed the internal and external risks associated with its business
operations and implemented appropriate mitigation to address
such risks. The identified risks were periodically reviewed to ensure
effective monitoring and mitigation. A detailed analysis of internal and
external risks is provided in the Management Discussion and Analysis
Report which forms part of this report.

VIGIL MECHANISM

The Company is committed to conducting its business operations
in ethical, responsible and transparent manner and upholds the
highest standards of corporate governance. To foster a culture
of accountability and transparency, the Company continuously
reviews its existing policies, systems and procedures, ensuring
they remain aligned with evolving governance practices and
regulatory expectations.

The Company has established a robust vigil mechanism and adopted
a Whistle Blower and Vigil Mechanism Policy, duly approved by the
Board of Directors pursuant to the requirements of Section 177(9) of
the Act read with Rule 7 of the Companies (Meetings of Board and its
Powers) Rules, 2014 and Regulation 22 of SEBI LODR Regulations.

The Whistle Blower and Vigil Mechanism Policy provides a secure
framework for Directors, employees and other stakeholders to report
genuine concerns about unethical behaviour, suspected fraud or
violation of the Company's code of conduct or policies. The policy
ensures adequate safeguards against victimization of persons who
avail of the mechanism.

Further, during the financial year 2025-26, no individual was denied
access to the Chairperson of the Audit Committee or any appropriate
authority under the Vigil Mechanism.

The Whistle Blower and Vigil Mechanism Policy of the Company is
available on the website of the Company and can be accessed at
https://domsindia.com/policies/.

MATERIAL ORDERS OF JUDICIAL BODIES / REGULATORS

During the financial year 2025-26, the Company has not received any
material or significant orders from any judicial, regulatory or statutory
authorities which could have an adverse impact on the going concern
status and business operations or financial position of the Company.

STATUTORY AUDITORS

M/s. Price Waterhouse Chartered Accountants LLP (Firm Registration
No. 012754N/N500016) were appointed as Statutory Auditors of
the Company for a period of 05 (five) consecutive years from the
conclusion of 18th Annual General Meeting held on September 23,
2024, till the conclusion of the 23rd Annual General Meeting of the
Company to be held in the year 2029.

M/s. Price Waterhouse Chartered Accountants LLP confirmed that,
they are not disqualified from continuing as the Statutory Auditors of
the Company and satisfy the prescribed eligibility criteria.

Statutory Auditors Report

The observations, if any, made by the Statutory Auditors in their
report read together with the relevant notes to the accounts are self¬
explanatory and therefore do not require any further explanations.
The Statutory Auditors Report on Standalone and Consolidated
Financial Statements of the Company for the financial year ended
March 31, 2026, does not contain any qualifications, reservations or
adverse remarks.

There have been no instances of fraud by the Company or on the
Company which has been reported by the Statutory Auditors under
Section 143(12) of the Act.

COST AUDITORS

Pursuant to the provision of Section 148 of the Act read with Rule
6(2) of The Companies (Cost Records and Audit) Rules, 2014, the
Board had appointed M/s. B.F. Modi & Associates, Cost Accountants
in practice for carrying out the Cost Audit of the product i.e. Rubber
and Allied Products manufactured by the Company, falling within the
prescribed criteria under the Act.

M/s. B.F. Modi & Associates, Cost Accountants, being eligible,
have consented to act as the Cost Auditors of the Company for the
financial year 2026-27.

The Board based on the recommendation of Audit Committee has
re-appointed M/s. B.F. Modi & Associates, Cost Accountants as Cost
Auditors of the Company, to undertake Cost Audit of the Company for
the financial year 2026-27.

In terms of the provisions of Section 148(3) of the Act, read with
The Companies (Audit and Auditors) Rules, 2014, as amended, the
remuneration payable to the Cost Auditors is considered by the
Board and recommended to the Shareholders of the Company for
the ratification.

Maintenance of Cost Accounting records

The Company maintains the cost records as per the provisions of
Section 148(1) of the Act and rules and regulations made thereunder.

SECRETARIAL AUDITOR

Pursuant to the provision of Section 204 of the Act read with
The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 and Regulation 24A of SEBI LODR Regulations,
the Board, appointed CS Jignesh Shah (Membership No.: A13189
and COP No.: 9492), Practicing Company Secretary, as the Secretarial
Auditor of the Company for a term of 05 (five) consecutive years
commencing from financial year 2025-26 to financial year 2029-30.

CS Jignesh Shah, confirmed that, he is not disqualified from continuing
as the Secretarial Auditor of the Company and he satisfies the
prescribed eligibility criteria.

Secretarial Audit Report

The Secretarial Audit Report of the Company and its unlisted material
subsidiary company in Form MR- 3 as issued, by CS Jignesh Shah,
Practicing Company Secretary for the financial year 2025-26 under
the Act, Rules issued thereunder and Regulation 24A of the SEBI
LODR Regulations, is disclosed as 'Annexure V' and 'Annexure V(A)'
respectively, which forms part of this Report.

The Secretarial Auditor has confirmed that Company has complied
with the applicable laws and that there are adequate systems and
processes in the Company commensurate with its size and scale of
operations to monitor and ensure compliance with the applicable
laws. There are no qualifications, reservations or adverse remarks or
disclaimers made by CS Jignesh Shah, Practicing Company Secretary,
in the Secretarial Audit Report for the financial year 2025-26. The
observations made by the Practicing Company Secretary for the
year under review are provided in 'Annexure V' and 'Annexure V(A)'
respectively to this report.

SECRETARIAL STANDARDS

During the financial year 2025-26, the Company has complied
with the applicable Secretarial Standards issued by the Institute
of Company Secretaries of India and notified by the Ministry of
Corporate Affairs, in accordance with the provisions of Section 118
(10) of the Act.

INTERNAL AUDITORS

M/s. HTKS & Co., Chartered Accountants, were appointed as Internal
Auditors of the Company to periodically audit the adequacy and
effectiveness of the internal control systems.

The Board based on the recommendation of the Audit Committee
has re-appointed M/s. HTKS & Co., Chartered Accountants, as Internal
Auditors, to undertake audit of the Internal Control Systems of the
Company for the financial year 2026-27.

During the financial year 2025-26, the Internal Audit Report does not
contain any qualification, reservation, adverse remark or disclaimer.

ONE TIME SETTLEMENT WITH BANK OR FINANCIAL
INSTITUTIONS

During the financial year 2025-26, there was no instance of any one¬
time settlement with any Bank or Financial Institution. Accordingly,
the requirement to disclose the details of difference between
amount of the valuation done at the time of one-time settlement
and the valuation done while taking loan from the Banks or Financial
Institutions along with the reasons thereof, is not applicable.

CORPORATE INSOLVENCY RESOLUTION PROCESS
INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016

During the financial year 2025-26, no application has been made by
or against the Company under The Insolvency and Bankruptcy Code,
2016. Accordingly, the requirement to disclose the details of any such
application made or pending proceedings along with their status at
the end of financial year, is not applicable.

ANNUAL RETURN

The Annual Return of the Company as on March 31, 2026, in Form
MGT- 7 in accordance with Section 92(3) and 134(3)(a) of the Act read
with The Companies (Management and Administration) Rules, 2014
will be uploaded on the website of the Company and can be accessed
at
https://domsindia.com/financial-statements/.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to Regulation 34(2)(f) of SEBI LODR Regulations, the Business
Responsibility and Sustainability Report for the financial year 2025-26
of the Company, describing the initiatives undertaken by the Company
from an Environmental, Social and Governance perspective, forms
part of this Annual Report. Further, in compliance with SEBI circular
no. SEBI/HO/CFD/CFD-SEC-2/P/CIR/2023/122 dated July 12, 2023,
the Company has obtained reasonable assurance on the BRSR Core
disclosures of the Company from N.S. Bhargava and Co., Chartered
Accountant, independent assurance provider.

REPORT OF CORPORATE GOVERNANCE

The Company has consistently maintained sound corporate
governance practices and continues to strive towards adopting
emerging best practices. In compliance with the Regulation 34 of
the SEBI LODR Regulations, report of Corporate Governance of the
Company, forms part of this Annual Report.

DISCLOSURES UNDER THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION &
REDRESSAL) ACT, 2013

The Company is committed to provide safe working environment,
free from discrimination and harassment for all its employees and
associates. The Company has adopted a Policy of Prevention of Sexual
Harassment in accordance with the provisions of Sexual Harassment
of Women at the Workplace (Prevention, Prohibition & Redressal) Act,
2013 ('POSH Act').

Internal Complaints Committee

Internal Complaints Committee ('ICC') has been established to
redress the Complaints relating to sexual harassment. All employees
(permanent, contractual, temporary and trainees) are covered under
this policy. ICC has its presence at corporate offices as well as at site
locations of the Company. The Company has in place an effective
mechanism for addressing complaints relating to sexual harassment
at the workplace. The details of complaints received and disposed off
during the financial year 2025-26 are as under:

Number of complaints received during the financial year

Nil

Number of complaints disposed off during the financial year

Nil

Number of complaints pending more than ninety days

Nil

DISCLOSURES UNDER THE MATERNITY BENEFIT ACT, 1961

The Company is committed to ensuring a safe, inclusive and
supportive workplace for women employees. The Company has
complied with the provisions of The Maternity Benefit Act, 1961,
including the amendments and rules framed thereunder, to the
extent applicable.

ACKNOWLEDGEMENT

The Directors of the Company sincerely appreciate the continued
support and co operation extended by the Investors, Shareholders,
Consumers, Customers, Vendors, Bankers, Consultants and, most
importantly, all its employees throughout the financial year. The
Directors also place on record their heartfelt appreciation for the trust
and confidence reposed in the Board by all stakeholders. They further
acknowledge and value the contribution of every member of the
DOMS family towards the Company's growth and success.

For and on Behalf of Board of Directors

Santosh Raveshia Sanjay Rajani

Managing Director Whole-time Director

DIN: 00147624 DIN: 03329095

Date: August 03, 2026 Date: August 03, 2026

Place: Umbergaon, India Place: Umbergaon, India

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