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Dear Members,
Your Board of Directors are pleased to present the 107th Annual Report of Britannia
Industries Limited (Britannia' or the Company') along with the Audited
Financial Statements for the Financial Year ended 31 March 2026 (FY 2025-26').
I. FINANCIAL PERFORMANCE
a. Standalone Financial Highlights
(Rs. in Crores)
Particulars |
Year ended 31 March 2026 |
Year ended 31 March 2025 |
% Growth |
| Revenue from Operations |
18,445.82 |
17,295.92 |
6.6 |
| Operating Profit |
3,085.70 |
2,778.98 |
11.0 |
| Profit After Tax |
2,561.72 |
2,130.72 |
20.2 |
| Ffnal Dfvfdend |
2,179.86* |
1,806.51 |
20.7 |
* Recommended by the Board of Directors for FY 2025-26 for approval of the Members at
the ensuing 107th Annual General Meeting of the Company,
b. Consolidated Financial Highlights
(Rs. in Crores)
Particulars |
Year ended 31 March 2026 |
Year ended 31 March 2025 |
% Growth |
| Revenue from Operatfons |
19,151.59 |
17,942.67 |
6.7 |
| Operatfng Profit |
3,207.60 |
2,873.81 |
11.6 |
| Profit After Tax (Owner's Share) |
2,533.49 |
2,178.73 |
16.3 |
The Audited Standalone and Consolidated Financial Statements for FY 2025-26 prepared in
accordance with the applicable provisions of the Companies Act, 2013 (the Act'), the
Indian Accounting Standards (Ind AS') and the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations, 2015') along
with the Auditor's Reports, form part of the Annual Report.
An Ordinary Resolution for Adoption of the Audited Financial Statements for FY 2025-26
and the Reports of the Board of Directors and the Auditors thereon, forms part of the
Notice of the 107th Annual General Meeting (AGM') of the Company.
Further, pursuant to Section 136 of the Act and Regulation 46(2) of the SEBI Listing
Regulations, 2015, the Audited Standalone and Consolidated Financial Statements and all
the other documents required to be attached thereto are available on the website of the
Company at https://www.britannia.co.in/investors/ financial-performance/annual-report and
are also available for inspection at the Registered Office of the Company on all the
working days (between 9:30 A.M. 1ST to 5:30 P.M. 1ST). Any Member desirous of inspecting
the same may write to the Company at investorrelations@britindia.com.
c. Overview of the Company's Performance
While FY 2025-26 faced headwinds from geopolitical tensions in the Middle East and
persistent commodity inflation, the GST rate rationalisation acted as a critical
counterweight, supporting consumer demand and enabling a robust economic growth.
In this environment, your Company delivered a steady performance by strengthening sales
and distribution capabilities, sustaining brand investments, accelerating innovation &
adjacencies along with timely mitigation measures such as adoption of alternative fuel and
prudent inventory management supported by appropriate hedging strategies.
Key Performance Highlights:
Revenue from Operations:
Britannia continued its growth trajectory with Consolidated Revenue from Operations
increasing to Rs. 19,151.59 Crores in FY 2025-26 compared to Rs. 17,942.67 Crores in the
previous financial year. This was driven by improved execution in core categories and
growth in alternate channels, especially E-commerce.
Net Profit:
Britannia continued to deliver higher profits with Consolidated Net Profit increasing
to Rs. 2,533.49 Crores in FY 2025-26 compared to Rs. 2,178.73 Crores in the previous
financial year, aided by continued focus on cost efficiencies.
Sales & Distribution:
During the year, Britannia continued to strengthen its sales and distribution network
through improved outlet servicing, enhanced rural reach and focused interventions across
key geographies.
Consumer Engagement:
During the year, Britannia strengthened consumer engagement across its portfolio
through impactful campaigns, contemporary communication and enhanced media presence across
multiple platforms. Focused engagement initiatives and targeted activations further
reinforced brand salience in both core and emerging categories.
Innovation and Premiumisation:
Your Company advanced its innovation journey with consumer centric product launches
across Biscuit, Cake, Dairy and adjacent categories. Focus also remained on premiumisation
of core brands through differentiated offerings, superior formats and enhanced consumer
experiences.
Healthy Product Portfolio:
During the year, Britannia expanded its range of 'better-for-you' products through
nutrition-led, millet-based and other healthier offerings across categories, providing
consumers with more wholesome and fibre-rich options without compromising on taste and
quality.
Cost Efficiency Programs:
During the year, Britannia continued to implement a series of structural cost
efficiency programs across the value chain aimed at strengthening cost competitiveness and
protecting margins amidst a volatile cost environment. These interventions included
measures to increase manufacturing productivity & energy efficiency, optimise
packaging, rationalise freight & distribution costs and other process improvements.
Sustainability:
At Britannia, sustainability is integrated into its operations through renewable energy
adoption, resource efficiency, responsible sourcing, packaging optimisation and community
development programs, aligning environmental responsibility with operational efficiency
and long-term cost sustainability.
People and Capabilities:
Britannia nurtures a culture rooted in its values of INVITi)NG, IGNITi)NG, CREATi)NG
and RESPECTING its People. During the year, the Company undertook various initiatives
across leadership development, capability building, employee well-being and strengthened
its agile operating structures to support long-term growth and execution excellence. These
efforts reflect the Company's commitment to building enriching careers while shaping a
resilient and future-ready organisation.
d. Subsidiary, Associate and Joint Venture Companies
During the year under review, there was no change in the number of Subsidiaries,
Associates and Joint Venture Companies. Highlights of their financial performance are
given in Form AOC-1, prepared in accordance with Section 129(3) of the Act read with Rule
5 of the Companies (Accounts) Rules, 2014 which forms part of the Annual Report.
Further, the contribution of each of the Subsidiaries, Associates and Joint Venture
Companies to the overall performance of the Company is given in Note No. 48 of the
Consolidated Financial Statements of the Company which forms part of the Annual Report.
Pursuant to Section 136 of the Act and Regulation 46(2) of the SEBI Fisting
Regulations, 2015, the Financial Statements of the Subsidiary Companies are available on
the website of the Company at 33
https://www.britannia.co.in/investors/financial- performance/subsidiaries-accounts and
are also available for inspection at the Registered Office of the Company on all the
working days (between 9:30 A.M. 1ST to 5:30 P.M. 1ST). Any Member desirous of inspecting
or obtaining a copy of the same may write to the Company at
investorrelations@britindia.com.
e. Dividend
The Board of Directors of your Company at their Meeting held on 7 May 2026, recommended
a Final Dividend of Rs. 90.50/- per Equity Share of face value of Rs. 1/- each for FY
2025-26, for approval of the Members of the Company. An Ordinary Resolution seeking
approval of the Members for Declaration of the Final Dividend for the Financial Year ended
31 March 2026 forms part of the Notice of the 107th ACM of the Company.
The Dividend, if declared, will be paid to the Members holding equity shares as on
record date i.e., Friday, 31 July 2026, within the statutory timelines after deduction of
applicable taxes.
The recommendation of Dividend is in accordance with the Dividend Distribution Policy
of the Company adopted as per Regulation 43A of the SEBI Fisting Regulations, 2015 and is
available on the Company's website at https://www.britannia.co.in/investors/ dividend
distribution policy.
f. Reserves
Your Company does not propose to transfer any amount to its general reserves for FY
2025-26.
g. Share Capital
During the year under review, there was no change in the Paid-Up Equity Share Capital
of the Company.
h. Management Discussion and Analysis Report
Pursuant to Regulation 34(2)(e) of the SEBI Fisting Regulations, 2015, the Management
Discussion and Analysis Report for FY 2025-26, forms part of the Annual Report.
i. Material Changes and Commitments Affecting the Company
There were no material changes and commitments affecting the financial position of the
Company between the end of the financial year and the date of this Report, other than
those that have been disclosed and/or accounted for in the Financial Statements, as
required, under the Accounting Standards. Further, there was no change in the nature of
the Company's business during the year under review.
II. OPERATIONAL PERFORMANCE
a. Supply Chain and Manufacturing Operations
At Britannia, manufacturing and supply chain network is the foundation for business
continuity and sustainable growth, enabling the Company to consistently deliver fresh and
high-quality products to consumers across India. This extensive network comprises 20
state-of-the- art factories supported by an integrated warehousing and distribution
infrastructure. The strategic location of these facilities plays an important role in
minimizing lead times, ensuring products reach consumers with the same freshness, goodness
and care with which they are made.
During the year, your Company focused on optimising existing capacities and enhancing
operational efficiencies through increased technology adoption across its factories. To
further strengthen supply chain responsiveness and support growth in select high-growth
categories, targeted capacity expansion initiatives were undertaken including an
additional Biscuit manufacturing line commissioned at the Company's factory at
Tirunelveli, Tamil Nadu and a technologically advanced Wafer manufacturing line
commissioned at the Company's Subsidiary (J B Mangharam Foods Private Timited) factory at
Gwalior, Madhya Pradesh.
As your Company continues to scale its operations, manufacturing excellence remains a
key driver of efficiencies across its factories. This is supported by a strong culture of
continuous improvement on shop floors, institutionalised through structured Small Group
Activities (SGA'), which enable teams to identify improvement opportunities and
implement Kaizen initiatives as part of daily operations. During the year, over 9,000
Kaizens were implemented through these SGAs, resulting in measurable improvements in
wastage reduction, line throughput and overall cost efficiency across manufacturing
operations.
Awards and Recognitions
During the year, your Company participated in various national competitions organised
by the Confederation of Indian Industry (CII) and the Quality Circle Forum of India (QCFI)
and won 29 prestigious awards across categories such as Kaizen, Quality Circles,
Poka-Yoke, Productivity Improvement and Technology Utilisation.
These recognitions reflect the strong culture of continuous improvement, safety and
high-performance standards embedded across Britannia's manufacturing and supply chain
operations.
Your Company continues to strengthen sustainable and technology-enabled manufacturing
practices across its operations to enhance efficiency, consistency and responsible
resource utilisation. The details of initiatives relating to energy conservation,
renewable energy and technology adoption are provided in Annexure A to this Report.
b. Environment, Health and Safety
At Britannia, Environment, Health and Safety (EHS') is embedded as a core
business value guided by the principle that all incidents and adverse environmental
impacts are preventable. Your Company follows a proactive, risk-based approach to manage
workplace hazards and environmental impact across its operations. This approach supports a
safe and responsible workplace while ensuring operational efficiency and sustainable
growth.
During the year, your Company undertook targeted initiatives to strengthen its EHS
framework across its manufacturing operations and to integrate safety, health and
environmental excellence into its day-to-day operations. The key initiatives include:
Risk Identification and Control: Enhanced Hazard Identification & Risk
Assessment (HIRA) and Jam Risk Assessments were undertaken across operations. Critical
safety controls were reinforced through strict implementation of Permit to Work
(PTW') and Lockout-Tagout ('LOTO') systems for non-routine activities.
Machine Process Safety: Focused interventions were undertaken across high-risk
operations to reduce operational risk exposure and ensure workplace safety.
Safety Culture: Deployment of Behaviour-Based Safety (BBS) initiatives across
select locations, supported by leadership-led shop floor engagement through daily GEMBA
walks and workplace safety improvement programmes across all sites to strengthen safety
culture.
Process Safety Governance: Implementation of structured mechanisms including
Pre-Start-Up Safety Reviews (PSSR), Management of Change (MOC) and Factory Acceptance
Tests (FAT) to ensure safe commissioning and controlled execution of operational changes.
Digital EHS Systems: Digital LOTO and E-PTW systems were piloted at select
locations to enhance monitoring, compliance and control over safety- critical maintenance
activities.
Employee Health: Strengthened Employee health monitoring systems through
periodic medical council reviews led by Corporate and Occupational Health Centre
(OHC') teams to enable early identification of health risks and timely corrective
interventions.
Environmental Initiatives: Installation of solar panels and focused measures to
ensure energy efficiency across manufacturing operations.
Training and compliance: Structured training programmes, contractor safety
management practices, incident reporting and investigation systems were further
strengthened to improve safety discipline, employee capability and ensure compliance with
all the applicable laws and standard operating procedures.
Awards and Recognitions
Your Company continues to uphold the globally recognised standards for occupational
health & safety and environmental management systems.
Our manufacturing units continue to be certified under ISO 45001:2018, reflecting
strong adherence to internationally benchmarked Occupational Health and Safety Management
practices. In addition to this, several manufacturing units are certified under ISO
14001:2015, underscoring the Company's continued focus on compliance with internationally
recognised Environmental Management Standards.
During the year, Britannia's factory at Ranjangaon, Maharashtra was honoured with the
Employee Training Campaign & Safety Awareness Excellence' Award. Furthermore,
six of its manufacturing units were recognised at the CII EHS Excellence Awards',
reflecting the Company's continued commitment to highest standards of Environment, Health
and Safety management practices.
For details of our Environment related initiatives, please refer to the 'Sustainability
Performance' Section of this Report and the Business Responsibility and Sustainability
Report (BRSR), which forms part of the Annual Report.
c. Quality : From Source to Shelf
Quality and food safety have been central to your Company's operations for over a
century. This commitment is embedded across the Value Chain, from sourcing of ingredients
and packaging materials to the factories where products are crafted with care, supported
through robust distribution network that ensures proper storage, handling and
transportation to safeguard product quality and finally to how consumers experience your
Company's products in the marketplace.
Your Company continues to invest in capability building, digital systems and quality
assurance across the value chain, strengthening the trust that consumers place in
Britannia. The key pillars of the Company's Quality and Food Safety Framework are given
below:
Quality at Source: Suppliers' Governance
Your Company recognises that product quality begins well before manufacturing, i.e.,
with the suppliers who provide ingredients and packaging materials that form the
foundation of every Britannia product. These suppliers are selected through a
comprehensive evaluation and qualification process and are required to adhere to the
Britannia's Supplier Code of Conduct and Sustainable Sourcing Policy, which mandate
stringent standards on food safety & quality, regulatory compliance, ethical practices
and responsible sourcing.
This is supported by a robust Vendor Quality Assurance Program (VQAP) that integrates
food safety and quality standards across the Supply chain. Further, periodic supplier
assessments are undertaken to evaluate suppliers' adherence to regulatory compliances and
good manufacturing practices, ensuring that only approved and compliant partners form part
of Britannia's ecosystem.
Quality at Source: Material Assurance
Your Company has established robust inspection and verification systems across its
manufacturing units to ensure that all the ingredients and packaging materials procured
meet defined quality standards and acceptance protocols. These controls ensure that
ingredients and packaging materials are thoroughly checked before entering the production
process.
Quality at the Factories: Manufacturing Excellence
Your Company follows a proactive, risk-based approach to quality management across all
its manufacturing facilities. Regular on-site risk assessments, structured problem-solving
and continuous improvement initiatives foster a strong quality-driven culture across every
stage of the production process.
During the year, technology-led interventions, including automation were leveraged to
enhance process accuracy, operational efficiency and in-line quality controls across
manufacturing locations. In a significant step towards strengthening in-line quality
assurance, your Company deployed advanced vision systems across its factories for
real-time defect identification, reducing reliance on manual inspection for critical
quality checks. This intelligent system enables early detection and rectification of
product irregularities, thereby improving consistency and reliability of the output. A
similar technology is currently under pilot phase to detect packaging-related defects
aimed at strengthening product integrity before it reaches consumers.
Your Company adheres to both National and International Standards ensuring compliance
with globally recognised food safety and quality protocols. All your Company's existing
manufacturing units are FSSC/ISO-22000 compliant and strictly adhere to Food Safety and
Standards Authority of India (TSSAT) Regulations, which inter alia provides stringent
hygienic and sanitary requirements for the food businesses. Furthermore, manufacturing
units engaged in exports comply with the applicable International Regulations including
those prescribed by the United States Food and Drug Administration (USFDA).
Quality in the Marketplace: Consumer Experience
Quality for your Company does not end at manufacturing, it is ultimately validated in
the marketplace through consumer experience. Your Company ensures a positive and
delightful consumer experience by actively listening to their feedback, acknowledging
concerns and promptly responding to them with agility and care.
To enable this, your Company has developed and implemented a robust, technology-enabled
Consumer Response Management (CRM') system. This system is designed to transform the
way Britannia engages with consumers by collecting and analysing consumer feedback through
various channels such as consumer care cell, email, market research and social media
platforms. It enables faster response time, more personalised support and seamless
interaction across channels. The effectiveness of this system is reflected in numerous
appreciation notes received from consumers for timely resolution of their concerns.
Your Company's CRM system continues to be certified with ISO 10002:2018 standards,
reflecting its adherence to Global Standards on Quality Management for Complaints
Handling in Organisations'. This certification underscores Britannia's efforts for
ensuring a responsive and efficient mechanism for addressing consumer concerns.
Further, a structured In-market Product Quality Compliance Check programme periodically
assesses the quality and sensory performance of the products available in the market.
These assessments provide actionable insights, enabling timely interventions and
continuous quality improvements aligned with evolving consumer expectations.
d. Research and Development
Your Company's Research & Development (R&D') capabilities continue to
play a pivotal role in driving product innovation and building a diversified portfolio
towards its goal of becoming a Global Total Foods Company'. During the year, your
Company has undertaken several product innovation & renovation initiatives across
health & wellness, indulgence, premium offerings and disruptive snacking formats,
thereby responding to evolving consumer preferences across categories.
Health & Wellness Portfolio:
Your Company strengthened its Health & Wellness portfolio through new offerings
aimed at everyday nourishment and 'better-for-you' choices such as Milk Bikis
SMART', India's 1st DHA Enriched Biscuit with 16 Micronutrients, NutriChoice 100%
Millets' Cookies made from Jowar, Foxtail and Ragi with no added sugar and no palm oil.
Further, Doodh Marie Gold' was also introduced as a new variant of the classic
Marie Gold' Biscuit, enriched with the goodness of Atta and Milk, offering a
wholesome and nutritious proposition to Consumers.
Premium Indulgence & Format Innovation:
Your Company expanded its premium indulgence portfolio with the launch of Pure
Magic Choco Tarts', a crunchy baked tart shell layered with rich choco creme and a
delicate biscuit lid, available in Milk Choco' and Hazelnut' variants, with
the Hazelnut variant blending rich cocoa with distinct nutty hazelnut notes to deliver a
more indulgent taste experience.
Continuing its premiumisation journey, the iconic Britannia Bourbon was reimagined in
an elegant, rolled wafer format with a rich chocolate filling as Bourbon Rolls',
delivering the much-loved Bourbon experience in a contemporary and refreshed format.
In the Cake category, your Company launched Fudge !t Choco Brownies' at an
accessible price point of Rs. 20/-, delivering a rich chocolaty gooey experience, making
it an affordable yet indulgent treat. The Tayerz Cake range was also strengthened with the
introduction of Orange and Butterscotch variants, expanding the portfolio beyond the
existing chocolate offering to cater to evolving consumer tastes and preferences.
Additionally, Veg Fudge !t Choco Brownies' and Veg Plum Cake' were also
introduced to meet the needs of consumers seeking vegetarian indulgent options.
In the cracker segment, your Company strengthened the portfolio with the launch of
Britannia 50 50 Cheeze Dipped', featuring a crunchy layered biscuit with a cheeze
dip that elevates the snacking experience through its distinctive taste and texture.
Building on this innovation, the Britannia 50 50 Caramel Dipped' variant was also
introduced, offering a unique flavour for consumers seeking differentiated taste
experiences. These additions reinforced the brand's presence in the value-added snacking
segment through format-led innovation.
Elevating the Core Portfolio through Renovations:
In addition to product innovation, your Company undertook targeted portfolio
renovations across key brands such as Good Day, NutriChoice, Bourbon, Tiger Krunch with
enhancement in taste, texture and overall product experience to remain aligned with
evolving consumer preferences.
These wide-range initiatives across health & wellness, premium indulgence and
portfolio renovations, reflect your Company's R&D capabilities in supporting portfolio
relevance and long-term value creation for its consumers.
R&D-Led Nutritional Enhancements:
During the year, your Company continued to leverage its R&D capabilities to drive
improvements in the nutritional profile of its products through focused reformulations,
resulting in an increase in Wholegrain content by '269.47% per serving of product and
reduction in Sugar and Sodium levels by '3.50% and '12.23% per serving of the product
respectively, as compared to the baseline of FY 2018-19.
Packaging with Purpose:
Packaging plays a vital role in preserving product freshness, ensuring safety, enabling
distribution at scale and communicating brand differentiation. Your Company therefore
views packaging not merely as a functional requirement, but as a strategic lever for
sustainability, innovation and consumer trust across the product lifecycle.
During the year, your Company strengthened its R&D-led packaging capabilities
through advanced technologies and innovations in packaging materials, thereby balancing
product safety with environmental responsibility.
In FY 2025-26, your Company strengthened its commitment to responsible packaging
through the use of '70.08% recyclable plastic packaging and '59.65% recyclable laminates.
Further as part of its ongoing commitment to sustainable packaging and Plastic Waste
Management, your Company is advancing initiatives to incorporate post-consumer recycled
(PCR) content into secondary packaging formats such as trays and overwraps.
These initiatives reflect the integration of product and packaging innovation, ensuring
that packaging continues to support product quality and safety while also advancing
environmental sustainability and addressing evolving consumer expectations for responsible
packaging solutions.
Awards and Recognitions
The R&D Centre of your Company continues to uphold the highest standards of
scientific quality and testing excellence, as reflected in its accreditation by the
National Accreditation Board for Testing and Calibration Taboratories (NABT).
e. Brands: Where Technology, Culture and Purpose deepen Consumer Connections
During FY 2025-26, Britannia's brands moved beyond conventional communication to create
immersive consumer experiences powered by technology, cultural relevance, premium
innovation and purposeful storytelling. Across categories, your Company strengthened its
connections with over 180 million households by blending AI-led engagement, pop-culture
integration, regional resonance and nutrition-led propositions to remain present in
consumers' everyday lives. Some of the key Marketing Campaigns of the year are as follows:
Al-Powered Innovation Drives Bourbon's Cultural Relevance Further
In a transformative shift towards Al-led consumer engagement while reinforcing the core
product proposition, Britannia Bourbon brought back BourbonIT Challenge 2.0' as a
voice-enabled, multilingual recipe experience. Powered by Google Gemini, the platform
enabled generative recipe creation through the digital AI avatar of Chef Pooja Dhingra.
Designed to operate across seven Indian languages i.e., Hindi, Tamil, Telugu, Bengali,
Marathi, Gujarati and Kannada, the campaign democratised culinary creativity by allowing
users to articulate recipe ideas and receive structured, step-by-step guidance.
Further strengthening the brand's relevance within the evolving recipe culture, Bourbon
collaborated with Bombay Sweet Shop to introduce a limited-edition Bourbon Chocolate Modak
for Ganesh Chaturthi. This indulgent creation featured rich Chocolate Peda studded with
crushed Bourbon biscuits, a Bourbon ganache filling and finished with edible gold, thereby
transforming a traditional festive sweet into a premium indulgence.
From Microjoys to Good Se Great': Strengthening Youth Connect
Britannia Good Day extended its microjoys''proposition by evolving it into a
celebration of moments that move from good to great' with the introduction of Good
Day Crafted Butter Jeera and Good Day Fruit and Nut. The campaign brought this idea to
life by capturing cosmic moments of connection between friends and siblings,
where everyday interactions are elevated into more meaningful experiences. By showcasing
how simple moments can transform with Good Day Crafted, the initiative reinforced the
brand's role in enhancing shared experiences and deepening emotional connections.
This appeal to modernising the core was further amplified through Good Day Chunkies and
the #EatHappens' campaign, where cookies came alive as quirky animated characters
destined to be eaten. The storytelling highlighted the irresistible appeal of
Good Day's Divine Chocochip' and Tropical Coconut' Cookie variants, bringing
alive the brand's fun and indulgent side while strengthening product salience. Together,
these initiatives underscored Good Day's strategy of staying culturally attuned and
youth-focused, while strengthening its association with relatable, joy-filled snacking
occasions.
Leveraging Global Pop Culture to Drive Youth Engagement
Expanding its presence into global pop culture, Britannia Treat Wafers collaborated
with Sony YAY! to launch special edition packs inspired by the iconic anime character
Naruto Uzumaki from Naruto series. This collaboration introduced the
#TreatItJutsuItWinIt' campaign, making Britannia as one of the first Indian FMCG
brands to engage with India's fast-growing anime fandom. The launch was amplified through
an immersive Augmented Reality (AR) experience that invited consumers to recreate popular
Jutsu" hand signs to unlock exclusive merchandise, blending entertainment,
technology and fandom into a memorable brand interaction.
Similarly, Britannia Jim Jam and Jim Jam Pops tapped into the global appeal of the
Marvel Universe featuring designs inspired by the iconic Super Heroes such as Captain
America, Iron Man, Thor, Deadpool and Wolverine. Centered on the no-twist"
convenience of Jim Jam, the campaign positioned the biscuit as the perfect
one-handed" snack for Super Heroes who have their hands full" saving
the world. Supported by a digital-first and an interactive gameplay experience, the
campaign combined product convenience with engaging, reward-led participation for
consumers.
Accelerating Premiumisation Through Format-Led Innovation & Redefining Indulgence
To mark 30 years of its iconic 50 50 proposition, your Company launched the Britannia
50 50 Cheeze Dipped' Crunchy Layered Sandwich, crafted with 22 meticulously baked
layers, the format brings together 50 % crunchy and 50 % melty" indulgence in
every bite. This product insight was seamlessly translated into the Crunch vs Melt'
campaign, a playful and a relatable debate, where the duality of crisp baked layers and
smooth melted cheese was brought to life through striking visuals, sound designs and
engaging storytelling. Featuring popular Cricketers Mr. Rishabh Pant and Ms. Jemimah
Rodrigues, the campaign used their contrasting on-screen personas to describe the crunch
and melt experience, capturing the light-hearted banter between them as each defends their
side before the product resolves the debate in one bite. The revival of the iconic
Na Re Naa Naa" jingle added a layer of nostalgia, reconnecting long-time
consumers with the brand while appealing strongly to younger audiences. Building on the
success of Cheeze Dipped', Britannia extended the 50 50 proposition with the launch
of Britannia 50 50 Caramel Dipped' variant, reinforcing the timeless 50 50 legacy in
a fresh and contemporary manner.
Britannia Pure Magic also expanded its portfolio of indulgent choco treats with the
launch of Britannia Pure Magic Choco Tarts' under the bold brand proposition
The New Temptation". Available in Hazelnut and Milk Choco variants, Choco Tarts
combine a crispy tart shell, rich choco creme centre and a delicate biscuit lid to deliver
a layered sensory experience that elevates everyday snacking into moments of delight. The
campaign brought this experience to life by partnering with the Bollywood Actor Mr. Bobby
Deol, who appeared in the him in a saintly avatar, adding charm and humour to the
narrative of choco indulgence.
Deepening Regional Resonance Through Culture and Purpose
Deepening its regional resonance, Britannia Milk Bikis' celebrated Tamil Nadu Day
2025 through a distinctive A Bite of TN' campaign. The initiative transformed 80
billboards across 19 districts into a cultural travel guide, where biscuits were
bitten" into the shapes of iconic landmarks and pop-culture symbols such as
Madurai Jasmine and Thalaivar's glasses, turning outdoor media into a tribute to local
pride.
Further strengthening its commitment to equal parenting, the brand also brought back
the Adengappa Kadhaigal' campaign in Tamil Nadu. This Gen Al-powered storytelling
platform enabled fathers to engage more meaningfully with their children. By scanning Milk
Bikis packs, parents could generate imaginative stories in Tamil and English languages,
creatively weaving everyday household objects into props making storytelling more
interactive and memorable.
Driving Health-Led Choices Through Functional Innovation
The health and wellness portfolio gathered strong momentum through focused initiatives
across NutriChoice and Milk Bikis Smart. NutriChoice partnered with the Actor Mr. Aamir
Khan to champion the philosophy that one good choice makes the next one
easier", highlighting the launch of NutriChoice 100% Millets' cookies. This
campaign focused on the psychology of habit-forming, making healthy snacking an intuitive
part of daily routines.
For younger consumers, Milk Bikis SMART' was introduced as India's 1st DHA
Enriched Biscuit with 16 Micronutrients, designed to support children's cognitive
development. Featuring World Chess Champion Mr. Gukesh Dommaraju, each biscuit was
embossed with chess pieces and linked to a QR-enabled Smart Moves digital
chess challenge, blending nutrition with learning-led engagement.
Championing Inclusivity and Social Awareness Through Meaningful Engagement
Social responsibility and inclusivity continued to remain core pillars of the Company's
identity. Britannia Tiger Krunch introduced the Tiger ffero ffunt', a WhatsApp-based
interactive journey that helped children recognise and respond to everyday bullying
situations. Selected stories from the campaign will be adapted into personalised comic
strips in collaboration with Champak Magazine, enabling these real-life experiences to
reach a wider audience and inspire children to respond with confidence and courage when
faced with similar situations.
Awards and Recognitions:
Britannia continued to strengthen its leadership position among the India's most chosen
FMCG brands. As reflected in the latest Brand Footprint India Report, 2025 by Worldpanel
(Numerator), your Company was ranked among the most chosen FMCG brands in India, securing
1st position in the Out-of-ffome category and 2nd position in the In-Home category,
reflecting the trust that consumers place in Britannia and its relevance across everyday
consumption occasions. For further details on our Marketing Awards, please refer to the
Awards and Recognitions' section under Corporate Overview of the Annual Report.
f. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo
Details of conservation of energy, technology absorption, foreign exchange earnings and
outgo as required under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies
(Accounts) Rules, 2014, are given as Annexure A' to this Report.
III. SUSTAINABILITY PERFORMANCE
Guided by its vision of becoming a Responsible Global Total Foods Company',
Britannia continues to focus on creating long-term, inclusive value for all the
stakeholders, environment and the communities it serves. Guided by this philosophy,
Britannia's Environmental, Social and Governance (ESG') framework is built around
four strategic pillars viz., Resources, People, Growth and Governance. Through this
integrated approach, Britannia aims to drive sustainable and profitable business growth
while giving back meaningfully to the Society and the Planet.
Further, to ensure that its sustainability initiatives align with the evolving
stakeholders' expectations, emerging risks and industry developments, your Company
continuously engages with key stakeholders and periodically undertakes materiality
assessments. The latest materiality assessment identified 23 ESG Focus areas, with 8
high-priority areas, which have been mapped across the Company's four ESG Pillars viz.,
Resources, People, Growth and Governance. These ESG focus areas form the foundation of
your Company's sustainability vision and guide how the Company should operate, grow and
contribute meaningfully to the communities and the environment.
a. Resources
Recognising the importance of responsible resource management, Britannia remains
committed to reducing its ecological footprint by strengthening its environmental
stewardship through focused initiatives across energy efficiency & emissions
management, water & waste management and sustainable packaging & sourcing. Through
continuous process improvements, technology interventions and governance-led oversight,
Britannia aims to optimise the use of natural resources, laying a foundation for a more
sustainable future.
Renewable Energy:
Britannia continues to adopt renewable and sustainable sources of energy through
long-term Power Purchase Agreements (PPAs'), captive generation and open-access
sourcing arrangements for solar and wind energy across its operations.
During FY 2025-26, your Company sourced or generated '51.64 million kWh (kilowatt-hour)
of renewable electricity in India, accounting for '35% of its total electricity
consumption, thereby avoiding '36,664 tC02 (tonnes of carbon dioxide) emissions. Further
strengthening its renewable energy infrastructure, your Company commissioned rooftop solar
systems at 3 manufacturing units during the year. As a result, rooftop solar systems are
now operational across 10 manufacturing units taking the total installed solar capacity to
10.4 MW (Megawatt).
In addition, Biomass-based energy systems have been integrated at the Company's
factories situated at Perundurai, Khordha and Ranjangaon, which currently meet around 33%
of Britannia's fuel-based energy requirements.
Collectively, these initiatives increased the share of renewable energy sources (solar,
wind and biomass) to '34% of the Company's overall energy mix across its operations in
India, supporting its progress towards a lower-carbon and more sustainable future.
Fuel and Energy Efficiency
In addition to expanding the share of renewable energy, your Company continues to
enhance fuel and energy efficiency across its manufacturing operations through process
optimisation, technology upgradation and adoption of energy-efficient equipment.
During FY 2025-26, these initiatives helped conserve '52,658 GJ (Gigajoule) of energy,
avoiding '4,053 tC07e emissions across the Company's operations in India. This reflects
your Company's commitment to efficient resource utilisation and sustainable manufacturing
practices.
Greenhouse Gas Emissions
Britannia is committed to reduce its Greenhouse Gas (GHG') emissions and support
India's transition towards a low-carbon economy. Your Company's decarbonisation strategy
follows a two-pronged approach i.e., increasing the share of renewable energy and
enhancing efficiency across all its operations.
Britannia actively monitors and manages its Scope 1 and Scope 2 emissions, which
primarily arise from fuel consumption across manufacturing operations and purchased
electricity, respectively. In addition to Scope 1 and Scope 2 emissions, your Company also
engages with its Value Chain Partners to assess Scope 3 emissions covering indirect
activities across the value chain i.e., beyond the Company's direct operations.
For details on GffG Emissions Intensity, please refer to the Business Responsibility
& Sustainability Report (BRSR), which forms part of the Annual Report.
Water Stewardship:
Recognising water as a critical natural resource for its operations and the communities
it serves, Britannia continues to strengthen its water stewardship practices through
focused initiatives aimed at improving water efficiency, enhancing reuse and supporting
groundwater replenishment. Your Company's approach towards responsible water management is
centred around 3 pillars viz., Water Conservation, Water Reuse and Rainwater ffarvesting.
Water Conservation
Britannia continues to undertake various water conservation initiatives across its
manufacturing units through focused process improvements and engineering interventions
aimed at optimising water consumption. These initiatives include deployment of jet
cleaners in tray-washing areas, installation of mist-based and push- type taps,
optimisation of water-line pressure and use of float valves for water-level control,
helping improve operational efficiency and minimise water wastage across its facilities.
During FY 2025-26, freshwater consumption intensity stood at '0.80 kT (kilolitres)/Ton of
production, reflecting an '8.05% reduction in specific water consumption as compared to FY
2024-25.
Water Reuse
Your Company continues to strengthen water circularity through reuse of treated
wastewater across its operations, thereby reducing dependence on freshwater sources.
Treated wastewater and the rejected water from reverse osmosis (RO) systems is reused for
suitable purposes such as gardening, cleaning and other utility applications. During FY
2025-26, '55.39 % of the total water withdrawn was reused across the Company's operations
in India, reflecting continued focus on efficient water utilisation.
Rainwater Eiarvesting
Rainwater harvesting also remains an integral part of Britannia's water stewardship
initiatives towards supporting groundwater recharge and reducing dependence on freshwater
sources. Towards this, your Company has installed rainwater harvesting systems in its
manufacturing units, enabling collection and utilisation of rainwater for suitable
operational purposes while contributing towards long-term water sustainability in the
regions where it operates.
Waste Management:
Waste management remains an important part of Britannia's sustainability framework,
promoting responsible disposal and recycling practices across its operations. Your Company
follows a structured waste management approach in line with the applicable environmental
regulations, with emphasis on segregation, reuse, recycling and safe disposal of waste
generated across its manufacturing facilities.
Non-hazardous waste materials such as paper and plastic are channelled for reuse and
recycling, while organic waste and expired products are responsibly
repurposed through authorised processes. Hazardous waste generated across operations is
disposed of through authorised recyclers and vendors in compliance with the applicable
environmental regulations, helping minimise environmental impact and promote resource
circularity across operations.
Sustainable Packaging:
Sustainable packaging continues to be a key pillar of Britannia's ESG strategy. Driven
by focused efforts towards reducing the environmental impact of packaging, your Company
has adopted a lifecycle-based approach to packaging i.e., from design and material
selection to disposal and recovery. Your Company continues to strengthen its packaging
capabilities through material optimisation, reduction of unnecessary plastic usage and
increased adoption of recyclable packaging solutions, while ensuring product quality,
safety and freshness. These efforts reflect Britannia's commitment towards developing
packaging solutions that balance product quality and safety with environmental
sustainability and evolving consumer preferences for responsible packaging.
In FY 2025-26, your Company strengthened its commitment to responsible packaging
through the use of '70.08% recyclable plastic packaging and '59.65% recyclable laminates.
Further, your Company also remains committed to maintaining Plastic Neutrality and
continued its efforts towards the collection and responsible disposal of plastic waste
during the year.
Sustainable Sourcing:
Guided by its Sustainable Sourcing Policy and Supplier Code of Conduct, your Company
works closely with the suppliers to strengthen responsible sourcing practices across the
value chain and ensure that its sourcing partners uphold high standards of ethical
business conduct, regulatory compliance and sustainable practices.
During FY 2025-26, Britannia undertook Supplier ESG Assessments covering 431 suppliers,
representing ~81% of its total procurement spend. These assessments covered key ESG
parameters including energy, water & waste management, GHG emissions, sustainable
packaging, business ethics and governance practices, supporting Britannia's efforts
towards building a more responsible and sustainable supply chain.
Your Company also continued to prioritise local sourcing, with '97.8 % of its
procurement sourced locally during the year, which also helped reducing
transportation-related environmental impact. Through continuous engagement with suppliers
and integration of sustainability considerations into its procurement practices, Britannia
aims to create long-term value for its supply chain partners, local communities and the
environment.
b. People
Your Company firmly believes that inclusive growth begins with those who work with us
and those around us. Through focused initiatives around diversity & inclusion,
employee well-being, capability development and community outreach, Britannia continues to
foster an environment that helps every Britannian to grow, while also contributing to the
development of the communities that form part of its extended family.
Our People - Enabling Growth through Inclusion and Well-being:
At Britannia, diversity is considered as an important lever to build an inclusive
workplace where employees feel valued, heard and are empowered with equal opportunities
regardless of age, gender, religion or background. During FY 2025-26, women represented
~45 % of the factory workforce and '14.83 % of the managerial roles (on a consolidated
basis), reflecting the Company's continued efforts towards building a more diverse and
inclusive organisation.
Your Company places strong emphasis on employee health, safety and well-being through
comprehensive risk-control framework, continuous capability-building and structured
wellness initiatives spanning physical, emotional, financial and mental well-being.
For a detailed overview of these initiatives, please refer to the Human Resources
and Industrial Relations' Section of the Management Discussion and Analysis Report, which
forms part of the Annual Report.
Community Empowerment at the Heart of Sustainable Growth:
As Britannia continues to expand its footprint, it remains committed to creating
meaningful and lasting social impact through focused community development initiatives
across nutrition, health, education, rural development and livelihood enhancement.
In FY 2025-26, 5.10 lakh+ and 3.52 lakh+ individuals benehtted from various
community-led initiatives of BritanniaNutrition Foundation (BNF)andSir Ness Wadia
Foundation (SNWF), respectively. In addition, Bai Jerbai Wadia Hospital for Children
(BJWHC) and Nowrosjee Wadia Maternity Hospital (NWMH) continued to provide healthcare
services to 3.11 lakh+ children and 2.56 lakh+ women and children, respectively.
For detailed information on the Company's Corporate Social Responsibility (CSR')
Projects approved for FY 2025-26, please refer to the CSR Report, which forms part of the
Annual Report.
c. Growth
As a consumer-centric brand, Britannia is committed to deliver high-quality products,
expand its healthy product portfolio and ensure consistent financial performance, creating
long-term value for all its stakeholders.
With a legacy spanning over a century, Britannia continues to be a trusted household
name built on a strong foundation of product quality, food safety and consumer confidence.
Your Company ensures timely redressal of consumer grievances and feedback and is ISO
10002:2018 certified, reflecting its dedication towards consumer satisfaction and service
excellence.
Wellness remains an important pillar of Britannia's growth strategy, reflecting your
Company's focus on meeting evolving consumer preferences through healthier and more
wholesome product offerings. In line with FSSAI's Eat Right' initiatives, your
Company continued its efforts towards reducing Sugar levels by '3.50% and Sodium levels by
'12.23% while increasing Wholegrain content by '269.47% per serving of the product
(compared to FY 2018-19 base line) across its portfolio during FY 2025-26. These
initiatives reflect Britannia's commitment to offer products that combine taste, quality
and nutrition, while supporting the health and wellness aspirations of consumers.
As Britannia continues to build for the future, it is making strategic investments in
product innovation, category expansion, technology-led efficiencies and operational
excellence to strengthen its competitive position and support sustainable growth in the
years ahead.
d. Governance
At Britannia, governance is deeply embedded in the way the Company operates, enabling
responsible business conduct, stakeholder trust and long-term value creation. Your Company
continues to uphold high standards of integrity, accountability, transparency and ethical
business practices across all areas of operations supported by robust policies,
well-defined processes and structured oversight mechanisms that ensure risk management,
regulatory compliance and responsible decision-making. As the business continues to
evolve, your Company remains committed to strengthen its governance standards in line with
evolving regulatory requirements, global best practices and stakeholder expectations,
while advancing its broader vision of sustainable and inclusive growth. Key aspects of
Britannia's governance approach include:
Board and Committee Governance: Your Company has an optimum combination of
Executive, Non- Executive and Independent Directors. Their diverse expertise, industry
knowledge, business acumen and independent judgement help the Board in informed
decision-making, thereby ensuring long-term value creation.
Further, to enhance effectiveness and ensure focused oversight, the Board has delegated
specific responsibilities to its Committees, each entrusted with defined areas of
governance. Through regular engagement, constructive discussions and robust supervision
across key matters, the Board and its Committees collectively foster a culture of
transparency, accountability and responsible business conduct while safeguarding
stakeholder interests.
Product Safety and Quality Excellence: Delivering safe, trusted and high-quality
products remains fundamental to Britannia's operations. Supported by robust food safety
and quality management systems and continuous monitoring across the value chain, your
Company continues to ensure product excellence and consumer trust. For further details on
product safety and quality, please refer to the Quality: From Source to Shelf '
section of this Report.
Business Ethics and Culture: At Britannia, ethical conduct and integrity forms
the foundation of the Company's culture, guiding decision-making and business practices
across the organisation. Supported by the Code of Business Conduct, Whistle Blower Policy
and an employee-centric value framework, the Company encourage its employees to always DO
TE1E RIGE1T Ti)NG.
Leadership Development: Your Company continues to invest in capability building
and leadership development through structured learning interventions and skill enhancement
programmes aimed at nurturing internal talent across levels.
Ethical Labelling and Responsible Marketing:
Britannia remains committed to responsible marketing, transparent communication and
ethical product labelling practices. Product packaging and marketing communications are
aligned with the applicable regulatory requirements and industry guidelines, ensuring
consumers are provided with accurate, relevant and transparent information.
Transparency and Disclosures: Britannia continues to maintain transparent
and timely disclosures across financial and non-financial parameters through statutory and
voluntary reporting frameworks, enabling stakeholders to make informed assessments of the
Company's performance.
Data Privacy and Cyber Security: Your Company continues to strengthen its
digital governance and cyber security framework through robust systems, regular
assessments and awareness initiatives aimed at safeguarding business and stakeholders'
information. During FY 2025-26, no data breach incidents were reported across the
Company's operations.
Awards and Recognitions:
During FY 2025-26, your Company achieved a CDP rating of B' for both Climate
Change and Water Security and secured a score of 60 in the S&P Global Corporate
Sustainability Assessment (CSA'), an improvement of 8 points over FY 2024-25,
reflecting its progress across key sustainability areas.
Further, Britannia's commitment to advancing ESG practices was recognised through
several ESG accolades, including:
The Golden Peacock Award for Sustainability' in the FMCG sector at the
National level in 2025.
Top 3 Water Management Initiative of the Year - 2025' at the Global CSR
& ESG Awards by Brand Flonchos.
Most Impactful CSR Project of the Year - 2025' at the Global CSR & ESG
Awards by Brand Flonchos.
Recognised as one of the India's Leading ESG Entities' at the Dun &
Bradstreet's ESG Leadership Summit 2025.
Best CSR Project of the Year 2025' at the 15th edition of the CSR Summit
& Awards 2025, organised by UBS Forums.
IV. BOARD OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT PERSONNEL
FY 2025-26 was a year of significant leadership transition for your Company, reflecting
succession at the top and capability building across functions.
a. Appointment/Re-appointment of Directors
Based on the recommendation of the Nomination and Remuneration Committee (NRC'),
the following appointments/re-appointments were approved by the Board of Directors,
subject to the approval of the Members of the Company:
Mr. Rajesh Batra (DIN: 00020764) was appointed as a Non-Executive Independent
Director of the Company for a term of 5 (five) consecutive years with effect from 25
August 2025 to 24 August 2030 (both days inclusive).
The appointment was approved by the Board of Directors by way of Circular Resolution
dated 23 August 2025 and subsequently by the Members through Special Resolution passed by
way of Postal Ballot on 4 October 2025.
In the opinion of the NRC and the Board, Mr. Rajesh Batra possesses the requisite
expertise, experience, proficiency and holds high standards of integrity.
Mr. Rakshit Hargave (DIN: 03406793) was appointed as an Additional Whole-Time
Director and Chief Executive Officer, designated as Executive Director and Chief Executive
Officer of the Company, for a term of 5 (five) years with effect from 15 December 2025 at
the Meeting of Board of Directors held on 5 November 2025. Subsequently, the Board at its
Meeting held on 10 November 2025, appointed Mr. Rakshit Hargave as the Chief Executive
Officer and Managing Director of the Company, not liable to retire by rotation, for a term
of 5 (Five) years with effect from 15 December 2025 to 14 December 2030 (both days
inclusive), to lead the Company's next phase of growth. Subsequently, the Members approved
the aforesaid appointment through Ordinary Resolution passed by way of Postal Ballot on 14
March 2026.
Mr. Hargave brings over three decades of experience in the consumer industry across
India and International markets. He has held leadership roles across various
organisations, including Birla Opus Paints, Beiersdorf and Hindustan Unilever, with
extensive experience in driving business operations and growth, across geographies.
Mr. N. Venkataraman (DIN: 05220857) was re-appointed as the Whole-Time Director,
designated as Executive Director and Chief Financial Officer of the Company, for a term of
4 (four) years with effect from 30 July 2026 to 29 July 2030 (both days inclusive). The
re-appointment was approved by the Board of Directors at their Meeting held on 31 March
2026, subject to the approval of the Members of the Company.
Mr. Venkataraman brings around 4 decades of rich experience and continues to provide
strategic leadership across the Company's finance function, contributing to the long-term
value creation and sustainable growth of the Company.
Mr. Ness N. Wadia (DIN: 00036049), Non-Executive Non-Independent Director of the
Company, is liable to retire by rotation at the ensuing 107th ACM pursuant to Section 152
of the Act and the Articles of Association of the Company and being eligible, has offered
himself for re-appointment.
In the opinion of the NRC and the Board, Mr. Wadia brings significant experience,
knowledge and expertise to contribute to the growth of the Company.
The Board of Directors at their Meeting held on 7 May 2026, approved and recommended to
the Members the re-appointment of Mr. Ness N. Wadia as a Non-Executive Non-Independent
Director of the Company, liable to retire by rotation.
An Ordinary Resolution seeking approval of the Members for the re-appointment of Mr.
Ness N. Wadia, along with his brief profile and other relevant details as required under
Regulation 36(3) of the SEBI Listing Regulations, 2015 and Secretarial Standard on General
Meetings (SS-2) issued by the Institute of Company Secretaries of India, forms part of the
Notice convening the 107th AGM of the Company.
b. Cessation of Directors
During the year under review, the following Directors resigned from the Board of the
Company:
Dr. Urjit Patel (DIN: 00175210), Non-Executive Independent Director of the
Company, resigned from the Board with effect from 30 October 2025.
The Board of Directors placed on record their sincere appreciation for the valuable
contributions made by Dr. Urjit Patel during his tenure as a Non-Executive Independent
Director of the Company.
Mr. Varun Berry (DIN: 05208062), Executive Vice-Chairman, Managing Director and
Chief Executive Officer of the Company, tendered his resignation on 6 November 2025. The
Board of Directors at their Meeting held on 10 November 2025 accepted the resignation and
approved the waiver of the 6 months' notice period applicable to Mr. Varun Berry as per
his contract with the Company and relieved him from the services of the Company with
effect from the close of business hours on 10 November 2025.
Consequent to their resignation from the Board, they also ceased to be Members of the
respective Committees of the Board. Accordingly, these Committees have been reconstituted
as required under the Act and the SEBI Listing Regulations, 2015.
c. Changes in Senior Management Personnel
In addition, the Board, based on the recommendation of the NRC, has further
strengthened its Senior Management team through appointments and internal progressions
across key business and functional areas:
Mr. Puneet Das was appointed as the Chief Marketing Officer of the Company with
effect from 16 February 2026. Mr. Das brings over 24 years of experience, driving growth,
innovation and brand transformation across the FMCG sector in Indian and International
markets.
Mr. Subhashis Basu was appointed as the Chief Business Officer - Dairy of the
Company with effect from 15 December 2025. With over three decades of leadership
experience across the FMCG and Dairy businesses, he brings strong category expertise and
execution capability.
The year also witnessed strong leadership progression, reflecting the Company's
Britannia for Britannians philosophy and its focus on developing internal
talent:
Mr. Siddharth Gupta was elevated to Vice President - Marketing of the Company
with effect from 1 February 2026. With over two decades of experience in Sales and
Marketing, he continues to strengthen Britannia's brand portfolio and drive consumer
centric marketing.
Mr. Ramamurthy Jayaraman was elevated to Vice President-Corporate Finance of the
Company with effect from 1 April 2026. With over two decades of experience including
fifteen years with Britannia, he continues to strengthen financial stewardship across
Reporting, Financial planning & analysis, Taxation, Treasury, Mergers and
Acquisitions, Internal audits & controls and Shared services in addition to managing
the Tegal & Secretarial affairs of the Company.
Ms. Sona Rajora (ICSI Membership No.: A35468) was appointed as the Company
Secretary and Compliance Officer of the Company with effect from 11 February 2026. A
qualified Company Secretary and law graduate with over eleven years of experience at
Britannia, her appointment further reinforces the Company's strong governance and
compliance framework.
Further, subsequent to the close of FY 2025-26, the Board based on the recommendation
of the NRC, approved the appointments of the following Senior Management Personnel:
Mr. Rahul Mahajan was elevated to Vice President - Sales of the Company with
effect from 1 April 2026. With over two decades of experience across Sales, Distribution
and Channel management in the FMCG sector, he continues to strengthen the Company's sales
capabilities and drive execution excellence across markets and channels.
Mr. Srinivas Maruthi Patnam was appointed as the Vice President - Fluman
Resources of the Company with effect from 16 May 2026. With over 25 years of global FIR
leadership experience, he brings deep expertise in Organisation design, Talent management
and Capability building across diverse geographies and business environments.
Mr. Chitwan Singh was appointed as the Chief Business Officer - International
Business of the Company with effect from 15 June 2026. With over 25 years of global
experience across the FMCG sector in India, Africa and the United States, he brings
extensive leadership expertise across Food, Personal Care, Beauty and Flome Care
categories.
Collectively, these leadership changes reflect a balanced mix of external experience
and strong internal progression. The Board is confident that the leadership team of
Britannia is well positioned to lead with agility with a clear focus on long-term value
creation for all its stakeholders.
Further details on Changes in Senior Management Personnel of Company during the year
are given in Clause No. IX (k) of the Corporate Governance Report.
d. Changes in Key Managerial Personnel
As on 31 March 2026, Mr. Rakshit ffargave (DIN: 03406793), Chief Executive Officer and
Managing Director, Mr. N. Venkataraman (DIN: 05220857), Executive Director and Chief
Financial Officer and Ms. Sona Rajora (ICSI Membership No.: A35468), Company Secretary and
Compliance Officer are the Key Managerial Personnel of the Company.
During the year under review:
Mr. N. Venkataraman (DIN: 05220857), Executive Director and Chief Financial
Officer of the Company, was appointed as the Interim Chief Executive Officer of the
Company with effect from 10 November 2025 until Mr. Rakshit Flargave assumed office as the
Chief Executive Officer and Managing Director of the Company on 15 December 2025.
Mr. T.V. Thulsidass (ICSI Membership No.: A20927), resigned from the position of
Company Secretary and Compliance Officer of the Company with effect from close of business
hours on 5 February 2026.
The Board of Directors placed on record their sincere appreciation for the valuable
contributions made by Mr. Thulsidass during his tenure as the Company Secretary and
Compliance Officer of the Company.
The details regarding other changes in the Key Managerial Personnel during the year can
be referred to in Clause IV (a) to (c) above.
e. Directors' Responsibility Statement
Pursuant to Section 134(3)(c) and (5) of the Act, the Board of Directors, to the best
of their knowledge confirm that:
(i) In the preparation of the Annual Accounts for the year ended 31 March 2026, the
applicable accounting standards have been followed;
(ii) 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 on 31 March 2026 and of the profit of the
Company for that period;
(iii) They have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 20f3 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities;
(iv) The Annual Accounts are prepared on a going concern basis;
(v) They have laid down internal financial controls to be followed by the Company and
that such internal financial controls are adequate and are operating effectively; and
(vi) They have devised proper systems to ensure compliance with the provisions of all
applicable laws and these systems are adequate and operating effectively.
Based on the framework of Internal Financial Controls and Compliance Systems
established and maintained by the Company, the work performed by the Internal, Statutory
& Secretarial Auditors and External Consultant(s) as well as the reviews conducted by
the Management and the relevant Board Committees including the Audit Committee, the Board
believes that the Company's Internal Financial Controls were adequate and operationally
effective during FY 2025-26.
V. CORPORATE SOCIAL RESPONSIBILITY
At Britannia, CSR means Corporate Sustainable Responsibility, a philosophy
deeply embedded in the Company's values and represents an enduring commitment to
contribute meaningfully to social development, strengthen communities and foster inclusive
growth. Guided by its well-defined CSR Policy, the Company continues to focus on long-term
and sustainable interventions in the areas of health, nutrition, sanitation, rural
development and community rehabilitation.
Pursuant to Section 135(5) of the Act read with the Companies (Corporate Social
Responsibility Policy) Rules, 2014 (CSR Policy Rules'), the CSR obligation of the
Company for FY 2025-26 was Rs. 54.79 Crores. After setting off the eligible excess CSR
expenditure of Rs. 0.28 Crores incurred in FY 2024-25, the total CSR obligation of the
Company for FY 2025-26 was Rs. 54.51 Crores.
To create a long-term and sustainable impact, the Board, during the year, undertook a
comprehensive review of the CSR proposals for FY 2025-26 and advised prioritising
high-impact interventions and ensure efficient utilisation of the CSR funds. Accordingly,
the CSR Committee recommended the following multi-year CSR projects, which were
subsequently approved by the Board for implementation through Britannia Nutrition
Foundation and Sir Ness Wadia Foundation across multiple locations in India:
Malnutrition Reduction Programme (MRP) and Energy Protein Dense Supplement
(EPDS) Programme - By Britannia Nutrition Foundation;
Anaemia Management Programme (AMP) - By Britannia Nutrition Foundation;
Village Development Programme (VDP) - By Britannia Nutrition Foundation and Sir
Ness Wadia Foundation; and
Community Rehabilitation and Rural Development Programme - By Sir Ness Wadia
Foundation.
As the Company adopted a structured multi-year implementation approach where the CSR
Projects extend beyond a single financial year, with implementation over a period of three
years, the CSR amount could not be spent during FY 2025-26.
Accordingly, pursuant to Section 135(6) of the Companies Act, 2013 read with the
Companies CSR Policy Rules, the unspent amount has been transferred to the Unspent CSR
Account within the prescribed timelines and will be utilised in accordance with the
approved project timelines.
The Annual Report on the CSR activities as required under Rule 8(1) of the Companies
CSR Policy Rules, comprising of brief outline of the CSR Policy, composition of CSR
Committee and key interventions of the approved CSR projects is given as Annexure B'
to this Report. Further, the details of the terms of reference of the Committee and its
Meeting(s) held during the year are provided in Clause (III) (e) of the Corporate
Governance Report.
VI. EMPLOYEES
a. Details of Remuneration of Directors and Employees under Section 197(12) of the Act
The details of remuneration as required under Section 197(12) read with Rule 5 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in
Annexure C' to this Report.
Further, the details of remuneration of Executive Directors and Non-Executive Directors
are given in Clause (IV) of the Corporate Governance Report, which forms part of the
Annual Report.
b. Britannia Industries Limited Phantom Option Scheme 2021
Your Company has adopted Britannia Industries Limited Phantom Option Scheme 2021'
(BIL POS 2021') to incentivise employees and share the fruits of growth and
prosperity of the Company with them as provided in the Scheme.
c. Prevention of Sexual Harassment at Workplace
Britannia is committed to provide an environment that supports all employees to work
together with openness and trust and in ways that demonstrate respect, value differences
and has Zero tolerance for Sexual Harassment. In compliance with the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed
thereunder, the Company has implemented a comprehensive Anti-Sexual Harassment
Policy' on Prevention of Sexual Harassment at Workplace, which is gender-neutral, covering
all the employees (permanent, contractual, temporary, trainees and apprentices) at all its
offices and factories and the policy also covers visitors and third parties associated
with the Company.
The Company has constituted Internal Committees comprising internal and external
members with relevant experience to address complaints of sexual harassment in a timely
and confidential manner. Further, awareness programs and training sessions are
periodically conducted across its locations to sensitise employees and promote a culture
of dignity and respect at the workplace.
The Details of the number of Sexual Harassment Complaints received, disposed off and
pending during the year are given in Clause IX (i) of the Corporate Governance Report.
d. Compliance with the Maternity Benefit Act, 1961
During the year under review, your Company has complied with all the applicable
provisions of the Maternity Benefit Act, 1961. In addition to providing maternity
benefits, including paid maternity leaves and creche facilities in accordance with the
applicable statutory requirements, Britannia has several employee-centric initiatives that
go beyond the legal framework to support women employees through different stages of their
maternity j ourney. These include structured Maternity Coaching Programmes, flexible work
arrangements, comprehensive medical coverage for childbirth etc. These initiatives
reaffirm Britannia's commitment to create an inclusive workplace where women are empowered
to grow and thrive.
VII. GOVERNANCE
a. Corporate Governance Report
Pursuant to Regulation 34(3) read with Schedule V of the SEBI Listing Regulations,
2015, the Corporate Governance Report for FY 2025-26 along with the Certificate from the
Statutory Auditors of the Company confirming compliance with the conditions of Corporate
Governance as prescribed under the SEBI Listing Regulations, 2015 forms part of the Annual
Report.
b. Business Responsibility and Sustainability Report
At Britannia, we are committed to create long-term value for all the stakeholders
through ethical business practices, environmental stewardship and social responsibility.
Guided by these principles, we continue to align our initiatives with National and Global
Sustainability Frameworks.
In line with the requirements of Regulation 34(2)(f) of the SEBI Listing Regulations,
2015 read with the SEBI Master Circular No. HO/49/14/14(7)2025- CFD-POD2/I/3762/2026 dated
30 January 2026, the Company has prepared its Business Responsibility and Sustainability
Report (BRSR') for the financial year 2025-26 based on the framework of the National
Guidelines on Responsible Business Conduct (NGRBC) and in the format prescribed by SEBI.
Further, the Company has obtained Assurance of the BRSR Core for FY 2025-26 from TUV SUD
South Asia Private Limited. The BRSR and the Assurance Report on the BRSR Core forms part
of the Annual Report.
c. Annual Return
The draft Annual Return in Form MGT-7 for FY 2025-26, prepared as per Section 92(3) of
the Act read with Rule 11 of the Companies (Management and Administration) Rules, 2014 is
placed on the website of the Company at https://www.britannia.co.in/investors/
hnancial-performance/annual-report. The Company shall upload the final copy of the Annual
Return once the same is hied with the Registrar of Companies within 60 days from the date
of AGM scheduled to be held on Friday, 7 August 2026.
d. Vigil Mechanism
Pursuant to Section 177(9) & (10) of the Act, Regulation 22 of the SEBI Listing
Regulations, 2015 and Regulation
9A of the SEBI (Prohibition of Insider Trading) Regulations, 2015, your Company has
adopted a Whistle Blower Policy to provide Vigil Mechanism for Directors and Employees,
the details of which are provided in Clause No. IX (c) of the Corporate Governance Report.
e. Board Evaluation
The annual performance evaluation of the Board, its Committees and Individual Directors
(including Chairman), was carried out in compliance with the requirements of Section 178
of the Act, Regulation 17, 19 & 25 of the SEBI Listing Regulations, 2015 and in
accordance with the Governance Guidelines adopted by the Board. The criteria and the
manner of performance evaluation is given in Clause No. Ill (b) of the Corporate
Governance Report.
f. Remuneration Policy
Pursuant to Section 178(3) of the Act and Regulation 19 of the SEBI Listing
Regulations, 2015, your Company has adopted a Remuneration Policy for Directors, Key
Managerial Personnel and other Employees. The salient features of the policy are given in
Clause No. Ill
(b) of the Corporate Governance Report. The policy is also available on the website of
the Company at https:// www.britannia.co.in/investors/remuneration policy.
g. Risk Management
Your Company has adopted a Risk Assessment and Management Policy. The Risk Management
Committee of the Board periodically reviews the key risks affecting the Company and
mitigation measures thereof. In the opinion of the Board, there are no elements of risks
which threaten the existence of the Company. The details of Risk Management Committee are
given in Clause No. Ill (d) of the Corporate Governance Report.
h. Declaration by the Independent Directors
All the Independent Directors have submitted Declaration of Independence confirming
that they meet the criteria of independence as prescribed under Section 149(6) of the Act
read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014
and Regulation 16(l)(b) of the SEBI Listing Regulations, 2015.
Further, the Company's Independent Directors have affirmed that they have followed the
Code for Independent Directors as outlined in Schedule IV to the Act.
i. Board and its Committees
The Board met 6 (six) times during the year. The details of the Composition of the
Board, its Committees and their Meetings are given in Clause No. II and III of the
Corporate Governance Report. During the year, the Board accepted all the recommendations
made by its committees.
j. Related Party Transactions
Your Company has adopted a policy on Materiality of the Related Party Transactions and
on dealing with the Related Party Transactions and the same is available on the website of
the Company at https://www.britannia.co.in/investors/policy on Materiality of the Related
Party Transactions and on dealing with the Related Party Transactions.
During the year, your Company did not enter into any
contracts/arrangements/transactions with the related parties requiring approval under
Section 188(1) of the Act read with Rule 15 of the Companies (Meetings of Board and its
Powers) Rules, 2014. All the Related Party Transactions were in the ordinary course of
business and at arm's length basis and there were no material related party transactions
during the year. Therefore, disclosure in Form AOC-2 prescribed under Section 134(3)(h) of
the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is not applicable to the
Company. In accordance with IND AS-24, the Related Party Transactions are disclosed under
Note No. 43 of the Standalone Financial Statements.
k. Public Deposits
Your Company has neither accepted nor has any outstanding deposits from the public
within the meaning of Section 73 of the Act read with the Companies (Acceptance of
Deposits) Rules, 2014.
l. Particulars of Loans, Guarantees and Investments
The particulars of Loans, Guarantees and Investments covered under Section 186 of the
Act are provided in Note No. 38 and 39 of the Standalone Financial Statements of the
Company.
m. Disclosure on Significant and Material Orders
There were no significant and material orders passed by the Regulators, Courts or
Tribunals during the year impacting the going concern status and the operations of the
Company in future.
n. Compliance with Secretarial Standards
During the year, your Company has complied with the Secretarial Standard on Meetings of
the Board of Directors (SS-1) and Secretarial Standard on General Meetings (SS-2), issued
by the Institute of Company Secretaries of India and approved by the Central Government
under Section 118(10) of the Companies Act, 2013.
VIII. AUDITORS
a. Statutory Auditors
Pursuant to Section 139 of the Act read with Rule 3 of the Companies (Audit and
Auditors) Rules, 2014, the Members of the Company at their 106th AGM held on 11 August
2025, appointed M/s. Walker Chandiok & Co LLP, Chartered Accountants (Firm
Registration No. 001076N/N500013), as the Statutory Auditors of the Company for a second
term of 5 (five) consecutive years i.e., to hold the office from the conclusion of 106th
AGM till the conclusion of 111th AGM of the Company to be held in the year 2030 (i.e.,
from FY 2025-26 to FY 2029-30).
Lhe Statutory Auditors have confirmed that they are not disqualified from continuing as
the Statutory Auditors of the Company.
Lhe Statutory Auditors have issued their Reports with an unmodified opinion and their
Reports do not contain any qualification, reservation, adverse remark or disclaimer on the
Financial Statements of the Company for FY 2025-26. Further, there are no observations,
comments or remarks on the financial transactions that have an adverse effect on the
functioning of the Company. During the year under review, M/s. Walker Chandiok & Co
LLP, the Statutory Auditors have not identified any instances of frauds in the course of
performance of their duties. Basis the information provided by the Management, the
Statutory Auditors have, after carrying out the necessary audit procedures, hied a report
under Section 143(12) of the Act in form ADL-4 as prescribed under Rule 13 of Companies
(Audit and Auditors) Rules, 2014 with the Central Government.
b. Secretarial Auditors
Pursuant to Section 204 of the Act read with Rule 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI Listing
Regulations, 2015, the Members of the Company at their 106th AGM held on 11 August 2025,
appointed M/s. Parikh & Associates, a Peer Reviewed
Firm of Practicing Company Secretaries (Firm Unique Code: P1988MH009800) as the
Secretarial Auditors of the Company for a term of 5 (five) consecutive years i.e., to hold
the office from the conclusion of 106th AGM till the conclusion of 111th AGM of the
Company to be held in the year 2030 (i.e., from FY 2025-26 to FY 2029-30).
The Secretarial Auditors have confirmed that they are not disqualified from continuing
as the Secretarial Auditors of the Company.
The Secretarial Auditors have conducted the Secretarial Audit of the Company for FY
2025-26. Lhe Secretarial Audit Report does not contain any qualification, reservation,
adverse remark or disclaimer for FY 2025-26. Further, there are no observations, comments
or remarks which have any material adverse effect on the functioning of the Company. Lhe
Secretarial Audit Report is given as Annexure D' to this Report. During the
year under review, M/s. Parikh & Associates, the Secretarial Auditors have not
reported any instances of fraud under Section 143(12) of the Act read with Rule 13 of the
Companies (Audit and Auditors) Rules, 2014.
c. Cost Auditors
Pursuant to Section 148(1) of the Act read with Rule 3 and 5 of the Companies (Cost
Records and Audit) Rules, 2014, your Company has duly maintained the cost records as
required for FY 2025-26. M/s. GNV & Associates, Cost & Management Accountants
(Firm Registration No. 000150), Cost Auditors of the Company are carrying out the Audit of
the cost records relating to Milk Powder for FY 2025-26. The Cost Audit Report will be
submitted to the Board of the Directors within the prescribed timelines.
The Cost Audit Report for FY 2024-25, issued by M/s. GNV & Associates, does not
contain any qualification, reservation, adverse remark, observations or suggestions and
was duly hied with the Central Government within the statutory timelines. During the year
under review, M/s. GNV & Associates, the Cost Auditors have not reported any instances
of fraud under Section 143(12) of the Act read with Rule 13 of the Companies (Audit and
Auditors) Rules, 2014.
Further, pursuant to Section 148(2) and (3) of the Act read with Rule 4 of the
Companies (Cost Records and Audit) Rules, 2014 and Rule 14 of the Companies (Audit and
Auditors) Rules, 2014, the Board of Directors at their Meeting held on 7 May 2026, based
on the recommendation of the Audit Committee, have re-appointed M/s. GNV & Associates,
Cost & Management Accountants, as the Cost Auditors of the Company for FY 2026-27
to conduct the Audit of applicable cost records at a remuneration of 75,000/- (plus
applicable taxes and reimbursement of out-of-pocket expenses incurred in connection with
the audit).
M/s. GNV & Associates have provided their consent and an eligibility certificate
confirming that they are not disqualified to be re-appointed as the Cost Auditors of the
Company.
An Ordinary Resolution seeking ratification of the remuneration payable to M/s. GNV
& Associates for conducting audit of the applicable cost records of the Company for FY
2026-27 forms part of the Notice of the 107th AGM of the Company.
d. Internal Auditors
M/s. BDO India LLP, Chartered Accountants, the Internal Auditors of the Company have
carried out the Internal Audit for FY 2025-26. The reports and findings of the Internal
Auditors are reviewed by the Audit Committee on a quarterly basis.
Pursuant to Section 138 of the Act read with Rule 13 of the Companies (Accounts) Rules,
2014, the Board of Directors of the Company at their Meeting held on 7 May 2026, based on
the recommendation of the Audit Committee, have re-appointed M/s. BDO India LLP, Chartered
Accountants, as the Internal Auditors of the Company for FY 2026-27.
e. Tax Auditors
Pursuant to Section 44AB of the Income Tax Act, 1961, M/s. Bansi S. Mehta & Co.,
Chartered Accountants (Firm Registration No. 100991W), the Tax Auditors of the Company
have carried out the Tax Audit for FY 2024-25 (Assessment Year 2025-26). The Tax Audit
Report for FY 2024-25 (Assessment Year 2025-26), issued by M/s. Bansi S. Mehta & Co.,
does not contain any qualification and was duly hled with the Income Tax Department within
the statutory timelines.
The Board of Directors of the Company at their Meeting held on 7 May 2026, based on the
recommendation of the Audit Committee, have re-appointed M/s. Bansi S. Mehta & Co.,
Chartered Accountants, as the Tax Auditors of the Company for FY 2025-26 (Assessment Year
2026-27).
IX. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY
Your Company has laid down adequate Internal Financial Controls and ensured that they
remained effective during the year. The Report of M/s. Walker Chandiok & Co LLP, the
Statutory Auditors of the Company on the adequacy of the Internal Financial Controls with
reference to the Financial Statements of the Company for the year ended 31 March 2026
forms part of the Annual Report.
For a detailed disclosure relating to the adequacy of Internal Control Systems, please
refer to Clause (VII) of the Management Discussion and Analysis Report which forms part of
the Annual Report.
X. ACKNOWLEDGEMENTS
Your Directors would like to thank all the Stakeholders viz., Consumers, Shareholders,
Employees, Government, Suppliers, Business Partners, Bankers and all others associated
with the Company for their continuous support and cooperation.
|
On behalf of the Board |
|
Sd/- |
|
Nusli N. Wadia |
| Place : Bengaluru |
Chairman |
| Date : 7 May 2026 |
(DIN: 00015731) |
|