Interim report
Page 1
-> Electricals BA.JA.J L-1/145/PG/PD October 28, 2026 To, BSE Limited Code No. 500031 Department of Corporate Services Phiroze Jeejeebhoy Towers, Dalal Street Mumbai 400 001 National Stock Exchange of India Limited Listing Department Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai 400 051 Dear Sir/Madam, BAJAJELEC - Series: EQ Sub.: Outcome of the Board Meeting of Bajaj Electricals Limited ("Company") held today i.e. Wednesday, October 28, 2026 ("Meeting") A. Unaudited Financial Results of the Company for the second quarter and half year ended September 30, 2026: Further to our letter dated October 7, 2026, and pursuant to the provisions of Regulations 30 (read with Part A of Schedule Ill) and 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("SEBI Listing Regulations"), and based on the recommendation of the Audit Committee of the Board of Directors, we enclose herewith: i. the Unaudited Standalone and Consolidated Financial Results of the Company for the second quarter and half ended September 30, 2026, along with the Limited Review Reports provided by the Statutory Auditors thereon, as Annexure 'A', which were approved and taken on record by the Board of Directors at the above Meeting. ii. Press Release on the aforesaid Financial Results, as Annexure 'B'. B. Cessation of Mr. Shekhar Bajaj (DIN: 00089358) as Executive Chairman and approve his continuation as Non-Executive Non-Independent Director, and confer upon him the title of 'Chairman Emeritus' : As part of succession planning and a considered evolution of the Company's leadership and governance model, the Board of Directors at its Meeting, based on the recommendation of the Nomination and Remuneration Committee, has: i. Head Office: 27th Floor. One Unity Center, Senapati Bapat Marg, Prabhadevi (West). Mumbai - 400013 Tel: +91226979 6000 I www.ba1a,etectricals.com
Page 2
-> BAJAJ Electricals with effect from the close of business hours on December 31, 2026, without cessation of his office as a Director of the Company; ii. approved Mr. Shekhar Bajaj's continuation as Non-Executive Non-Independent Director of the Company with effect from January 1, 2027, subject to approval of the Members of the Company by way of a Special Resolution through Postal Ballot; and iii. approved conferring upon Mr. Shekhar Bajaj the status and title of 'Chairman Emeritus' of the Company for a term of five years with effect from January 1, 2027, subject to such approvals as may be necessary. Mr. Shekhar Bajaj is not debarred from holding the office of Director by virtue of any order of the Securities and Exchange Board of India or any other such authority. Further, as affirmed by him, he is not disqualified from holding the office of Director pursuant to the provisions of Section 164 of the Companies Act, 2013. The requisite details pursuant to Regulation 30 read with Schedule Ill of the SEBI Listing Regulations and applicable SEBI circular(s) are enclosed as Annexure 'C'. Further, a copy of the resignation letter of Mr. Shekhar Bajaj is enclosed as Annexure 'D'. Further, in light of the above matters, the Board of Directors at the said Meeting, based on the recommendation of the Nomination and Remuneration Committee and/or Audit Committee, has, inter-alia, also: • approved, subject to approval of the Members by way of Special Resolution through Postal Ballot and the Articles of Association of the Company, the payments, benefits, facilities and amenities proposed to be provided to Mr. Shekhar Bajaj in his capacity as Chairman Emeritus for the period from January 1, 2027 to December 31, 2031. The said transaction, being a related party transaction, has been approved by the Audit Committee, while the same is not a material related party transaction in terms of Regulation 23 of the SEBI Listing Regulations; and • approved, subject to approval of the Members of the Company by way of Special Resolution through Postal Ballot, alteration of the Articles of Association of the Company: (i) for creation of the position of Chairman Emeritus by inserting the Article 186A relating to 'Chairman Emeritus'; and (ii) amendment of Article 147 relating to 'contracts and arrangements with related parties', by deleting the word 'Special' appearing immediately before the word 'Resolution' in the first proviso thereto.". C. Revision in the terms of appointment and remuneration of Mr. Sanjay Sachdeva (DIN: 11017868), Managing Director & Chief Executive Officer: The Board of Directors at its Meeting, based on the recommendation of the Nomination and Remuneration Committee, has approved the following, subject to approva» shareholders of the Company and other requisite approvals, as may be applicab� .• "- �\i1:'\RIC,ii{,s, 'f.�o/ .�(..), � r.1:;1 . , . ��e •. 6' . . _ L . ._ IJ\\) • 0ao, � l Head Office: 27th Floor. One Unity Center, Senapat1 Bapat Marg, Prabhadev, (West), Mumbai • 40 f fi.'1-, • /::: j; Tel: +91 22 6979 6000 I www.baja,electricals.com "A, .,{._c� Q JJ "'&: ,.,�v"' ,"fliaa1-ll. , ,--......::::.:: / Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai· 400001, Maharashtr1( 1ndia Tel.: +91 22 6149 7000 I Email: legal@bajajelectricals.com I CIN: L31500MH1938PLC009887
Page 3
•> BAJAJ Electricals i. curtailment/preponement of the tenure of Mr. Sanjay Sachdeva (DIN: 11017868) under his existing appointment as Managing Director & Chief Executive Officer of the Company, so that the same concludes on March 31, 2027 and certain revisions in this current remuneration; and ii. appointment/re-appointment of Mr. Sanjay Sachdeva (DIN: 11017868) as Managing Director & Chief Executive Officer of the Company for a further/fresh period of five years from April 1, 2027 to March 31, 2032 and revision in his remuneration with effect from April 1, 2027. Mr. Sanjay Sachdeva is not debarred from holding the office of Director by virtue of any order of the Securities and Exchange Board of India or any other such authority. Further, as affirmed by him, he is not disqualified from holding the office of Director pursuant to the provisions of Section 164 of the Companies Act, 2013. The requisite details pursuant to Regulation 30 read with Schedule Ill of the SEBI Listing Regulations and applicable SEBI circular(s) are enclosed as Annexure 'E'. D. Change in the position of Mrs. Pooja Bajaj (DIN: 08254455) from retiring Executive Director to non-retiring Executive Director: Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its Meeting has approved the change in the position of Mrs. Pooja Bajaj (DIN: 08254455) on the Board of the Company, from a 'retiring' Executive Director to a 'non-retiring' Executive Director with effect from January 1, 2027, subject to approval of the shareholders of the Company. There will be no change in her functioning, duties or remuneration pursuant to the aforesaid change. E. Appointment of Mr. Sudarshan Sampathkumar (DIN: 01875316) as Non-Executive Independent Chairman of the Board: Based on the recommendations of the Nomination and Remuneration Committee and Audit Committee, the Board of Directors at its Meeting has approved the appointment of Mr. Sudarshan Sampathkumar (DIN: 01875316), Independent Director of the Company, as Non Executive Chairman of the Board with effect from January 1, 2027 and up to the end of his current term as Independent Director, i.e., May 22, 2028. F. Approval for payment of remuneration to Non-Executive Directors in excess of the limits prescribed under Section 197(1) of the Companies Act, 2013: Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its Meeting has approved seeking approval of the Members of the Company by way of a Special Resolution for payment of remuneration to the Directors of the Company who are neither Managing Directors nor Whole-time Directors, in excess of one per cent of the net profits of the Company computed in accordance with Section 198 of the Companies �;:::::;:;� ..... Act, 2013, should such limit be exceeded in any financial year. ��ICAL.<> I �C, ..,(> '/JJ �e- C Head Office: 27th Floor. One Unity Center, Senapati Ba.pat Marg, Prabhadevi (West), Mumbai - 400013. (�l '°�· �� i �0� 6 - !,. Tel: +91226979 6000 I www.baja,electricals.com ',i/;,'• 8 ..,_ �ur,., �<::.o// Registered Office: Mulla House, 2nd Floof, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, • ? Tel.: +91 22 6149 7000 I Email: legal@bajajelectricals.com I CIN: L31500MH1938PLC009887
Page 4
•> BAJAJ Electricals G. Amendment to Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information Based on the recommendation of the Audit Committee, the Board of Directors at its Meeting has approved amendments to the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) framed pursuant to Regulation 8(1) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The revised Code shall come into effect from the date of approval by the Board. The revised Code will be made available on the website of the Company. Further, a copy of the revised Code is enclosed as Annexure 'F'. H. Disclosure under Regulation 30(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Pursuant to Regulation 30(5) of the SEBI Listing Regulations, we hereby inform that the Board of Directors of the Company, at its Meeting held on October 28, 2026, has authorised the following Key Managerial Personnel for the purpose of determining materiality of an event or information and for the purpose of making disclosures to the Stock Exchange(s) under Regulation 30 of the SEBI Listing Regulations, as per the terms of the Company's Policy on Determination of Materiality for Disclosure of Events or Information: 1. Mr. Sanjay Sachdeva, Managing Director & Chief Executive Officer; 2. Ms. Ashween Anand, Chief Financial Officer; and 3. Mr. Prashant Dalvi, Chief Compliance Officer & Company Secretary. A single point of contact for the aforesaid purpose under Regulation 30(5) is given below: Name Prashant Dalvi Designation Chief Compliance Officer & Company Secretary Address Mulla House, 2nd Floor, 51 Mahatma Gandhi Road, Fort, Mumbai 400 001. Email legal@bajajelectricals.com Contact No 022-61497000 We request you to take the above on record and treat it as compliance under the applicable provisions of the SEBI Listing Regulations, if any. The Meeting commenced at 11 :30 a.m. and concluded at Thanking you, Yours faithfully, F Bajaj Electricals Limited <. rashant Dalvi Chief Compliance Officer & Company Secretary (ICSI Membership No.: A51129) 2:10 p.m.
Page 5
SR 8 C & CO LLP Chartered Accountants 12th Floor, The Ruby 29 Senapati Bapat Marg Dadar (West) Mumbai - 400 02B, India Tel : +91226819 8000 Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended Review Report to The Board of Directors Bajaj Electricals Limited 1. We have reviewed the accompanying statement of unaudited standalone financial results of Bajaj Electricals Limited (the "Company") for the quarter ended September 30, 2026 and year to date from April 01, 2026 to September 30, 2026 (the "Statement") attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). 2. The Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 4. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement. For S R BC & Co LLP Chartered Accountants number: 324982E/E300003 Membership No.: 219350 UDIN: 2 62.l 'l l SoT& i Pb f'2..'f Mumbai, October 28, 2026 Page 1 of 1 SR BC & CO LLP, a Limited Liability Partnership with LLP Identity No. AAB-4318 Regd. Office: 22, Camac Street, Block 'B', 3rd Floor, Kolkata-700 016 Annexure 'A'
Page 7
Notes to the standalone financial results· 1) 2) 3) Exceptional items: Quarter ended Six months ended Year ended Particulars 30-Sep-26 30-Jun-26 30-Sep-25 30-Sep-26 30-Sep-25 31-Mar-26 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) Profit on sale of immovable property . 878 . 878 . - Ex-gratia for Nashik Factory, Maharashtra . . . . (668) (668) New labour codes (see note a below) . . . . - (2,872) Impairment of Goodwill (see note b below) . . . . . (2,644) Impairment of moulds and dies (see note c below) . . . . - (2,931) Total exceptional items . 878 . 878 (668) (9,115) Note a The Government of India had notified the Code on Wages, 2019; Industrial Relations Code, 2020; Code on Social Security, 2020; and Occupational Safety, Health and Working Conditions Code, 2020 (collectively, "Labour Codes") on November 21, 2025. Based on the revised definition of wages under the Labour Codes, the Company had recognized an estimated additional expense of Rs. 2,872 lakhs towards gratuity and leave encashment as an exceptional item in the Statement of Profit and Loss for the year ended March 31, 2026. The Company continues to monitor further regulatory developmens and will account for additional impact, if required. Note b The Company had recognised impairment provision of Goodwill of Rs. 2,644 lakhs of the Chhatrapati Sambhajinagar Unit (Aurangabad facility, Nirlep) as an exceptional item in the Statement of Profit and Loss for the year ended March 31, 2026. The impairment is based on a valuation performed by an independent valuer and has been recognised in accordance with Ind AS 36 - Impairment of Assets. Note c The Company had recognised an impairment provision of Rs. 2,931 lakhs on certain Property, Plant and Equipment pertaining to moulds and dies, based on annual review of their expected economic benefits and market performance. The same had been classified as an exceptional item in the Statement of Profit and Loss for the year ended March 31 , 2026. The above standalone results have been reviewed by the Audit Committee and approved by the Board of Directors in their respective meetings held on October 28, 2026. These standalone financial results are available on the Company's website viz. www.bajajelectricals.com and on the websites of BSE (www.bseindia.com) and NSE (www.nseindia.com). SIGNED FOR IDENTIFICATION BY SR BC & CO LLP MUMBAI
Page 8
Bajaj Electricals Limited CIN: L31500MH1938PLC009887 Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-61497000 Website: http://www.bajajelectricals.com Email : legal@bajajelectricals.com STANDALONE STATEMENT OF ASSETS AND LIABILITIES AS AT 30TH SEPTEMBER 2026 (Rs. In Lakhs) Standalone ASSETS Non-Current Assets Property, plant and equipment Capital work in progress Right-of-use assets Other intangible assets Intangible assets under development Investment properties Goodwill Financial Assets i) Investments ii) Trade receivables iii) Other financial assets Deferred tax assets (net) Income tax assets (net) Other non-current assets Total Non-Current Assets Current Assets Inventories Financial Assets i)lnvestments ii)Trade receivables iii)Cash and cash equivalents Particulars iv)Bank balances other than (iii) above v)Loans vi)Other current financial assets Other current assets Contract assets Assets classified as held for sale Total Current Assets Total Assets SIGNED FOR IDENTIFICATION BY SR BC & CO LLP MUMBAI As at 30-Sep-26 (Unaudited) 24,677 118 13.231 15,763 53 14,826 16,357 515 4,486 32,199 2,060 3,927 3,008 131,220 70,531 32,263 115,484 12,204 36 - 16,636 31,465 415 279,034 - 279,034 410,254 As at 31-Mar-26 (Audited) 27,370 142 15.771 16,485 89 14,851 16,357 489 3,176 36,404 1,997 3,356 3,076 139,563 53,352 26,196 114,149 22,231 3,538 1 13,670 36,552 1,483 271,172 1,773 272,945 412,508
Page 9
Bajaj Electricals Limited CIN • L31500MH1938PLC009887 Registered Office• Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-61497000 Website • httpJ/www.bajajelectricals.com Email • legal@bajajelectricals.com STANDALONE STATEMENT OF ASSETS AND LIABILITIES AS AT 30TH SEPTEMBER 2026 Particulars EQUITY & LIABILITIES EQUITY Equity share capital Other Equity Total Equity LIABILITIES Non-Current Liabilities Financial Liabilities ia) Lease liabilities ii) Other financial liabilities Provisions Employee Benefit Obligations Total Non-Current Liabilities Current Liabilities Financial Liabilities ia) Lease liabilities ii) Trade credits iii) Trade payables a) Total outstanding dues of micro enterprises & small enterprises b) Total outstanding dues of other than micro enterprises & small enterprises iv) Other current financial liabilities Provisions Employee benefit obligations Current tax liabilities (net) Contract liabilities Other current liabilities Total Current Liabilities Total Liabilities Total Equity & Liabilities SIGl'ifED FOR IDENTIFICATION BY SR BC & CO LLP MUMBAI (Rs. In Lakhs) Standalone As at As at 30-Sep-26 31-Mar-26 (Unaudited) (Audited) 2,308 2,308 147,656 143,604 149,964 145,912 8,501 11,134 3,759 3,454 647 779 6,411 6,215 19,318 21,582 4,749 4,755 148,892 150,822 4,019 4,626 49,324 42,121 9,877 11,268 8,447 8,034 3,202 3,375 2,635 2,079 5,004 6,106 4,823 11,828 240,972 245,014 260,290 266,596 410,254 412,508
Page 10
Bajaj Electricals Limited CIN: L31500MH1938PLC009887 Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-61497000 Website : http://www.bajajelectricals.com Email: legal@bajajelectricals.com STANDALONE CASH FLOW STATEMENT FOR SIX MONTHS ENDED 30th SEPTEMBER 2026 Cash flow from operating activities Profit before Income tax Adjustments for: Depreciation and amortisation expense Employee share-based payment expense Particulars Gain on disposal of property, plant and equipment (net) and right of use assets Measurement of financial assets held at fair value through Profit or Loss Measurement of financial assets and liabilities held at amortised cost Exceptional items (refer note 1) Finance costs Interest income Credit balance written back Impairment allowance for doubtful debts & advances (net of write back) Bad debts and other irrecoverable debit balances written off Change in operating assets and liabilities: (lncrease)/decrease in trade receivables (current & non-current) (lncrease)/decrease in financial and other assets (current & non-current) (lncrease)/decrease in inventories lncrease/(decrease) in trade payables, provisions, employee benefit obligations, other financial liabilities, trade credits and other liabilities (current & non-current) Cash generated from operations Income taxes paid (net of refunds) Net cash inflow I (outflow) from operating activities (A) Cash flows from investing activities Purchase of property, plant and equipment including capital work in progress and capital advances Purchase of intangible assets including intangible assets under development Proceeds from sale of property, plant and equipment Proceeds from sale of assets held for sale Purchase of mutual funds Proceeds from sale of mutual funds Realisation of bank deposits Interest received Net cash from investing activities (B) Cash flows from financing activities Proceeds from exercise of share options Payment of principal portion of lease liabilities Interest paid on lease liabilities Interest paid Dividend paid to equity shareholders Net cash used in financing activities (C) Net increase/ (decrease) in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the period Cash and cash eauivalents at the end of the period SIGNED FOR IDENTIFICATION BY ,A\-U- SR BC & CO LLP MUMBAI Six months ended 30-Sep-26 /Unaudited) 9,969 6,091 165 (167) (1,089) (80) (878) 3,110 (1,894) 2 345 63 15 637 (2,990) 6,578 (17,179) (4,296) (2 250 (2,728 (4 978 (304) (19) 52 2,651 (8,932) 4,000 4,890 1,306 3 644 1 (2,153) (652) (2,427) (3,4621 186931 110.0271 22.231 12 204 0 - (Rs in Lakhs) Six months ended 30-Sep-25 (Unaudited I 2,252 7,393 590 (16) (335) (73) - 3,027 (1,066) (9) (117) 332 11,978 5,183 361 11,849 (25,875) 34 96 (2 3041 1 192 (2,193) (50) 37 - (16,106) 9,048 17,008 2,356 10 100 44 (2,730) (1,002) (1,979) (3,461) 19,1281 2,164 11 979 14 143
Page 11
Sr. No. 1 2 3 4 Bajaj Electricals Limited GIN: L31500MH1938PLC009887 Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-61497000 Website: http://www.bajajelectricals.com Email.legal@bajajelectricals.com STANDALONE SEGMENTWISE REVENUE, RESULTS, ASSETS AND LIABILITIES FOR THE QUARTER AND SIX MONTHS ENDED 30th SEPTEMBER 2026 Quarter ended Six months ended Particulars 30-Sep-26 30-Jun-26 30-Seo-25 30-Seo-26 30-Seo-25 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) Segment Revenues A) Consumer Products 85,272 82,039 83,303 167,311 164,003 B) Lighting Solutions 27,060 26,897 27,411 53,957 53,170 Revenue from Operations 112,332 108,936 110,714 221,268 217,173 Segment Profit I (Loss) before Tax and Finance cost A) Consumer Products 3,407 3,239 744 6,646 (616) B) Lighting Solutions 839 1,794 2,177 2,633 4,896 4,246 5,033 2,921 9,279 4,280 Less: A) Finance Cost 1,537 1,573 1,269 3,110 3,027 B) Other un-allocable expenditure net of unallocable income (736) (2,186) (375) (2,922) (1,667) Profit before exceptional items and before tax 3,445 5,646 2,027 9,091 2,920 Exceptional items (refer note 1) - 878 - 878 (668) Profit/ (Loss) before tax 3,445 6,524 2,027 9,969 2,252 Segment Assets A) Consumer Products 212,186 200,427 222,508 212,186 222,508 B) Lighting Solutions 68,250 67,814 59,561 68,250 59,561 C) Unallocable/ Corporate Assets 129,818 132,840 93,366 129,818 93,366 Total 410,254 401,081 375,435 410,254 375,435 Segment Liabilities A) Consumer Products 193,669 185,147 160,376 193,669 160,376 B) Lighting Solutions 59,165 54,925 50,306 59,165 50,306 C) Unallocable/ Corporate Liabilities 7,456 9,953 9,928 7,456 9,928 Total 260,290 250,025 220,610 260,290 220,610 (Rs. In Lakhs) Year ended 31-Mar-26 (Audited) 334,265 111,951 446,216 (4,890) 9,483 4,593 5,620 (2,604) 1,577 (9,115) (7,538) 202,731 67,172 142,605 412,508 194,864 58,438 13,294 266,596 Note : The Company pursuant to the provisions of Ind AS 108, identified its business segments as its primary reportable segments, which comprises of Consumer Products and Lighting Solutions. "Consumer Products" includes Appliances, Fans and Morphy Richards. "Lighting Solutions" includes Professional Lighting (B2B) and Consumer Lighting (B2C). SIGN ° EO FOR IDHJTIFICATION BY � I SR BC & CO LLP MUMBAI Place : Mumbai Date : October 28, 2026 -CT RI By Order of the Board of Directors 0� C-1. or Bajaj Electricals Limited ((J <'(I) J r} -, -t � .C:J a a - Shekhar Bajaj Chairman . .... ... - t
Page 12
SR BC& CO LLP Chartered Accountants 12th Floor, The Ruby 29 Senapati Bapat Marg Dadar (West) Mumbai - 400 028, India Tel : +91 22 6819 8000 Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended Review Report to The Board of Directors Bajaj Electricals Limited 1. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of Bajaj Electricals Limited (referred to as "Holding Company) its associate and joint venture (together referred to as "the Group") for the quarter ended September 30, 2026 and year to date from April 01, 2026 to September 30, 2026 (the "Statement") attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations")_ 2. The Holding Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Holding Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. We also performed procedures in accordance with the Circular No. Cl R/CFD/CM D 1/ 44/2019 dated March 29, 2019 issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable. 4. The Statement includes the results of the following entities Name of the Entity Bajaj Electricals limited Hind Lamps Private Limited (Formerly known as Hind Lamps Limited) Bajai Electricals Limited Employees' Welfare Funds Relationship Holdinq Company Associate Joint venture 5. Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the isting Regulations, including the manner in which it is to be disclosed, or that it contains any aterial misstatement. Page 1 of 2 SR BC & CO LLP, a limited L1abIlIty Partnership with LLP Identity No AAB-4318 Regd. Office: 22, Camac Street, Block 'B', 3rd Floor, Kolkata-700 016
Page 13
SR BC& CO LLP Chartered Accountants Bajaj Electricals Limited Limited review report for consolidated financial results 6. The accompanying Statement includes the unaudited interim financial results and other financial information, in respect of 5 joint ventures, whose unaudited interim financial results include Group's share of net profit of Rs. 80 lakhs and Rs 123 lakhs and Group's share of total comprehensive profit of Rs. 621 lakhs and Rs 2,198 lakhs for the quarter ended September 30, 2026 and for the period ended as on date respectively, as considered in the Statement whose interim financial results, other financial information have been reviewed by their respective independent auditors. The independent auditor's reports on interim financial results of these entities have been furnished to us by the Management and our conclusion on the Statement. in so far as it relates to the amounts and disclosures in respect of these joint ventures is based solely on the report of such auditors and procedures performed by us as stated in paragraph 3 above. 7. The accompanying Statement includes the unaudited interim financial result and other unaudited interim financial information, in respect of 1 associate, whose unaudited interim financial result include Group's share of net profit of Rs. 0.00 lakhs and 0.00 lakhs and Group's share of total comprehensive income of Rs. 0.00 lakhs and 0.00 lakhs for the quarter ended September 30, 2026 and for the period ended as on date respectively, as considered in the Statement. The unaudited interim financial result and other unaudited interim financial information of this associate have not been reviewed by their auditor and have been approved and furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the affairs of this associate, is based solely on such unaudited interim financial results and other unaudited interim financial information. According to the information and explanations given to us by the Management, this unaudited interim financial result and other unaudited interim financial information are not material to the Group. Our conclusion on the Statement in respect of matters stated in para 6 and 7 above is not modified with respect to our reliance on the work done and the reports of the other auditors and the financial results certified by the Management. For SR BC & Co LLP Chartered Accountants ICAI Firm registration number: 324982E/E300003 er Aruna Kumaraswamy Partner Membership No.: 219350 UDIN:2..b 2. \ G\ 3&00 (xP...Vy& Mumbai, October 28, 2026 Page 2 of 2
Page 14
Sr.No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Bajaj Electricals Limited CIN: L31500MH1938PLC009887 Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-61497000 Website: http://www.bajajelectricals.com Email : legal@bajajelectricals.com CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED 30TH SEPTEMBER 2026 (Rs. In Lakhs except per share data) Quarter ended Particulars 30-Sep-26 30.Jun-26 (Unaudited) (Unaudited) Revenue from operations (a) Net sales 112,048 108,756 (b) Other operating income 284 180 Total Revenue from operations 112;332 108,936 Other income 1,332 2,562 Total Income (1 + 2) 113,664 111,498 Expenses (a) Cost of raw materials consumed 16,256 15,128 (b) Purchase of traded goods 66,698 65,781 (c) Changes in inventories of finished goods, work-in-progress and traded (7,827) (8,862) (d) Erection & Subcontracting Expenses 1,388 1,718 (e) Employee benefits expense 8,571 9,713 (f) Depreciation and amortisation expense 3,037 3,054 (g) Other expenses 20,559 17,747 (h) Finance Costs 1,537 1,573 Total Expenses 110,219 105,852 Profit before exceptional items, share of profit/ (loss) of an associate and 3,445 5,646 joint ventures and before tax (3 • 4) Exceptional Items (refer note 1) . 878 Profit I (loss) before share of profit I (loss) of an associate and joint ventures 3,445 6,524 and before tax (5 + 6) Share of Profit / (Loss) of an associate and joint ventures (Refer note 2) 80 43 Profit I (loss) before tax (7 + 8) 3,525 6,567 Tax Expense / (Credit) Current Tax 943 1,770 Deferred Tax (28) (41) Adjustment of tax relating to earlier periods Total Tax Expense/ (Income) 915 1,729 Net Profit/ (Loss) for the period/ year (9 - 10) 2,610 4,838 Other comprehensive income/ (loss), net of income tax Items that will not be reclassified to profit or loss (net of tax) (refer note 2) 563 1,534 Total other comprehensive income/ (loss), net of income tax 563 1,534 Total comprehensive income I (loss) for the period/ year (11 + 12) 3,173 6,372 Net Profit/ (loss) attributable to -Owners 2,610 4,837 • Non-controlling interests Total comprehensive income/ (loss) attributable to • Owners 3,173 6,372 • Non-controllinQ interests Paid-up equity share capital (Face value of Rs. 2/-) Reserve excluding revaluation reserves Earoiogs Per Share (not annualised} fFace value of Rs. 2/-l Basic before exceptional items 2.26 3.54 Diluted before exceptional items 2.25 3.53 Basic after exceptional �ems 2.26 4.19 Diluted after exceptional items 2.25 4.18 SIGNED FOR IDENTIFICATION BY �lv-- SR BC & CO LLP MUMBAI Six months ended Year ended 30-Sep-25 30-Sep-26 30-Sep-25 31-Mar-26 /Unaudited\ lUnaud lted) (Unaudited) {Audited) 110,270 220,804 216,193 444,828 444 464 980 1,388 110,714 221,268 217,173 446,216 782 3,894 3,816 6,218 111,496 225,162 220,989 452,434 12,238 31,384 24,572 49,292 56,309 132,479 111,547 237,028 6,470 (16,689) 11,326 18,274 528 3,106 1,541 5,116 10,659 18,284 20,560 39,110 3,676 6,091 7,393 14,152 18,320 38,306 38,103 82,265 1,269 3,110 3,027 5,620 109,469 216,071 218,069 450,857 2,027 9,091 2,920 1,577 - 878 (668) (9,115) 2,027 9,969 2,252 (7,538) (477) 123 (550) (1,360) 1,550 10,092 1,702 (8,898) 838 2,713 915 778 (274) (69) (290) (1,641) 1,052 564 2,644 625 188 986 7,448 1,077 (9,086) (434) 2,097 575 (1,658) (434) 2,097 575 (1,658) 552 9,545 1,652 (10,744) 986 7,448 1,077 (9,086) . . 552 9,545 1,652 (10,744) . - 2,308 156,301 0.85 5.80 1.37 (1.96) 0.85 5.78 1.36 (1.96) 0.85 6.45 0.93 (7.88) 0.85 6.43 0.93 (7.88) .. �
Page 15
Notes to the con solidated financial results: 1) 2) 3) 4) Exceptional items: Quarter ended Six months ended Year ended Particulars 30-Sep-26 30-Jun-26 30-Sep-25 30-Sep-26 30-Sep-25 31-Mar-26 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) Profit on sale of immovable property - 878 - 878 - - ExiJratia for Nashik Factory, Maharashtra - (668) (668) New labour codes (see note a below) - - (2,872) Impairment of Goodwill (see note b below) - (2,644) lmpainnent of moulds and dies (see note c below) - - (2,931} Total exceptional items - 878 878 (668) (9,115) Note a The Government of India had notified the Code on Wages, 2019; Industrial Relations Code, 2020; Code on Social Security, 2020; and Occupational Safety, Health and Working Conditions Code, 2020 (collectively, "Labour Codes") on November 21, 2025. Based on the revised definition of wages under the Labour Codes, the Holding Company had recognized an estimated additional expense of Rs. 2,872 lakhs towards gratuity and leave encashment as an exceptional item in the Statement of Profit and Loss for the year ended March 31, 2026. The Holding Company continues to monitor further regulatory developmens and will account for additional impact, if required. Note b The Holding Company had recognised impairment provision of Goodwill of Rs. 2,644 lakhs of the Chhatrapati Sambhajinagar Unit (Aurangabad facility, Ninep) as an exceptional item in the Statement of Profit and Loss for the year ended March 31, 2026. The impairment is based on a valuation perfonned by an independent valuer and has been recognised in accordance with Ind AS 36 - Impairment of Assets. Note c The Holding Company had recognised an impairment provision of Rs. 2,931 lakhs on certain Property, Plant and Equipment pertaining to moulds and dies, based on annual review of their expected economic benefits and market performance. The same had been classified as an exceptional item in the Statement of Profit and Loss for the year ended March 31. 2026 The above consolidated financial results includes results of the following entities Name of the entities Relationship Bajaj Electricals Limited Holding Company Hind Lamps Private Limited (Formerly known as Hind Lamps Limited) Associate Bajaj Electricals Limited Employees' Welfare Funds Joint venture The above consolidated results have been reviewed by the Audit Committee and approved by the Board of Directors in their respective meetings held on October 28, 2026. These consolidated financial results are available on the Holding Company's website viz. www.bajajelectricals.com and on the websites of BSE (www.bseindia.com) and NSE (www.nseindia.com). SIGNED FOR IOEl'-JTIFICATlmJ BY SR BC & CO LLP MUMBAI
Page 16
Bajaj Electricals Limited GIN: L31500MH1938PLC009887 Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-<51497000 Website http:l/www.bajajelectricals.com Email .legal@bajajelectricals.com CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES AS AT 30TH SEPTEMBER, 2026 Particulars ASSETS Non-Current Assets Property, plant and equipment Capital work in progress Right-of-use assets Other intangible assets Intangible assets under development Investment properties Goodwill Investments in an associate (net) Investments in joint ventures Financial Assets i)lnvestments ii)Trade receivables iii)Other financial assets Deferred tax assets (net) Income tax assets (net) Other non-current assets Total Non-Current Assets Current Assets Inventories Financial Assets i)lnvestments ii)Trade receivables iii)Cash and cash equivalents iv)Bank balances other than (iii) above v)Loans vi)Other current financial assets Other current assets Contract assets Assets classified as held for sale Total Current Assets Total Assets SIGNED FOR IDENTIFICATION BY C � R BC & CO LLP MUMBAI (Rs, In Lakhs) Consolidated As at 30-Seo-26 (Unaudited) 24,677 118 13,231 15,763 53 14,826 16,357 - 15,704 515 4,486 32,199 2,060 3.927 3,008 146,924 70,531 32,263 115,484 12,204 36 - 16,636 31,465 415 279,034 279,034 425,958 , . On - As at 31-Mar-26 (Audited) 27,370 142 15,771 16,485 89 14,851 16,357 13,506 489 3.176 36,404 1,997 3,356 3,076 153,069 53,352 26,196 114,149 22,231 3,538 1 13,670 36,552 1,483 271,172 1,773 272,945 426,014 «; o �CTR/� .., (J) I< r -i ti o> * -- )
Page 17
Bajaj Electricals Limited CIN: L31500MH1938PLC009887 Registered Office: Mui la House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001. Maharashtra, India Tel. 022-61497000 Website: http://www.bajajelectricals.com Email legal@bajajelectricals.com CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES AS AT 30TH SEPTEMBER, 2026 Particulars EQUITY & LIABILITIES EQUITY Equity share capital Other Equity Total Equity LIABILITIES Non-Current Liabilities Financial Liabilities ia) Lease liabilities ii) Other financial liabilities Provisions Employee Benefit Obligations Total Non-Current Liabilities Current Liabilities Financial Liabilities ia) Lease liabilities ii) Trade credits iii) Trade payables a) Total outstanding dues of micro enterprises & small enterprises b) Total outstanding dues of other than micro enterprises & small enterprises iv) Other current financial liabilities Provisions Employee benefit obligations Current tax liabilities (net) Contract liabilities Other current liabilities Total Current Liabilities Total Liabilities Total Equity & Liabilities SIGNED FOR IDENTIFICATION BY SR BC & CO LLP MUMBAI Consolidated Asat 30-Sep-26 {Unaudited) 2,308 163,360 165,668 8,501 3,759 647 6,411 19,318 4,749 148,892 4,019 49,324 9,877 8,447 3,202 2,635 5,004 4,823 240,972 260,290 425,958 ..... C A {Rs. In Lakhs) Asat 31-Mar-26 {Audited) 2,308 157,110 159,418 11,134 3,454 779 6,215 21,582 4,755 150,822 4,626 42,121 11,268 8,034 3,375 2,079 6,106 11,828 245,014 266,596 426,014
Page 18
Bajaj Electricals Limited CIN: L31500MH1938PLC009887 Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-61497000 Website: http://www.bajajelectricals.com Email : legal@bajajelectricals.com CONS OLIDATED CASH FLOW STATEMENT FOR THE SIX MONTHS ENDED 30TH SEPTEMBER 2026 (Rs in Lakhs) Particulars Six months ended Six months ended Cash flow from operating activities Profit before income tax Adjustments for: Depreciation and amortisation expense Employee share-based payment expense Gain on disposal of property, plant and equipment (net) Measurement of financial assets held at fair value through Profit or Loss Measurement of financial assets and liabilities held at amortised cost Share of loss of associate and joint venture Exceptional items (refer note 1) Finance costs Interest income Credit balances written back Impairment allowance for doubtful debts & advances (net of write back) Bad debts and other irrecoverable debit balances written off Change In operating assets and liabilities: (lncrease)/decrease in trade receivables (current & non-current) (lncrease)/decrease in financial and other assets (current & non-current) (lncrease)/decrease in inventories lncrease/(decrease) in trade payables , provisions, employee benefit obligations, other financial liabilities, trade credits and other liabilities (current & non-current) Cash generated from operations Income taxes paid (net of refunds) Net cash Inflow/ (outflow) from operating activities (A) Cash flows from investing activities Purchase of property, plant and equipment including capital work in progress and capital advances Purchase of intangible assets including intangible assets under development Proceeds from sale of property, plant and equipment Proceeds from sale of assets held for sale Purchase of mutual fund Proceeds from sale of mutual fund Realisation of bank deposits Interest received Net cash from investing activities (B) Cash flows from financing activities Proceeds from exercise of share options Payment of principal portion of lease liabilities Interest paid on lease liabilities Interest paid Dividend paid to equity shareholders of the Holding Company Net cash used in financing activities (C) Net increase I (decrease) in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the year Cash and cash eQuivalents at the end of the vear SIGNED FOR IDENTIFICATION BY SR BC & CO LLP MUMBAI a 30-Sep-26 (Unaudited) 10,092 6,091 165 (167) {1,089) (80) (123) (878) 3,110 {1,894) 2 345 63 15,637 (2,990) 6,578 (17,179) {4,296) 12 2501 (2,728) 14,9781 (304) (19) 52 2,651 (8,932) 4,000 4,890 1,306 3,644 1 (2,153) (652) (2,427) (3,462) {8, 693) (10,027) 22,231 12,204 I) 30-Sep-2 5 {Unaudited} 1,702 7,393 590 (16) (335) (73) 550 - 3,027 {1,066) (9) (117) 332 11,978 5,183 361 11,849 (25,875) 3 496 (2,304 1192 (2,193) (50) 37 - (16,106) 9,048 17,008 2,356 10 100 44 (2,730) (1,002) {1,979) (3,461 I (9 1 28) 2164 11 979 14,143
Page 19
Sr. No 1 2 3 4 Bajaj Electricals Limited GIN : L31500MH1938PLCD09887 Registered Office: Mu Ila House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtra, India Tel. 022-61497000 Website: http://www.bajajelectricals.com Email: legal@bajajelectricals.com CONSOLIDATED SEGMENTWISE REVENUE, RESULTS, ASSETS AND LIABILITIES FOR THE QUARTER AND SIX MONTHS ENDED 30TH SEPTEMBER 2026 Quarter ended Six months ended Particulars 30-SeD-26 30-Jun-26 30-Sep-25 30-SeD-26 30-Sep-25 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) Segment Revenues A) Consumer Products 85,272 82,039 83,303 167,311 164,003 B) Lighting Solutions 27,060 26,897 27,411 53,957 53,170 Revenue from Operations 112,332 108,936 110,714 221,268 217,173 Segment Profit/ (loss) before Tax and Finance Cost A) Consumer Products 3,407 3,239 744 6,646 (616) B) Lighting Solutions 839 1,794 2,177 2,633 4,896 4,246 5,033 2,921 9,279 4,280 Less: A) Finance Cost 1,537 1,573 1,269 3,110 3,027 B) Other un-allocable expenditure net of unallocable income (736) (2,186) (375) (2,922) (1,667) Profit/ (loss) before exceptional Items, share of profit/ (loss) of an 3,445 5,646 2,027 9,091 2.920 associate and joint ventures and before tax Exceptional Items (refer note 1) . 878 878 (668) Profit/ (loss) before share of profit/ (loss) of an associate and joint 3,445 6,524 2,027 9,969 2,252 ventures and before tax Share of Profit / (Loss) of an associate and joint ventures (Refer note 2) 80 43 (4771 123 1550! Profit/ (loss) before tax 3,525 6,567 1,550 10,092 1,702 Segment Assets A) Consumer Products 212,186 200,427 222,508 212,186 222,508 B) Lighting Solutions 68,250 67,814 59,561 68,250 59,561 C) Unallocable / Corporate Assets 145,522 147,924 109,851 145,522 109,851 Total 425,958 416,165 391,920 425,958 391,920 Segment liabilities A) Consumer Products 193,669 185,147 160,376 193,669 160,376 B) Lighting Solutions 59,165 54,925 50,306 59,165 50,306 C) Unallocable / Corporate Liabilities 7,456 9,953 9,928 7,456 9,928 Total 260,290 250,025 220,610 260,290 220,610 (Rs In Lakhs) Year ended 31-Mar-26 (Audited) 334,265 111,951 446,216 (4,890) 9,483 4,593 5,620 (2,604) 1,577 (9,115) (7,538) 11,3601 (8,898) 202,731 67,172 156,111 426,014 194,864 58,438 13,294 266,596 Note: The Group pursuant to the provisions of Ind AS 108. identified its business segments as its primary reportable segments, which compri ses of Consumer Products and lighting Solutions. "Consumer Products" includes Appliances, Fans and Morphy Richards. "Lighting Soluti - ,_ Professional Lighting (828) and Consumer lighting (82C). SIGl\fED FOR IDENTIFICATION BY � s RB C & CO LLP Place: Mumbai MUMBAI Date : October 28. 2026 ""O�cTR1c-1: ..., � 11 !:;) o> .<::> * By Order of the Board of Directors for Bajaj Electricals Limited � - Shekhar Bajaj Chairman
Page 20
Annexure 'B' -> rs.A•.A..J PRESS RELEASE Electricals Bajaj Electricals Posts Resilient Q2 Results Total Comprehensive Income up by 5.7 times to Rs. 32 Cr. October 28, 2026 Profit after tax up by 2.6 times to Rs. 26 Cr. Company EBIT up by 51% to Rs. 50 Cr. Bajaj Electricals Ltd has declared its results for the quarter ended September 30, 2026. For the second quarter of 2026-27, the Company has achieved revenue from operations of Rs. 1,123 Cr. as against Rs. 1,107 Cr., a growth of 1.5% over the second quarter of the previous year. For the quarter, the company significantly improved its profit before tax to Rs. 35 Cr. from Rs. 16 Cr., over the second quarter of the previous year For the quarter, Consumer Products (CP) segment of the Company has earned total revenue of Rs. 853 Cr. as against Rs. 833 Cr., a growth of 2.4% over the corresponding quarter of the previous year. CP recorded an EBIT of Rs. 34 Cr. as against a profit of Rs. 7 Cr. in the corresponding quarter of the previous year. For the quarter, Lighting Solutions (LS} segment of the Company has earned total revenue of Rs. 271 Cr. as against Rs. 274 Cr., a degrowth of 1.3% over the corresponding quarter of the previous year. LS recorded an EBIT of Rs. 8 Cr. as against Rs. 22 Cr. in the corresponding quarter of the previous year. The Company continues to have a strong balance sheet with cash equivalents and surplus investments at Rs. 845 crores. Mr. Shekhar Bajaj, Chairman of Bajaj Electricals Limited, said "Despite a challenging operating environment, we delivered a resilient performance during the quarter. While revenues grew by 1. 5%, the significant improvement in bottom-line profitability is encouraging, with PAT increasing 2.6x over the previous year. This reflects the benefits of our continued focus on channel consolidation, cost efficiencies and disciplined execution. We remain focused on strengthening the business and building a sustainable platform for profitable growth" Mr. Sanjay Sachdeva, Managing Director & CEO of Bajaj Electricals Limited, "02 FY27 reflects continued progress in improving the quality of earnings and profitability of our business. While topline growth remained modest, PAT increased 2.6x year-on-year to ?26 crore. Importantly, this improvement was delivered while we continued to step up investments behind our brands and longer-term growth priorities. Consumer Products delivered growth during the quarter, supported by momentum across select premium and emerging categories. We continue to invest with discipline in brand building, innovation, premiumization and consumer engagement, while driving structural cost efficiencies across the business. Our focus remains on sustaining this improvement and building a stronger platform for profitable growth."
Page 21
-> Electricals BAJAJ Annexure 'C' Details pursuant to Regulation 30 read with Schedule Ill of the SEBI Listing Regulations and applicable SEBI circular(s): Sr. No. 1. 2. 3. 4. Particulars Details Name Mr. Shekhar Bajaj (DIN: 00089358) Reason for change viz. appointment, re-appointment, resignation, removal, death or otherwise As part of succession planning and a considered evolution of the Company's leadership and governance model, Mr. Shekhar Bajaj has tendered his resignation from his executive position as Executive Chairman and Whole-time/Executive Director of the Company with effect from the close of business hours on December 31, 2026. His resignation is limited to his aforesaid executive positions and does not constitute his resignation as a Director of the Company. He shall continue as a Director of the Company in the capacity of Non Executive, Non-Independent Director with effect from January 1, 2027, subject to approval of the Members of the Company by way of a Special Resolution through Postal Ballot. Date of appointment / re- Cessation as Executive Chairman and Whole appointment / cessation (as time/Executive Director with effect from the close of applicable) & term of business hours on December 31, 2026. appointment/re-appointment Brief profile (in appointment) Continuation as Non-Executive, Non-Independent Director with effect from January 1, 2027, subject to approval of the Members of the Company by way of a Special Resolution through Postal Ballot. case of Mr. Shekhar Bajaj's career spans decades of leadership and guidance in the corporate landscape. As the Chairman of Bajaj Electricals Limited and Bajel Projects Limited, he has steered these organizations towards success, earning widespread acclaim for his strategic acumen and commitment to excellence. Born into the esteemed Bajaj family, Mr. Bajaj's upbringing was steeped in trust, transparency and Gandhian ideals, instilled by his grandfather, Shri. Jamnalal Bajaj and social reformer grandmother Sm�.::-:-,� Jankidevi Bajaj. He further inherited core value� s :�� Head Office: 27th Floor. One Unity Center, Senapati Bapat Marg, Prabhadevi (West), Mumbai - 400013 lliE't' JN�\ Tel: +91 22 6979 6000 I www.bajarelectricals.com \I� A .} � J JI • . 2 = ',/! \. ·-.;.'> � c� --� t� l/ Registered Office: Mulla House. 2nd Floor, 51. Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharashtr;;-: :1r�:§� 1.-1<;?]/' Tel.: +91226149 7000 I Email: legal@bajajelectricals.com I GIN: L31500MH1938PLC009887 °":-::::=:::-�--
Page 22
•> BAJAJ Electricals ethical business along with a strong sense of national duty from his father Shri Ramkrishna Bajaj. Armed with a B.Sc. (Hons) degree in Mathematics from Pune University and further fortified by an MBA from New York University, Mr. Bajaj embarked on his professional journey with a blend of academic background and practical wisdom. His tenure at Bajaj Sevashram was crucial in honing his skills and understanding the intricacies of business operations. Over the years, Mr. Bajaj assumed leadership roles within Bajaj Electricals, culminating in his appointment as Managing Director in 1984, followed by Chairman & Managing Director in 1990. Under Mr. Bajaj's leadership, Bajaj Electricals underwent a shift, evolving from a traditional player to a dynamic force driving innovation and excellence in the industry. Embracing technological advancements and forging strategic alliances, Mr. Bajaj enabled the company to advance into new sectors, diversifying its product portfolio and enhancing its competitive edge. Under Mr Bajaj's leadership, the company expanded into the High Mast and the Transmission Line Tower business, facilitating significant growth. He led strategic tie-ups with international companies like Morphy Richards of the UK for Appliances. His leadership style combines qualities of compassion and concern. He has successfully bridged the gap between principles and profitability, philanthropy and professionalism in his unpretentious and unassuming manner. He believes people are the ultimate source of strength in any organisation. He upholds meritocracy, looking upon his employees as an extension of his family and in the process, winning the unswerving loyalty of his team. Mr. Bajaj is deeply committed to Corporate Social Responsibility and community development. According to Mr Bajaj, CSR is not just about fulfilling legal obligations. It is about embracing ethical values and contributing to sustainable development for the,. ---m Head Office: 27th Floor. One Unity Center, Senapati Bapat Marg, Prabhadevi (West), Mumbai - 400013. ;y_iY � 1if 000 ffJ <:,\. ·•1 Tel: +91 22 6979 6000 I www.bajajelectricals.com r -? � � \ \t; � '�=� ,:; !J '�• 0 "; .-: /· .., 1/ Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort. Mumbai - 400001, Maharashtra��!�}� ;f. ---<�5'.�?'J Tel.: +91 22 6149 7000 I Email: legal@bajajelectricals.com I CIN: l31500MH 1938PLC009887 ·'-::..-:_�...')'c'i "'.' .?;;-· -..... �-�:.::.::; ;_ .. � ...
Page 23
•> BAJAJ Electricals I benefit of society, the nation and the planet. He has supported programmes that range from providing accessible eye-health care in remote villages, planting lakhs of trees on barren land to convert them into mini forests, supporting small-scale industries and weavers of Khadi; and many such initiatives that characterize the Bajaj Group's motto of 'Going Beyond'. He inspires future generations of leaders, embodying the values of integrity, resilience, and compassionate leadership. Roles and Recognitions: - Past President of multiple prestigious associations including ASSOCHAM, IMC, ELCOMA, IFMA, and CFBP. - Chairman & on the board - Bajaj Electricals Ltd, Bajel Projects Ltd, lndef Manufacturing Ltd, BHIL, etc, Contributing his expertise and leadership. - Recognized for his service to the industry with an Honorary Doctorate, reflecting his long-standing dedication and outstanding contributions. Disclosure of relationships Mr. Shekhar Bajaj is the father-in-law of Mrs. Pooja between directors (in case of An ant Bajaj, Executive Director of the Company. appointment of a director) Additional disclosure regarding Chairman Emeritus Particulars Details Conferring of status The Board has approved conferring upon Mr. Shekhar Bajaj the status and title and title of Chairman Emeritus of the Company for a term of five years with effect from January 1, 2027, subject to such approvals as may be necessary. Term Five years with effect from January 1, 2027 to December 31, 2031. Nature of role As Chairman Emeritus, Mr. Shekhar Bajaj will mentor, guide and provide useful perspectives to the Board and the management, including in relation to broad strategic aspects of the business. The designation of Chairman Emeritus will be advisory and mentoring in nature and will not confer any executive, managerial, supervisory or decision-making authority, nor will it create any reporting relationship with management. Board meetings As Chairman Emeritus, he would be a permanent invitee to the Board meetings of the Company. If he attends any Board meeting only a� He T ad Office: 27th Floor. One Unity Center, Senapati Bapat Marg, Prabhadevi (West), Mumbai - 400013. @:?-'el: +91 22 6979 6000 I www.baja,electricals.com R egistered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort. Mumbai - 400001, Maharash 1 �-- Tel.: +91 22 6149 7000 I Email: legal@bajajelectricals.com I GIN: l31500MH1938PLC009887
Page 25
•> BAJAJ Electricals October 27, 2026 To, The Board of Directors Bajaj Electricals Limited Dear Members of the Board, Confidential Annexure 1 h kh Bajaj Chairman Sub.: Cessation as Executive Chairman and Whole-time/Executive Director of Bajaj Electricals Limited ("Company") As part of planned succession planning and a considered evolution ofthe Company's leadership and governance model, I hereby tender my resignation from my positions as Executive Chairman and Whole-time/Executive Director of Bajaj Electricals Limited, with effect from the cl.ose of business on December 31, 2026. For tl1e avoidance of doubt, this resignation is limited to my aforesaid executive positions and does not constitute my resignation as a Directoi of the Company. Subject to the requisite approvals under applicable law, I am willing to continue on the Board as a Non-Executive, Non Independent Director with effect from January 1, 2027. I humbly request the Board to waive the unserved portion of the notice period applicable under the terms of my appointment. I confirm that the reason for cessation from my executive positions is the succession and leadership transition referred to above. I take this oppori:unity to e){press my sincere appreciation to my colleagues on the Board, the management team and all employees of the Company for tl1eir support and association during my tenure in an executive capacity. Yours sincerely, Shekhar Bajaj DIN: 00089358 Mulla House, 51 Mahatma Gandhi Road, Mumbai 400001 Tel· 91Email: chairman@bajajelectricals com l W b ·t . • ..• + . 22 6149 7000 I A: +91 22 2368 0647• e s, e. www.baJaJelectncals.com
Page 26
-> Electricals BAJAJ Annexure 'E' Details pursuant to Regulation 30 read with Schedule Ill of the SEBI Listing Regulations and applicable SEBI circular(s): Sr. Particulars Details No. 1. Name Mr. Sanjay Sachdeva (DIN: 11017868) 2. 3. 4. Reason for change viz. Curtailment/preponement of the tenure under the appointment, re-appointment, existing appointment so that the same concludes on resignation, removal, death or March 31, 2027 and certain revisions in this current otherwise remuneration, and appointment/re-appointment of Mr. Sanjay Sachdeva as Managing Director & Chief Executive Officer of the Company for a further/fresh period of five years from April 1, 2027 to March 31, 2032, subject to approval of the shareholders of the Company and other requisite approvals, as may be applicable. Date of appointment / re appointment / cessation (as applicable) & term of appointment/re-appointment The tenure under the existing appointment shall conclude on March 31, 2027. Mr. Sanjay Sachdeva has been appointed/re-appointed as Managing Director & Chief Executive Officer of the Company for a further period of five years from April 1, 2027 to March 31, 2032, subject to approval of the shareholders of the Company and other requisite approvals, as may be applicable. His revised remuneration shall be effective from April 1, 2027. Brief profile (in appointment) case of Mr. Sanjay Sachdeva graduated as an Electrical Engineer from the Indian Institute of Technology (IIT Delhi) and later pursued his Master's degree in Management from the Indian Institute of Management, Calcutta. He was the recipient of the prestigious B.C. Roy Gold Medal-presented by the President of India-recognizing the top student in the graduating class. Mr. Sachdeva began his career at Hindustan Unilever as a management trainee and has since spent over 33 years with Unilever in various leadership roles across Sales, Marketing, and General Management. Most recently, he served as the CEO and MD of Unilever Japan, based in Tokyo. With extensive experience in scaling and leading consumer goods markets across India, China, Brazil, Japan, North Africa, the Middle East, and Russia, he has u-...;;-.rrtA=�7fl,�n,:,-n"n'."'11rn.r.,l"'";srm,s;--<�P-n"{"1f'Hli't?ff'f!ff'"fQta:rg:- PralJl1adev· Tel: +91 22 6979 6000 I www.baja1electricals.com Registered Office: Mulla House, 2nd Floor, 51, Mahatma Gandhi Road, Fort, Mumbai - 400001, Maharasht Tel.: +91226149 7000 I Email: legal@bajajelectricals.com I CIN: L31500MH1938PLC009887 :"Jf';/1_�-
Page 28
Annexure 'F' ■ Electricals BAJAJ ELECTRICALS LIMITED Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) [Pursuant to Regulation 8(1) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015] Pursuant to Regulation 8(1) of the SEBI (Prohibition of Insider Trading) Regulations, 2015 (the "SEBI PIT Regulation"), the Company has a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI), as adopted by the Board of Directors of the Company at its meeting held on 23 March 2015. SEBI has, vide notification dated 31 December 2018, amended SEBI (Prohibition of Insider Trading) Regulations, 2015 effective from 1 April 2019. As required under the said Regulations, a revised Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI), (hereinafter referred to as the "Code") has been framed. The said Code shall supersede the earlier Code and shall be effective from 1 April 2019. This Code is subject to review from time to time. The Code was last reviewed and amended by the Board of Directors at its meeting held on October 28, 2026. Accordingly, in supersession of the previous Codes, a code is hereby framed as under: I. Defin itions: a. 'Unpublished Price Sensitive Information (UPSI)' means any information, relating to the company or its securities, directly or indirectly, that is not generally available which upon becoming generally available, is likely to materially affect the price of the securities and shall, ordinarily including but not restricted to, information relating to the following: - 1. financial results; 2. dividends; 3. change in capital structure; 4. mergers, de-mergers, acquisitions, de-listings, disposals and expansion of business and such other transactions. 5. changes in key managerial personnel; 6. change in rating(s), other than ESG rating(s); 7. fund raising proposed to be undertaken; 8. agreements, by whatever name called, which may impact the management or control of the company;
Page 29
■ El-icals 9. fraud or defaults by the company, its promoter, director, key managerial personnel, or subsidiary or arrest of key managerial personnel, promoter or director of the company, whether occurred within India or abroad; 10. resolution plan/ restructuring or one-time settlement in relation to loans/borrowings from banks/financial institutions; 11. admission of winding-up petition filed by any party /creditors and admission of application by the Tribunal filed by the corporate applicant or financial creditors for initiation of corporate insolvency resolution process against the company as a corporate debtor, approval of resolution plan or rejection thereof under the Insolvency and Bankruptcy Code, 2016; 12. initiation of forensic audit, by whatever name called, by the company or any other entity for detecting mis-statement in financials, misappropriation/ siphoning or diversion of funds and receipt of final forensic audit report; 13. action(s) initiated or orders passed within India or abroad, by any regulatory, statutory, enforcement authority or judicial body against the company or its directors, key managerial personnel, promoter or subsidiary, in relation to the company; 14. outcome of any litigation(s) or dispute(s) which may have an impact on.the company; 15. giving of guarantees or indemnity or becoming a surety, by whatever named called, for any third party, by the company not in the normal course of business; 16. granting, withdrawal, surrender, cancellation or suspension of key licenses or regulatory approvals. • Explanation 1- For the purpose of sub-clause 9: a. 'Fraud' shall have the same meaning as referred to in Regulation 2(1)(c) of Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 2003. b. 'Default' shall have the same meaning as referred to in Clause 6 of paragraph A of Part A of Schedule Ill of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. • Explanation 2- For identification of events enumerated in this clause as unpublished price sensitive information, the guidelines for materiality referred at paragraph A of Part A of Schedule Ill of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as may be specified by the Board from time to time and materiality as referred at paragraph B of Part A of Schedule Ill of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 shall be applicable.
Page 30
.El-m b. Other terms not specifically defined here shall have the same meaning as assigned under the said Regulations, as amended from time to time. II. Code: 1. The Company shall ensure prompt public disclosure of UPSI that would impact price discovery, as soon as it has credible and concrete information, in order to make such information 'generally available', i.e. accessible to the public on a non-discriminatory basis. 2. The Company shall ensure a uniform and universal dissemination of UPSI to avoid selective disclosure. 3. The Chief Compliance Officer & Company Secretary of the Company shall act as the Chief Investor Relations Officer (CIRO)for the purpose of dealing with dissemination of information and disclosure of UPSI as conta+ned herein. 4. The Company shall ensure prompt dissemination of UPSI that gets disclosed selectively, inadvertently or otherwise to make such information 'generally available'. 5. The Company shall ensure an appropriate and fair response to queries on news reports and requests for verification of market rumours by regulatory authorities. 6. The Company shall ensure that information shared with analysts and research personnel is not UPSI. 7. The Company shall develop best practices to make transcripts or records of proceedings of meetings with analysts and other investor relations conferences on the official website to ensure official confirmation and documentation of disclosures made. 8. The Company shall ensure the handling of all UPSI on a need-to-know basis. 9. Any person in receipt of UPSI pursuant to a "legitimate purpose" shall be considered an "insider" for the purposes of the Regulations and due notice shall be given to such person(s) to maintain confidentiality of such UPSI in compliance with the said Regulations. 10. A structured digital database containing the names of such persons or entities as the case may be with whom UPSI is shared along with the Permanent Account Number or any other identifier authorised by law where Permanent Account Number is not available shall be maintained. Such databases shall be maintained with adequate internal controls and checks, such as time stamping and audit trails to ensure non-tampering of the database. Ill. Policy for determination of "legitimate purposes": A. Legitimate purposes: Legitimate Purpose refers to situations where the sharing of UPSI is essential and aligns with the business or interests of the Company. This sharing is allowed strictly on a need-to-know basis,
Page 31
.El-� ensuring that only individuals or entities requiring the information for specific purposes receive it. The term "legitimate purposes" shall include sharing of UPSI in the ordinary course of business by an insider with partners, collaborators, lenders, customers, suppliers, merchant bankers, legal advisors, auditors, insolvency professionals or other advisors or consultants, provided that such sharing has not been carried out to evade or circumvent the prohibitions of the SEBI PIT Regulations, as amended from time to time. Any person in receipt of UPSI pursuant to a "legitimate purpose" shall be considered an "insider" for the purposes of the SEBI PIT Regulations and due notice shall be given to such person(s) to maintain confidentiality of such UPSI in compliance with the said Regulations. No insider shall communicate, provide, or allow access to any UPSI, to any person including other insiders except where such communication is in furtherance of legitimate purposes, performance of duties or discharge of legal obligations, provided it is not shared to evade or circumvent the prohibitions under the SEBI PIT Regulations. B. Deemed Legitimate purposes: In following cases which are illustrative in nature, sharing of UPSI would be considered as legitimate purpose: 1. Financial information shared with auditors for obtaining limited review report, auditor's report, certificate, other services as may be required to be provided by the statutory auditors under the applicable provisions of law. 2. For investigation, inquiry or request for information by statutory or governmental authorities or any other administrative body recognized by law. 3. Under any proceedings or pursuant to any order of courts or tribunals. 4. As part of compliance with applicable laws, regulations, rules and requirements to legal advisors, merchant bankers, lenders, secretarial auditors, practicing chartered accountant / practicing company secretary, share transfer agent, depositories and custodians, IT tool I system providers / facilitators, other advisors / consultants, shared service providers, service providers, such other persons by whatever name called who may be required to be engaged by the Company from time to time. 5. Arising out of any contractual obligations or arrangements entered by the Company set forth in any contract, agreement, arrangement, settlement, understanding or undertaking. 6. Arising out of business requirement including requirement for the purposes of promoting business of the Company, strategies of business, statutory consolidation requirements or related customary disclosure obligations which may require sharing of UPS! with any outsider or Promoter of the Company, who in turn may share it with their Promoter(s) as well as with their advisors, consultants, intermediaries, fiduciaries, etc.
Page 32
D. C. Process for sharing UPSI: The following steps to be adhered while sharing UPSI: 1. Satisfy that information is an UPSI and sharing the same would be in line with the principles laid hereinabove. 2. Identify the persons with whom the information is to be shared. 3. Notify the recipient that UPSI is being shared, and either serve notice of confidentiality or enter into a confidentiality I non-disclosure agreement. 4. To make such persons aware that the information shared is UPSI, such that the persons are aware of their duties and responsibilities and the liability for any misuse or unwarranted use of the UPSI shared. 5. In case information is shared to any regulator, the requirement mentioned at point 3 and 4 may be dispensed with. 6. Mode of sharing UPSI shall be either by email or hard copy or any other electronic mode or device or provide access to information, data, servers, etc. Maintenance of Structured Digital Database: A structured digital database containing the names of such persons or entities as the case may be with whom UPSI is shared along with the Permanent Account Number or any other identifier authorised by law where Permanent Account Number is not available shall be maintained. Such databases shall be maintained with adequate internal controls and checks, such as time stamping and audit trails to ensure non- tampering of the database. E. Vi ola_t_im]_o_f_ttie__e_alLcy: F. Any sharing of information to evade or circumvent the prohibitions under the Regulations would not be considered as sharing of information for legitimate purpose. Policy review: Policy Review: The Policy shall be reviewed periodically in accordance with review of internal control and check as well as changes or any regulatory requirements from time to time. In the event of inconsistency of this Policy with any legal provisions, the provisions of the law shall override this Policy. This Code is subject to review from time to time. Place: Mumbai Date: October 28, 2026 Sd/ Shekhar Bajaj Chairman