డైరెక్టర్ల నివేదిక LG Electronics India Ltd.
Your Board of Directors are pleased to present the 29th Annual Report on the business and operations of the Company and the
Audited Financial Statements for the financial year ended March 31, 2026.
This being the first report after the Initial Public Offer ("IPO") and listing of the equity shares on BSE Limited ("BSE") and
National Stock Exchange of India Limited ("NSE") (BSE and NSE hereinafter collectively referred as "Stock Exchanges"), the Board
welcomes all the shareholders.
FINANCIAL RESULTS
The Board''s Report is prepared based on the financial statements of the Company. The Company''s financial performance for the
year under review along with previous year''s figures are given hereunder -
|
Particulars |
Year Ended |
Year Ended |
|
Profit & Loss |
||
|
Revenue from Operations |
246,049.12 |
243,666.38 |
|
Other Income |
3,278.97 |
2,639.90 |
|
Total Income |
249,328.09 |
246,306.28 |
|
Profits before interest and depreciation |
27,362.02 |
33,741.14 |
|
Less: Finance cost |
405.84 |
306.46 |
|
Less: Depreciation and amortization expense |
3,961.07 |
3,803.57 |
|
Profit before taxes |
22,995.11 |
29,631.11 |
|
Tax expense |
6,144.18 |
7,597.63 |
|
Profit after taxes |
16,850.93 |
22,033.48 |
|
Other comprehensive income (Net of tax) |
102.93 |
-54.24 |
|
Total comprehensive income for the year |
16,953.86 |
21,979.24 |
|
Changes in Equity |
||
|
Balance brought forward from the previous years |
52,913.98 |
36,591.17 |
|
Add: Total comprehensive income for the year |
16,953.86 |
21,979.24 |
|
Less Issue of Bonus share during the year |
- |
5,656.43 |
|
Closing Balance |
69,867.84 |
52,913.98 |
FINANCIAL PERFORMANCE AND OPERATIONAL
HIGHLIGHTS
During the year, the Company recorded Revenue from Operations
of ''246,049.12 million and Total Income of ''249,328.09 million.
The Company reported EBITDA of ''24,083.05 million with
an EBITDA Margin of 9.79%, while Profit Before Tax and Profit
After Tax stood at ''22,995.11 million and ''16,850.93 million,
respectively. Cash inflow from operating activities remained
healthy at ''17,212.48 million.
The Company maintained strong financial fundamentals
with ROCE of 28.93% and Return on Net Worth of 22.09%.
During the year, the Company continued to focus on operational
excellence, product innovation, manufacturing efficiency and
customer-centric initiatives, thereby strengthening its market
position and creating long-term value for stakeholders.
a. Authorised Share Capital
The Authorised Share Capital of the Company as on March
31, 2026 is '' 15,00,00,00,000 divided into 150,00,00,000
equity shares of '' 10/- each. There was no change in the
authorised share capital of the Company, during the FY
2025-26.
b. Issued, Subscribed and Paid-up Share capital
The issued, subscribed, and paid-up share capital of
the Company as on March 31, 2026 is ''6,78,77,23,920
comprising 67,87,72,392 Equity Shares of ''10/- each.
There was no change in the share capital of the Company,
during the FY 2025-26.
Your directors do not propose to transfer any amount to
general reserve out of the amount available for appropriation.
The Board of Directors do not recommend any dividend for the
financial year ended March 31, 2026.
The Company has formulated and adopted a Dividend
Distribution Policy in the board meeting held on November
28, 2024 to establish the parameters to be considered
before declaring or recommending dividend by the Board of
Directors of the Company and lay down a broad framework for
decisions to be made with regard to (i) Distribution of Dividend
and (ii) Retaining profits so as to maintain a consistent
approach of returning cash to shareholders and for further
development of business. The Dividend Distribution Policy is
available on the Company''s website at https://www.lg.com/in/
investorrelations/code-and-policy/ .
SUBSIDIARY, JOINT VENTURE & ASSOCIATE
COMPANY
As on March 31, 2026, the Company does not have any
subsidiary/ material subsidiary, associate, or Joint Venture
Company within the meaning of the Companies Act, 2013.
The Policy for determining the Material subsidiary is available
on the website of the Company at https://www.lg.com/in/
investorrelations/code-and-policy/
MATERIAL CHANGES & COMMITMENTS AFFECTING
THE FINANCIAL POSITION
The equity shares of the Company were listed on the Stock
Exchanges - National Stock Exchange of India Limited and BSE
Limited on 14th October, 2025 through a successful Initial
Public Offer of 10,18,15,859 Equity Shares of face value of
''10 each aggregating to '' 1,01,81,58,590 comprising entirely
of an offer for sale (OFS / the Offer) by LG Electronics Inc.
("Promoter Selling Shareholder"). The Company had completed
its IPO successfully with participation of several leading
domestic and global institutional investors as well as NRIs,
HNIs and retail investors. The Board is gratified and humbled
by the faith shown in the Company by its shareholders.
The Board also places on record its gratitude for the
support provided by various Authorities, Book Running Lead
Managers, Stock Exchanges, Investors, Registrar and Transfer
Agent, Depositories, Counsels, Consultants, Auditors, other
intermediaries and employees of the Company for making the
IPO of the Company a grand success.
In addition to the above, there were no material changes and
commitments affecting the financial position of the Company
which have occurred between the end of the financial year of
the Company and the date of this Report.
UTILIZATION OF PROCEEDS OF INITIAL PUBLIC
OFFER (IPO)
During the year under review, the Company successfully
completed its Initial Public Offering (IPO), comprising entirely an
Offer for Sale (OFS) by the existing shareholder, LG Electronics
Inc. As the IPO did not involve any fresh issue of shares by
the Company, the disclosure relating to the utilization of IPO
proceeds is not applicable.
The Company has formulated a Policy on Related Party
Transactions in accordance with the provisions of the
Companies Act, 2013 and the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("SEBI Listing
Regulations"). The Policy is available on the Company''s website
at https://www.lg.com/in/investorrelations/code-and-policy/
All related party transactions are placed before the Audit
Committee for its review and approval. Omnibus approval
is also obtained from the Audit Committee for repetitive
transactions, in accordance with the aforesaid policy and the
applicable provisions of law.
During the year under review, the Company entered into one
material Related Party Transaction with LG Electronics Inc., the
Promoter of the Company, in accordance with the applicable
provisions of the law. The said transaction for FY 2025-2026
was approved by the shareholders of the Company at the
Annual General Meeting held on September 5, 2025.
Further, the shareholders of the Company have approved the
material Related Party Transaction for FY 2026-2027 through
Postal Ballot, approved by Members on March 31, 2026,
pursuant to Regulation 23 of the SEBI Listing Regulations, for
an aggregate amount of '' 72,500 million.
The particulars of Related Party Transactions, as required
under the Indian Accounting Standards (Ind AS), are disclosed
in the Notes forming part of the Financial Statements.
The disclosure of Related Party Transactions, as required under
Section 134(3)(h) of the Companies Act, 2013 read with Rule
8(2) of the Companies (Accounts) Rules, 2014, in Form AOC-
2, forms part of this Report as Annexure I.
REVISION OF FINANCIAL STATEMENTS
There was no revision of the financial statements for the year
under review. However, for the purpose of IPO, the Company
has re-stated the financial statements of preceding three
financial years pursuant to the provisions of the SEBI (Issue
of Capital and Disclosure Requirements) Regulations, 2018
("SEBI ICDR Regulations").
The Company continued to maintain the highest credit
rating of Crisil A1 for its short-term borrowings and Long¬
Term credit rating of AAA/stable from CRISIL. The rating
emphasizes the financial strength of the Company in terms
of the highest safety with regard to timely fulfillment of its
financial obligations.
The Company has laid down adequate internal financial controls
commensurate with the scale, size and nature of the business
of the Company. The Company has adopted the policies and
procedures for ensuring orderly and efficient conduct of its
business, including adherence to the Company''s policies,
safeguarding of its assets, prevention and detection of frauds
and errors, accuracy and completeness of the accounting
records and timely preparation of reliable financial disclosures.
Effectiveness of internal financial controls is ensured through
management reviews and controlled self-assessment.
During the year under review, the Company did not accept or
renew any deposits within the meaning of provisions of Chapter
V-Acceptance of Deposits as per the Companies Act, 2013
("Act") read with the Companies (Acceptance of Deposits)
Rules, 2014.
PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS
As on March 31, 2026, the Company has not provided any
loan / guarantee/ security in connection with such loan to any
person or any other body corporate, nor acquired Security of
any other body corporate as per Section 186 of the Act.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
(KMPS)
⢠Board of Directors
The composition of Board of Directors of the Company
is duly constituted. As on March 31, 2026, the Board
comprised 6 Directors, including the Chairman, Executive
Directors and Independent Directors.
⢠Chairman
Mr. Daehyun Song (DIN: 10835809), serve as the Non¬
Executive Director and Chairman of the Board.
« Independent Directors
During the year, there were 3 (three) Independent
Directors:
- Ms. Promila Bhardwaj, (DIN: 06428534)
- Mr. Ramesh Ramachandran Nair, (DIN: 02528707)
- Mr. Santosh Kumar Mohanty, (DIN: 06690879)
⢠Executive Directors
During the year, there were 2 (two) Executive Directors:
⢠Mr. Hong Ju Jeon, Managing Director, (DIN: 10041232)
⢠Mr. Dongmyung Seo, Whole Time Director and Chief
Financial Officer, (DIN: 09481866)
⢠Key Managerial Personnel (KMP):
During the year, there were 3 (three) KMPs of the
Company:
⢠Mr. Hong Ju Jeon, Managing Director
⢠Mr. Dongmyung Seo, Whole Time Director and Chief
Financial Officer
⢠Mr. Anuj Goyal, Company Secretary & Compliance
Officer
⢠Re-appointment of Director:
During the year under review, the tenure of Mr. Dongmyung
Seo as Whole Time Director expired on January 26,
2026. Based on the recommendation of Nomination and
Remuneration Committee (NRC) and Board of Directors,
he was re-appointed for a further period of four years
effective from January 27, 2026, which was subsequently
approved by the shareholders through Postal Ballot on
March 31, 2026.
I n the opinion of the Board, all the directors, as well as
the directors appointed / re-appointed during the year
and proposed to be appointed/ re-appointed possess the
requisite qualifications, skills, experience and expertise
and hold high standards of integrity.
⢠Resignation and retirement of Directors and KMPs:
During the Financial Year 2025-26, no director have
retired and/ or resigned.
⢠Retirement by rotation and subsequent re¬
appointment:
Pursuant to provision of section 152 of the Act,
Mr. Hong Ju Jeon, being the longest serving Director,
is liable to retire by rotation at the ensuing Annual
General Meeting and being eligible, offer himself for re¬
appointment.
The Board recommends his re-appointment.
As on the date of this report the Board has the following
Statutory Committees:
i. Audit Committee (AC)
ii. Nomination and Remuneration Committee (NRC)
iii. Stakeholders'' Relationship Committee (SRC)
iv. Risk Management Committee (RMC)
v. Corporate Social Responsibility Committee (CSR)
During the year under review, the Company had voluntary
constituted IPO Committee for the purpose of approving and
undertaking various activities in relation to the Offer and
listing of Equity Shares on the Stock Exchanges.
The Audit Committee comprises Mr. Santosh Kumar Mohanty
as Chairperson, Ms. Promila Bhardwaj and Mr. Dongmyung Seo
as members.
All the recommendations made by the Audit Committee were
accepted by the Board during the year. Further, details on the
above committee of the Board are given in the Corporate
Governance Report.
Board Independence
Pursuant to Section 149(6) of the Companies Act, 2013
and Regulation 25 (8) of the SEBI Listing Regulations, all
Independent Directors have submitted declarations confirming
they meet the criteria of Independence. They have further
confirmed that compliance with the Company''s Code of
Conduct and that they are not debarred by any SEBI order. The
Board has formally taken these declarations on record.
Familiarization program
The details of familiarization programs for Independent
Directors are available on the Company''s website at https://
www.lg.com/in/investorrelations/disclosure-under-regulation-
46-of-SEBI-LODR-regulation/
Board Meetings
10 (Ten) meetings of the Board of Directors of the Company
were held during the Financial Year 2025-26. For details
of meetings of the Board, please refer to the Corporate
Governance Report, which forms part of this Annual Report.
Pursuant to the requirements of Schedule IV to the Companies
Act, 2013 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, One separate Meeting of
the Independent Directors of the Company were held during
the reported year, on March 27, 2026, without the presence of
Non-Independent Directors and members of the management,
to inter-alia review the performance of Non-Independent
Directors and the Board as a whole, the performance of the
Chairperson of the Company, taking into account the views
of Executive Directors, Non- Executive Non- Independent
Directors and also to assess the quality, quantity and timeliness
of flow of information between the Company Management and
the Board.
Formal Annual Evaluation
Pursuant to the provisions of the Companies Act, 2013
and Regulation 17(10) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and in accordance
with the parameters suggested by the Nomination and
Remuneration Committee, the Board of Directors carried
out an annual evaluation for the Financial Year 2025-26, of
its own performance, its Committees and Individual Directors
(including the Chairman). The evaluation was undertaken
by way of internal assessments, based on a combination of
detailed questionnaires and verbal discussions.
The Company also has in place a Nomination and Remuneration
policy to consider matters relating to the remuneration,
appointment and removal of the Directors, Key Managerial
Personnel and Senior Management and the same is available
on the website of the Company at thehttps://www.lg.com/in/
investorrelations/code-and-policy/
Performance Evaluation of the Board and Committees
The performance of the Board was evaluated by the Board
Members after considering inputs from all the Directors
primarily on:
⢠Board composition and quality with emphasis on its size,
diversity, skill set of members;
⢠Board''s alignment with the Company''s values and vision;
⢠Board''s participation and contribution in discussions
related to both strategic matters and risk management
appropriately;
⢠Board engagement with the broader leadership team;
⢠Periodic review of the Company''s management and
internal control system for appropriateness and relevance;
⢠Board process and procedure with emphasis on the
frequency of meetings, attendance thereof and flow of
information;
⢠Oversight of the Financial Reporting process including
Internal Controls and Audit Functions;
⢠Engagement in Corporate Governance, ethics and
compliance with the Company''s code of conduct.
The Board evaluated the performance of the Committees
on the following parameters:
⢠Agenda and conduct of each Committee meeting is
appropriately driven by the respective Committee Chair;
⢠Appropriateness of size and composition;
⢠Clarity of mandate and well-defined agenda;
⢠Report to the Board on the Committee''s activities;
⢠Availability of appropriate internal and external support
or resources to the Committees.
Performance Evaluation of Individual Directors
The performance evaluation of the Individual Directors were
carried out by the Board and other Individual Directors,
considering aspects such as:
⢠Display of effective leadership qualities and skill;
⢠Exercise their duties with due diligence and reasonable
care;
⢠I ndependent Directors are also independent in their view
and judgements;
⢠I ndependent Directors have separate meeting(s) each
year, independent of other Board Members and the
management;
⢠I mplementation of observations/ recommendations of
Board Members;
⢠Effective and timely resolution of grievances of Board
Members;
⢠Sufficient knowledge of Company strategy and objective;
⢠Adequate and productive use of knowledge and experience
of the Independent Directors for the functioning of Board;
⢠Efforts for professional development to enable better
fulfilment of their responsibilities;
⢠Open and effective participation in Board discussions;
Evaluation Outcome
The outcome showed that the Board is knowledgeable, balanced
and functions very effectively. Management is transparent,
agendas are sent promptly and minutes are accurately recorded.
The composition of the Board Committees has been suitable,
and each committee has acted responsibly.
The Audit Committee functions to maintain the highest
standards, particularly concerning related party transactions,
impairment and pending (outstanding) receivables. Separate
meetings with statutory auditors are regularly held without
the presence of management representatives. Statutory and
internal auditors are encouraged to exchange their findings
wherever necessary. In certain matters of high importance
outside legal advice is also taken.
The Independent Directors bring extensive experience to the
Board and management values their inputs. They discharge
their responsibilities effectively with independent judgement
and management responds promptly to their recommendations.
The Independent Directors also meet separately.
The non-independent directors are well-versed in their business
areas and add meaningful value to decisions.
The Chairman provides effective leadership, is well informed
and ensures the smooth functioning of the Board and the
Company. He encourages open and constructive discussions.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 134(3) (c) & (5) of the Companies Act
2013, the Directors to the best of their knowledge hereby
state and confirm that:
1. I n the preparation of the annual accounts, the applicable
accounting standards had been followed along with
proper explanation relating to material departures;
2. 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 2025-26 and of the profit
and loss of the Company for that period;
3. 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.
4. The directors had prepared the annual accounts on a
going concern basis.
5. the Directors had laid down adequate internal financial
controls to be followed by the Company and that such
internal financial controls are adequate and operating
effectively; and
6. 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.
PARTICULARS OF EMPLOYEES AND REMUNERATION
Disclosure pertaining to remuneration and other details as
required under Section 197(12) of the Companies Act, 2013
("the Act") read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014
(including any statutory modifications or amendments
thereto), is attached as Annexure II.
In accordance with the provisions of Section 136(1) of the Act,
the Annual Report is being sent to the members of the Company
excluding the statement containing particulars of employees
as required under Section 197 (12) read with Rule 5(2) and
5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014. Any Member interested
in obtaining a copy of the said statement may write to the
Company Secretary at [email protected].
Further, pursuant to Section 197(14) of the Act, it is confirmed
that none of the managerial personnel of the Company,
including the Managing Director and Whole-time Director,
receive any commission from the Company. It is also confirmed
that none of the employees listed in the said Annexure are
related to any Director of the Company.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
LG Electronics India firmly believes that social responsibility
is an integral part of our organizational philosophy.
This commitment is reflected in our business practices,
accountability and our dedication to enhancing the well¬
being of communities and society through meaningful social
initiatives. The Company has in place a CSR Policy framed
in accordance with the requirements of Section 135 of the
Companies Act and Rules framed thereunder. The CSR Policy is
available on the Company''s website at https://www.lg.com/in/
investorrelations/code-and-policy/
The Composition of the CSR Committee is disclosed in the
Corporate Governance Report forming part of the Annual
Report.
The details of the CSR, setting out the disclosures as per Rule
8 of the Companies (Corporate Social Responsibility Policy)
Rules, 2014 is annexed herewith as Annexure-III.
Pursuant to the provisions of Section 92(3) and Section
134(3)(a) of the Companies Act, 2013, the Annual Return of
the Company is available on the Company''s website and can be
accessed at https://www.lg.com/in/investorrelations/annual-
return/
The Company is committed to maintaining the highest
standards of Corporate Governance and adheres to best-
in-class governance practices. The Company''s governance
framework is guided by its core values, code of conduct, and
a strong emphasis on transparency, accountability, and ethical
business practices.
Pursuant to Regulation 34 of the SEBI Listing Regulations, a
detailed Corporate Governance Report, along with a certificate
from a Practicing Company Secretary confirming compliance
with conditions of Corporate Governance, forms an integral
part of this Annual Report.
A Certificate of the Managing Director and Chief Financial
Officer (CFO) of the Company in terms of the SEBI Listing
Regulations, inter-alia, confirming the correctness of the
financial statements and cash flow statements, adequacy of
the internal control measures and reporting of matters to the
Audit Committee, is also annexed to the Corporate Governance
Report.
MANAGEMENT DISCUSSION AND ANALYSIS
REPORT
The Management Discussion and Analysis Report for the FY
2025-26, as stipulated under the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 is presented in a
separate section, forming part of the Annual Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT
Pursuant to Regulation 34(2)(f) of the Listing Regulations, as
amended, the Business Responsibility and Sustainability Report
in the prescribed format forms part of this Annual Report.
COMPLIANCE WITH SECRETARIAL STANDARDS
As required under Section 118 (10) of the Companies Act, 2013,
the Company has complied with the applicable Secretarial
Standards issued by the Institute of Company Secretaries of
India.
A. Statutory Auditors
M/s Price Waterhouse Chartered Accountants LLP,
Chartered Accountants (Firm Registration No. 012754N/
N500016), the Statutory Auditors of the Company, shall
complete their second consecutive term of five years at
the conclusion of the ensuing Annual General Meeting
("AGM"). Accordingly, their tenure as the Statutory
Auditors of the Company shall conclude at the conclusion
of the ensuing AGM in accordance with the provisions of
Section 139 of the Companies Act, 2013 and the rules
made thereunder.
Based on the recommendation of the Audit Committee,
the Board of Directors has approved and recommended
the appointment of M/s Deloitte Haskins & Sells LLP,
Chartered Accountants (Firm Registration No. 117364W/
W100739), as the Statutory Auditors of the Company for
a term of five consecutive years, commencing from the
conclusion of the ensuing 29th AGM until the conclusion
of the Annual General Meeting to be held in the year
2031, subject to the approval of the Members.
Statutory Auditors'' Report
The Statutory Auditors'' Report on the financial
statements for the financial year ended March 31,
2026, does not contain any qualification, reservation,
adverse remark or disclaimer. The notes to the financial
statements referred to in the Auditors'' Report are self¬
explanatory and, therefore, do not call for any further
comments under Section 134(3)(f) of the Companies Act,
2013.
Details in respect of frauds reported by auditors
During the financial year under review, the Statutory
Auditors have not reported any instance of fraud under
Section 143(12) of the Companies Act, 2013.
B. Cost Auditors
As per Section 148 of the Companies Act, 2013, the
Company is required to have the audit of its cost records
conducted by a Cost Accountant in practice.
Pursuant to the provisions of Section 148 of the
Companies Act, 2013 read with Rules made thereunder,
based on the recommendation of the Audit Committee,
the Board of Directors re-appointed M/s J K Kabra & Co,
Cost Accountants (Firm Registration No 0009 & Partner
registration No 11827) as the Cost Auditor of the Company
for the financial year 2026-2027, at an remuneration
of '' 2.50 lakh, plus applicable taxes, reimbursement of
out-of-pocket, subject to the ratification/approval of the
members, if required under the applicable provisions of
the Companies Act, 2013.
M/s J K Kabra & Co, Cost Accountants, conducted the
cost Audit of the Company''s cost records for the financial
year ended March 31, 2026.
Disclosure on maintenance of Cost Records
The Company made and maintained the Cost Records
under Section 148 of the Companies Act, 2013 for the
financial year 2025-26.
C. Secretarial Auditors
Pursuant to the provisions of Section 204 of the
Companies Act, 2013 read with Regulation 24A of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended, M/s Dhananjay Shukla &
Associates, Practising Company Secretaries, conducted
the Secretarial Audit of the Company for the financial
year ended March 31, 2026.
Further, based on the recommendation of the Audit
Committee, the Board of Directors has approved and
recommended the appointment of M/s Dhananjay Shukla
& Associates, Practising Company Secretaries, (Firm
Registration No P2025HR323300 and Peer Review
Certificate No. 2057/2022) as the Secretarial Auditors
of the Company for a term of five consecutive years
commencing from the financial year 2026-27, subject to
the approval of the Members, wherever applicable.
Secretarial Audit Report
The Secretarial Audit Report for the financial year
ended March 31, 2026, forms part of this Annual Report
as Annexure IV. The Report does not contain any
qualification, reservation, adverse remark or disclaimer.
Annual Secretarial Compliance Report
Pursuant to Regulation 24A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Annual Secretarial Compliance Report for the
financial year ended March 31, 2026, issued by M/s Neeraj
Arora & Associates, Practicing Company Secretaries,
has been submitted to the Stock Exchanges within the
prescribed timelines
DISCLOSURE UNDER FOREIGN EXCHANGE
MANAGEMENT ACT, 1999
The Company is in compliance with the applicable provisions
of the Foreign Exchange Management Act, 1999 and the Rules
and Regulations made thereunder. The Company has duly filed
forms FC-GPR and FC-TRS on the RBI FIRMS portal during the
year.
Pursuant to Regulation 21 of the SEBI Listing Regulations,
the Company has a Risk Management Committee, the details
of which are given in the Corporate Governance Report. The
Company has adopted the Risk Management Policy in the
board meeting held on November 28, 2024 to ensure that
all the current and future material risk exposures of the
Company are identified, assessed, quantified, appropriately
mitigated, minimized and managed i.e. to ensure adequate
systems for risk management and to establish a framework for
identification of internal and external risks specifically faced
by the Company, in particular including financial, operational,
sectoral, sustainability, information, cyber security risks, or
any other risk as may be determined by the Risk Management
Committee for the company''s risk management process and to
ensure its implementation.
DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM
As per the Companies Act, 2013 and the SEBI Listing
Regulations, the Company has Vigil Mechanism/ Whistle Blower
Policy and the same is hosted on the Company''s website which
can be accessed at https://www.lg.com/in/investorrelations/
code-and-policy/.
A mechanism has been established for stakeholders to report
concerns about unethical behavior, actual or suspected fraud
or violation of Code of Conduct and Ethics. It also provides for
adequate safeguards against the victimization of stakeholders
who avail of the mechanism and allows direct access to
Chairperson of the audit committee in exceptional cases.
The Company hereby affirms that no Director/ employee has
been denied access to the Managing Director, during the
Financial Year 2025-26. For more details refer to the Corporate
Governance report of the Company.
DISCLOSURE UNDER THE SEXUAL HARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
The Company has a policy of zero tolerance in line with the
provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
The details of number of complaints, received during FY
2025-26, pending and resolved are provided in the Corporate
Governance Report:
a. Number of complaints received by the Committee during
the year: 1 (one)
b. Number of complaints disposed off during the year: 1
(one)
c. Number of cases pending for more than ninety days.
None
RESEARCH & DEVELOPMENT, CONSERVATION OF
ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE
The Company continues to focus on Research and Development
activities with specific reference to emission conformance, fuel
efficiency, vehicular performance and enhancement of safety,
aesthetics & ride comfort and green initiatives. Expenditure
incurred by way of capital and revenue on these activities is
shown separately in this report. The particulars prescribed
under Section 134 of the Companies Act, 2013 read with
Rule 8 (3) of the Companies (Accounts) Rules, 2014, relating
to Conservation of Energy, Technology Absorption, Foreign
Exchange Earnings and Outgo are also furnished in Annexure
V to this Report.
SIGNIFICANT AND MATERIAL ORDERS PASSED
There were no significant and material orders passed by
the Regulators or Courts or Tribunals impacting the going
concern status of the Company and its operations in the
future. However, there was one case filed against the Company
under Insolvency & Bankruptcy Code by E Waste vendor
namely Deshwal Waste Management Private Limited (DWMPL)
which was dismissed pursuant to an order dated July 28, 2023
passed by the National Company Law Tribunal, New Delhi Bench
DWMPL again filed a petition dated August 22, 2024 against
our Company before the National Company Law Tribunal, New
Delhi Bench at New Delhi on similar grounds, i.e., to initiate
corporate insolvency resolution process under the Insolvency
and Bankruptcy Code, 2016. Our Company has received court
notice, and the Company have filed the reply to which DWMPL
filed Rejoinder.
⢠There was no instance of one-time settlement with any
Bank or Financial Institution.
⢠There are no unclaimed/unpaid dividends during the year.
Therefore, the Company was not required to transfer any
amount to Investor Education and Protection Fund.
⢠There has been no change in the nature of business of the
Company.
⢠The Company has complied with all relevant provisions
under Maternity Benefit Act, 1961.
Your Directors take this opportunity to acknowledge the
continuous support of its holding company LG Electronics
Inc, Institutional Investors (Domestic), Institutional Investors
(Foreign), and the retail shareholders of the Company. Your
Directors would like to express their appreciation for the
assistance and co-operation received from the Government
authorities, Financial Institutions, Banks, Customers, Dealers,
Vendors, Employees Union and all other business associates.
The Directors also wish to place on record their deep sense of
appreciation for the committed services by all the employees
of the Company.
On behalf of the Board of Directors
Of LG Electronics India Limited
Sd/- Sd/-
(Hong Ju Jeon) (Dongmyung Seo)
Managing Director Whole Time Director & CFO
DIN: 10041232 DIN: 09481866
Place: Noida Place: Seoul, South Korea
Date: July 21, 2026
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