Your Directors have pleasure in presenting the 112th Annual Report for the year ended 31st March 2025.

1. FINANCIAL RESULTS

The brief summary of the financial performance of the Company for the year under review along with the comparative figures for the previous year is summarized herein below:

The financial statements for the year ended 31st March, 2025 have been prepared in accordance with the Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014.

2. Operations Production

During the financial year 2024-25, your Company produced 25,58,307 kg of made tea as against 28,16,540 kg of made tea produced in 2023-24.

Price & Sales

Your company's tea realized average price of Rs.147.08 Per kg as against Rs. 120.32 per Kg realized in last year. During the year, the Company has made a total sale of tea of Rs. 41.58 Crore compared to Rs 38.08 Crore in last year.

Wind Power Generation

During the year under review, the Wind Mills generated 7,69,450 Units as against 19,93,320 Units generated during the same period in last year.

Solar Power Generation

During the year under review, the Solar Power generated 40,85,495 units as against 43,08,107 units generated during the same period in last year.

3. Material Changes and Commitments, if any, affecting the financial position of the Company

There are no material changes and commitments, affecting the financial position of the Company that have occurred between the end of the financial year 2024-25 and the date of the report.

4. Dividend

The Board of Directors is pleased to recommend a dividend of Re 1/- per share (last year Re. 1/- per share) for the year ended 31st March 2025 subject to the approval of the shareholders at the ensuing Annual General Meeting of the Company.

Pursuant to the Finance Act, 2020 read with the Income-tax Act, 1961, the dividend paid or distributed by a company shall be taxable in the hands of the shareholders w.e.f. April 1, 2020. Accordingly, in compliance with the said provisions, the Company shall make the payment of dividend after necessary deduction of tax at source at the prescribed rates. For the prescribed rates for various categories, the shareholders are requested to refer to the Finance Act, 2020 and amendments thereof.

5. Transfer to Reserves

No amount has been transferred to the Reserves during the financial year 2024-25.

6. Change in the nature of business

During the year under review, there were no changes in the nature of the business of the Company.

7. Share Capital

During the year under review, the Authorized Share Capital of the Company stands at Rs. 7,50,00,000/- (Rupees Seven Crores Fifty Lacs Only) divided into 75,00,000 (Seventy-Five Lacs) Equity Shares of Rs. 10/- each and Issued, Subscribed and Paid-up Share Capital of the Company stands at Rs. 3,09,58,790/- (Rupees Three Crore Nine Lacs Fifty- Eight Thousand Seven Hundred Ninety Only) divided into 30,95,879 (Thirty Lacs Ninety -Five Thousand Eight Hundred Seventy -Nine) Equity Shares of Rs. 10/-each. During the year under review, your company has neither issued and allotted any fresh equity shares (including ESOP) nor has granted any stock options and sweat equity shares. Further, the Company has not issued any convertible instrument and therefore, none of the Directors of the Company hold any convertible instruments in the Company.

8. Transfer of Shares and unclaimed dividend to Investor Education and Protection Fund

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ('the Rules') as amended from time to time, all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF established by the Government of India after the completion of seven years. Further according to the Rules, the shares on which dividend has not been paid or claimed by the shareholders for seven consecutive years or more shall also be transferred to the demat account of the IEPF Authority. Accordingly, the Company has transferred the unclaimed and unpaid dividends of Rs 2,20,769/- for the financial year 2016-17 to IEPF Authority during the financial year 2024-25. Further 9403 Corresponding shares were transferred to IEPF Authority as per the requirement of the IEPF rules.

The members who have a claim on above dividends and shares may claim the same by making an online application to the IEPF Authority in the prescribed Form No. IEPF-5 by following the refund procedure as detailed on the website of IEPF Authority http://www.iepf.gov.in/IEPF/refund. html. List of shareholders whose dividend remained unclaimed as on 31st March, 2025 is uploaded on the website of the Company at www.periatea.com.

9. Extract of Annual Return

Pursuant to Section 92(3) read with Section 134(3) of the Act, and rules thereof, the draft Annual Return for the year ended 31st March, 2025 is available on the website of the Company and may be accessed at the link: https://www.periatea.com/annual-return. The final Annual Return shall be uploaded at the same web link after the same is filed with the Registrar of Companies/Ministry of Corporate Affairs (MCA).

10. Number of Meetings of the Board of Directors

The Board meets at regular intervals to discuss and decide on Company's business Policy and strategy apart from other broad business. However, in case of a special and urgent business need, the Board's approval is taken by passing resolution through circulation, as permitted by law, which are confirmed in the subsequent Board Meeting.

The notice of Board Meeting is given well in advance to all the Directors. The Agenda of the Board/ Committee Meetings is circulated at least 7 (seven) days prior to the date of the meeting as per Section 173(3) of the Companies Act, 2013 read with Secretarial Standard on meeting of the Board of Directors (SS-1). The Agenda for the Board and Committee Meetings includes detailed notes on the items to be discussed at the meeting to enable the Directors to take an informed decision.

The Board met 6 (six) times during the financial year 2024-25. The detailed information chart showing the date of the meetings of the Board and its various Committees as well as details of the Directors who attended the meeting are given in the Corporate Governance Report forming part of this Annual Report.

11. Committees of the Board

During the financial year ended 31 March 2025, the Company has 4 (four) committees as mentioned below:

1. Audit Committee

2. Stakeholders Relationship Committee

3. Nomination and Remuneration Committee

4. Corporate Social Responsibility Committee

Details of the Committees along with their charters, composition and meetings held during the year are given in the Corporate Governance Report forming a part of this Annual Report.

12. Public Deposits

During the financial year 2024-25, the Company has not accepted any deposits from the public covered under section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

13. Listing

Your Company's shares are continued to be listed on National Stock Exchange of India Limited. The Company has paid the Annual Listing Fees to the Stock Exchange for FY 2025-26.

14. Directors' Responsibility Statement

In terms of the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, your Director's confirm that:

a. in the preparation of the annual accounts for the financial year ended 31st March 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

b. the directors had 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 at the end of the financial year and of the profit of the company for that period;

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

d. the directors had prepared the annual accounts on a going concern basis;

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

f. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

15. Fraud Reporting

There have been no instances of frauds identified or reported by the statutory auditors during the course of their audit pursuant to sub-section 12 of section 143 of the Companies Act, 2013 and the Rules framed thereunder (amended from time to time) either to the Company or to the Central Government during the year under preview.

16. Declaration by Independent Directors

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 read with Regulations 16 and 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. During the financial year 202425, all Independent Directors of the Company have registered themselves with the Independent Directors Databank.

In the opinion of the Board, all the Independent Directors fulfils the conditions specified in the Act with regard to integrity, expertise, and experience (including the proficiency) of the Independent Director and are independent of the management.

17. Company's Policy relating to Directors appointment, payment of remuneration and other matters provided under Section 178 (3) of the Companies Act, 2013

The Board on the recommendation of the Nomination and Remuneration Committee framed a policy for the selection, appointment, fixing and revising remuneration of Directors, Key Managerial Personnel, Senior Management Personnel and employees of the Company and other matters as required under 178(3) of the Companies Act, 2013 and Regulation 19 read with Part D of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 . The Nomination and Remuneration Policy of the Company is annexed herewith as Annexure A and can also be accessed on the Company's website at the link https://www.periatea.com/policies-and- code-of-conduct.

18. Particulars of loans, guarantees or investments made under Section 186 of the Companies Act, 2013

The loan, guarantee given and investment made by the Company during the financial year ended March 31, 2025 are within the limits prescribed under Section 186 of the Companies Act, 2013. Further, the details of loan, guarantee given and investment made pursuant to Section 186 of the Companies Act, 2013 have been given in the note no 32 to the financial statements.

19. Particulars of contracts or arrangements with related parties

During the year under review, all transactions with related parties during the financial year 2024-25 were in the ordinary course of business and on arm's length basis and were reviewed by the Audit Committee of the Board. Further, during the financial year, the Company has not entered into any contract/ arrangement/ transaction with related parties which could be considered material in accordance with the Company's policy of Materiality of Related Party Transactions. Hence, no transaction is reported in Form No. AOC-2 in terms of Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.

The policy on related party transactions as approved by the Board of Directors has been uploaded on the Company's website at its weblink https://www. periatea.com/policies-and-code-of-conduct.

Further, as required by Schedule V of SEBI (LODR) Regulations, 2015, disclosures of transactions with any person or entity belonging to the promoter/promoter group which hold(s) 10% or more shareholding in the Company in the format prescribed in the relevant Accounting Standards, has been made in the relevant Notes to the Financial Statements.

20. Conservation of energy, technology absorption, foreign exchange earnings and outgo

The information on conservation of energy, technology absorption, foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith as Annexure B.

21. Risk Management

The Company has in place mechanism to identify, assess, monitor and mitigate various risks that may impact key business objectives of the Company and to ensure that all the current and future material risk exposures of the Company are identified, assessed, quantified, appropriately mitigated and managed, to establish a framework for the company's risk management process and to ensure company wise implementation to ensure systematic and uniform assessment of risks and to enable compliance with appropriate regulations, wherever applicable, through the adoption of best practices and to assure business growth with financial stability.

Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuous basis. These are discussed at the meetings of the Audit Committee and the Board of Directors of the Company. The Company's internal control systems are commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by Statutory and Internal Auditors. Significant audit observations and follow up actions thereon are reported to the Audit Committee.

22. Board Evaluation

Pursuant to the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Guidance Notes issued by SEBI in this regard, the Nomination and Remuneration Committee has formulated criteria for evaluation of the performance of the Board of Directors, its committees, Independent Directors, Non-Independent Directors, Chairman, CEO and the Managing Directors. Based on those criteria, performance evaluation has been done.

A structured questionnaire was prepared and circulated after taking into consideration inputs received from the Directors, covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations, ethics and compliances, financial reporting process and monitoring activities.

Performance parameters for the Board as a collective body included parameters like qualification and diversity of Board members, method and criteria for selection of independent directors to ensure independence, availability, appropriateness, clarity of understanding on risk scenarios faced by the

Company, existence, sufficiency and appropriateness of policy on dealing with potential conflicts of interest, involvement of Board members in long-term strategic planning etc. Based on these criteria, the performance of the Board, various Board Committees, Chairman, CEO, Managing Director and Individual Directors (including Independent Directors) was found to be satisfactory.

Independent Directors have reviewed the performance of Board, Non- Independent Director and Chairman in their separately held meeting without the participation of other Non-Independent Directors and members of management. Based on their review, the Independent Directors hold a unanimous opinion that the NonIndependent Directors, including the Chairman to the Board are experts with sufficient knowledge in their respective field of activities.

23. Directors and Key Managerial Personnel

a. Details of Directors retiring by rotation

Mr. Lakshmi Niwas Bangur (DIN: 00012617), Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. Brief profile of Mr. Lakshmi Niwas Bangur, who is to be re-appointed is furnished in the notice of the ensuing Annual General Meeting as per Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards 2. The Board of Directors of your Company recommends the re-appointment of Mr. Lakshmi Niwas Bangur at the ensuing Annual General Meeting.

b. Appointment / Reappointment/Cessation of Directors / Key Managerial Personnel

1. Mr. K. Ashokan resigned from the position of Chief Financial Officer (CFO) and Key Managerial Personnel (KMP) of the Company with effect from June 16, 2024. The vacancy arising from his resignation was duly filled by the appointment of Mr. Sreenivasan as Chief Financial Officer and Key Managerial Personnel of the Company with effect from July 22, 2024. The said appointment was made by the Board of Directors in compliance with the provisions of the Companies Act, 2013 and other applicable laws.

2. The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, have appointed

Mr. Amitav Kothari (DIN: 01097705) and Mr. Rajiv Kapasi (DIN: 02208714) as Non-Executive Independent Directors of the Company for a term of five (5) consecutive years with effect from September 20, 2024. The said appointments were subsequently approved by the shareholders through Postal Ballot, the results of which were declared on December 13, 2024, being the last date fixed for e-voting by the Company.

3. Mr. Harischandra Maneklal Parekh (DIN: 00026530), Mr. Pudugramam Ramachandran Ramakrishnan (DIN: 02715749), and Mr. Narasimhan Swaminathan (DIN: 02743671), Independent Non-Executive Directors of the Company, completed their second (2nd) and final term as Independent Directors in accordance with the applicable provisions of the Companies Act, 2013, and the rules made thereunder, as well as the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. Accordingly, they ceased to be Directors of the Company with effect from September 22, 2024. The Board of Directors and the Management of the Company expressed deep appreciation and gratitude to them for their extensive contribution and stewardship.

4. Mr. Shreeyash Bangur resigned from the post of Director and Key Managerial Personnel (Deputy Managing Director) of the Company with effect from closing business hours on March 31, 2025. The Board of Directors and the Management of the Company expressed deep appreciation and gratitude to him for his extensive contribution and stewardship.

All the Directors have confirmed that they are not disqualified from being appointed as Directors in terms of Section 164(2) of the Companies Act, 2013.

Apart from the aforesaid appointment/ reappointment/ cessation, there were no other changes in Board and KMPs.

24. Reports on the performance and financial position of each of the subsidiaries, Associates and Joint Venture Companies included in the Consolidated Financial Statements

During the Financial Year 2024-25, the Company did not have any Subsidiary, Associate or Joint Venture Company.

25. Details of significant and material orders passed by the Regulators or Courts or Tribunals

During the year under review, no significant and material order passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operation in future.

26. Adequacy of Internal Financial Controls with reference to the financial statements

The Company is having adequate internal financial control which is commensurate with the nature of its size and business. The Directors have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively. The Internal Financial Control systems of the Company are monitored and evaluated and reviewed by the Audit Committee. Further, the Board confirms the following:

1. Systems have been laid to ensure that all transactions are executed in accordance with management's general and specific authorization. There are well laid manuals for such general or specific authorization.

2. Systems and procedures exist to ensure that all transactions are recorded as is necessary to permit preparation of financial statements in conformity with generally accepted accounting principles or any other criteria applicable to such statements, and to maintain accountability for aspects and the timely preparation of reliable financial information.

3. Access to assets is permitted only in accordance with management's general and specific authorization. No assets of the Company are allowed to be used for personal purposes, except in accordance with terms of employment or except as specifically permitted.

4. The existing assets of the Company are verified/ checked at reasonable intervals and appropriate action is taken with respect to any differences, if any.

5. Proper systems are in place for prevention and detection of frauds and errors and for ensuring adherence to the Company's policies.

Based on the above, your Board is of the view that adequate internal financial controls exist in the Company. Further, the certificate from Chief Executive Officer and Chief Financial Officer, in terms of Regulation 17(8) of the SEBI (Listing Obligations & Disclosure Requirements), Regulations 2015, provided in this Annual Report, also certifies the adequacy of our Internal Control systems and procedures.

27. Statutory Auditors

In compliance with Section 139 of the Companies Act, 2013 read with Rules made thereunder, M/s Jayaraman & Krishna., Chartered Accountants (FRN: 011185S) have been appointed as the Statutory Auditors of the Company for a period of 5 (five) years from the conclusion of the 108th Annual General Meeting till the conclusion of the 113th Annual General Meeting to be held in the calendar year 2026.

28. Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company has appointed M/s Vinod Kothari & Company, Practising Company Secretaries to undertake the Secretarial Audit of the Company for the Financial Year 2024-25. The report of the Secretarial Auditors for the said year is annexed herewith as Annexure C which is self-explanatory. The said report does not contain any qualifications, reservations or adverse remark.

29. Internal Auditors

During the year under review, the Board of Directors, based on the recommendation of the Audit Committee at its meeting held on July 22, 2024, had approved the appointment of M/s. Kumbhat & Co., Chartered Accountants, Chennai, as Internal Auditors of the Company for the financial year 2024-25. However, due to internal and logistical constraints, M/s. Kumbhat & Co. resigned from the position with effect from September 2, 2024.

To fill the vacancy, M/s. Jha Yadav & Co., Chartered Accountants, Kolkata (Firm Registration No. 327725E), were appointed as the Internal Auditors of the Company for the financial year 2024-25 by the Board of Directors, on the recommendation of Audit Committee, at the meeting held on September 20, 2024, in accordance with the provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014.

Further, the Audit Committee considers and reviews the Internal Audit Report submitted by the Internal Auditor on a quarterly basis.

30. Auditors' Report

The notes on financial statements referred to in the Auditors Report are self- explanatory and do not call for any further comments. The Auditors Report does not contain any qualifications, reservations or adverse remarks.

31. Industrial Relations

The relation between management and labour was cordial during the year.

32. Particulars of employees

Disclosure pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is marked as Annexure D which is annexed hereto and forms a part of the Board Report.

33. Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place a policy on Sexual Harassment of Women at workplace in line with the requirements of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaint Committee has been set up to redress complaints received. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Committee has not received any complaint from any employee during the financial year 2024-25.

34. Whistle Blower Policy/Vigil Mechanism

The Board of Directors of the Company has established a Vigil Mechanism for Internal and External Stakeholders, including individual employees, directors and their representative bodies and adopted the Whistle Blower Policy in terms of Section 177(9) and (10) of the Companies Act, 2013 and rules thereof and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to report concerns about unethical behavior, wrongful conduct and violation of Company's Code of conduct or ethics policy. The details of which have been given

in the Corporate Governance Report annexed to this Report and also posted on the Company's website and can be accessed at the weblink https://www. periatea.com/policies-and-code-of-conduct.

35. Corporate Social Responsibility (CSR)

The Board has constituted a Corporate Social Responsibility Committee in accordance with section 135 of the Companies Act, 2013. The Annual Report on CSR activities including the details about the development of CSR Policy and initiatives taken by the Company on Corporate Social Responsibility during the year, as required by the Companies (Corporate Social Responsibility Policy) Rules, 2014 is given in the Annexure E to this report. The Corporate Social Responsibility Policy has been posted on the website of the Company and can be accessed at the link https://www.periatea.com/ policies-and-code-of-conduct.

The Company, along with other Group Companies, has set up a Registered Public Charitable Trust named as LNB Group Foundation as implementing agency of the Company to carry out CSR activities fall within the purview of Schedule VII of the Act read with the Companies (Corporate Social Responsibility Policy) Rules 2014.

36. Management Discussion and Analysis Report

The Management's Discussion and Analysis Report for the year under review, as stipulated under Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule V forms part of the Annual Report.

37. Corporate Governance

Your Company is committed to observe Good Corporate Governance practices. The report on Corporate Governance for the financial year ended March 31, 2025, as per Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Annual Report and annexed to this Report. The requisite certificate from Statutory Auditors M/s. Jayaraman & Krishna, Chartered Accountants confirming compliance with the conditions of corporate governance is attached to this Annual Report.

38. Certificate from CEO/CFO

The CEO/CFO certification pursuant to Regulation 17(8) read with Schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the year under review forms part of this Annual Report.

39. Annual Secretarial Audit under Listing Regulations

Pursuant to Regulation 24A of the Listing Regulations read with relevant circulars issued by SEBI and / or Stock Exchanges, an Annual Secretarial Compliance Report confirming compliance of all applicable SEBI Regulations, Circulars and Guidelines by the Company was issued by appointed M/s Vinod Kothari & Company, Practicing Company Secretaries and was filed with the Stock Exchange.

40. Code for prevention of Insider Trading

The Company has adopted a Code of Conduct for prevention of Insider Trading and Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive Information' (UPSI) as prescribed in SEBI (Prohibition of Insider Trading) Regulations, 2015.

The Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information is available on the website of the Company can be accessed at the https://www.periatea.com/policies- and-code-of-conduct.

41. Secretarial Standard

The Company has complied with all applicable Secretarial Standards during the year under review.

42. Maintenance of Cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013

The Company has maintained cost records as specified by the Central Government under sub

section (1) of section 148 of the Companies Act, 2013.

43. Details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year alongwith their status as at the end of the financial year.

During the year under review, no application has been made and no proceedings are pending under Insolvency and Bankruptcy Code, 2016 (31 of 2016).

44. Details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof.

During the under review, there was no one time settlement with Banks or Financial Institutions therefore, there is no instance of difference between amount of valuation done at the time of one time settlement and the valuation done while taking loan from the bank.

45. Acknowledgements

The Board expresses their gratitude to the shareholders, customers, vendors, financial institutions and banks for the support extended by them. The Board also appreciates the hard work and commitment of the employees of the Company at all levels during the year.