General information about company |
|
|---|---|
| Scrip Code | 540180 |
| NSE Symbol | VBL |
| MSEI Symbol | NOTLISTED |
| ISIN | INE200M01039 |
| Name of the entity | VARUN BEVERAGES LIMITED |
| Date of start of financial year | 01-Jan-2026 |
| Date of end of financial year | 31-Dec-2026 |
| Reporting Quarter | Quarterly |
| Date of Quarter Ending | 31-Mar-2026 |
| Type of company | Equity |
| Whether Annexure I (Part A) of the SEBI Circular dated December 31, 2024 related to Compliance Report on Corporate Governance is applicable to the entity? | Yes |
| Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity? | Yes |
| Whether Annexure I (Part C) of the SEBI Circular dated December 31, 2024 related to Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies is Applicable to the entity? | Yes |
| Whether Annexure I (Part D) of the SEBI Circular dated December 31, 2024 related to Disclosure of Imposition of Fine or Penalty is Applicable to the entity? | Yes |
| Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity? | No |
| Reason For Part E Of Annexure I Disclosure Of Updates To Ongoing Tax Litigations Or Disputes Is Not Applicable To The Entity | There were no updates on ongoing tax litigations or disputes in terms of provisions of Para B(8) of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 during this reporting period. |
| Whether Annexure I (Part F) of the SEBI Circular dated December 31, 2024 related to Disclosure Of Loans / Guarantees / Comfort Letters / Securities Etc. is Applicable to the entity? | |
| Risk management committee | Yes |
| Market Capitalisation as per immediate previous Financial Year | Top 100 listed entities |
| Is SCORE ID Available ? | Yes |
| SCORE Registration ID | v00412 |
| Reason For No SCORE ID | |
| Type of Submission | New |
| Remarks (website dissemination) | |
Annexure I |
||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Annexure I to be submitted by listed entity on quarterly basis | ||||||||||||||||||||||||||
| I. Composition of Board of Directors |
| Disclosure of notes on composition of board of directors explanatory | As per Reg. 26 of SEBI LODR, no. of post of Chairperson in Audit/Stakeholder Committee held includes public limited companies, whether listed or not. The Shareholders of the Company at their 31st Annual General Meeting held on 1 April 2026 approved the continuation of directorship of Mr. Abhiram Seth (DIN: 00176144) as a Non-Executive Independent Director in terms of Regulation 17(1A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (who will attain 75 years of age on December 8, 2026 till his current tenure of appointment i.e. upto May 1, 2028). | |||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Whether the listed entity has a Regular Chairperson | Yes | |||||||||||||||||||||||||
| Whether Chairperson is related to MD or CEO | No | Disqualification of Directors under section 164 of the Companies Act, 2013 | ||||||||||||||||||||||||
| Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | Date of Birth | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | Initial Date of appointment | Date of Re-appointment | Date of cessation | Tenure of director (in months) | No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations) | No of Independent Directorship in listed entities including this listed entity [with reference to proviso to regulation 17A(1) & 17A(2)] | Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations) | No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations) | Reason for Cessation | Notes for not providing PAN | Notes for not providing DIN |
| 1 | Mr. | Ravi Kant Jaipuria | 00003668 | Non-Executive - Non Independent Director | Chairperson related to Promoter | 28-Nov-1954 | No | Active | NA | 16-Jun-1995 | 3 | 0 | 1 | 0 | ||||||||||||
| 2 | Mr. | Varun Jaipuria | 02465412 | Executive Director | Not Applicable | 10-Nov-1987 | No | Active | NA | 01-Jan-2009 | 01-Nov-2024 | 2 | 0 | 0 | 0 | |||||||||||
| 3 | Mr. | Raj Pal Gandhi | 00003649 | Executive Director | Not Applicable | 07-Jun-1957 | No | Active | NA | 21-Oct-2004 | 01-Nov-2024 | 2 | 0 | 5 | 0 | |||||||||||
| 4 | Mr. | Rajinder Jeet Singh Bagga | 08440479 | Executive Director | Not Applicable | 05-Jul-1963 | No | Active | NA | 02-May-2019 | 02-May-2024 | 1 | 0 | 0 | 0 | |||||||||||
| 5 | Mr. | Naresh Trehan | 00012148 | Non-Executive - Non Independent Director | Not Applicable | 12-Aug-1946 | No | Active | Yes | 03-Apr-2024 | 21-Apr-2024 | 2 | 0 | 0 | 0 | |||||||||||
| 6 | Mr. | Ravi Gupta | 00023487 | Non-Executive - Independent Director | Not Applicable | 21-Oct-1954 | No | Active | NA | 19-Mar-2018 | 19-Mar-2023 | 96.13 | 4 | 4 | 8 | 5 | ||||||||||
| 7 | Mr. | Abhiram Seth | 00176144 | Non-Executive - Independent Director | Not Applicable | 09-Dec-1951 | No | Active | NA | 02-May-2023 | 34.3 | 2 | 2 | 3 | 2 | |||||||||||
| 8 | Mr. | Anil Kumar Sondhi | 00696535 | Non-Executive - Independent Director | Not Applicable | 31-Jan-1956 | No | Active | NA | 02-May-2023 | 34.3 | 1 | 1 | 0 | 0 | |||||||||||
| 9 | Ms. | Sita Khosla | 01001803 | Non-Executive - Independent Director | Not Applicable | 01-May-1962 | No | Active | NA | 16-Feb-2018 | 16-Feb-2023 | 97.13 | 1 | 1 | 2 | 1 | ||||||||||
| 10 | Ms. | Rashmi Dhariwal | 00337814 | Non-Executive - Independent Director | Not Applicable | 02-Jun-1956 | No | Active | NA | 19-Mar-2018 | 19-Mar-2023 | 96.13 | 3 | 3 | 10 | 2 | ||||||||||
Annexure 1 |
|
|---|---|
II. Composition of Committees |
|
| Disclosure of notes on composition of committees explanatory | .To comply with Regulation 21 of SEBI (LODR) (Amendment) Regulations, 2018 the Board of Directors of the Company have renamed Audit Committee as Audit and Risk Management Committee w.e.f August 9, 2018. |
Audit Committee Details |
|
|---|---|
| Whether the Audit Committee has a Regular Chairperson | Yes |
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
|---|---|---|---|---|---|---|---|
| 1 | 00023487 | Ravi Gupta | Non-Executive - Independent Director | Chairperson | 19-Mar-2018 | ||
| 2 | 00337814 | Rashmi Dhariwal | Non-Executive - Independent Director | Member | 19-Mar-2018 | ||
| 3 | 01001803 | Sita Khosla | Non-Executive - Independent Director | Member | 30-Oct-2019 |
Nomination and remuneration committee |
|
|---|---|
| Whether the Nomination and remuneration committee has a Regular Chairperson | Yes |
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
|---|---|---|---|---|---|---|---|
| 1 | 00337814 | Rashmi Dhariwal | Non-Executive - Independent Director | Chairperson | 19-Mar-2018 | ||
| 2 | 00003668 | Ravi Kant Jaipuria | Non-Executive - Non Independent Director | Member | 27-Apr-2016 | ||
| 3 | 00023487 | Ravi Gupta | Non-Executive - Independent Director | Member | 19-Mar-2018 |
Stakeholders Relationship Committee |
||
|---|---|---|
| Whether the Stakeholders Relationship Committee has a Regular Chairperson | Yes | |
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
|---|---|---|---|---|---|---|---|
| 1 | 01001803 | Sita Khosla | Non-Executive - Independent Director | Chairperson | 19-Mar-2018 | ||
| 2 | 00003649 | Raj Pal Gandhi | Executive Director | Member | 28-Mar-2016 | ||
| 3 | 00337814 | Rashmi Dhariwal | Non-Executive - Independent Director | Member | 07-Feb-2019 |
Risk Management Committee |
|
|---|---|
| Whether the Risk Management Committee has a Regular Chairperson | Yes |
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
|---|---|---|---|---|---|---|---|
| 1 | 00023487 | Ravi Gupta | ID | Chairperson | 09-Aug-2018 | ||
| 2 | 00337814 | Rashmi Dhariwal | ID | Member | 09-Aug-2018 | ||
| 3 | 01001803 | Sita Khosla | ID | Member | 30-Oct-2019 |
Annexure 1 |
||||||||
|---|---|---|---|---|---|---|---|---|
| III. Meeting of Board of Directors | ||||||||
| Disclosure of notes on meeting of board of directors explanatory | ||||||||
| Sr | Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) | Maximum gap between any two consecutive (in number of days) | Notes for not providing Date | Whether requirement of Quorum met (Yes/No) | Total Number of Directors as on date of the meeting | Number of Directors present* (All directors including Independent Director) | No. of Independent Directors attending the meeting* | |
| 1 | 29-Oct-2025 | Yes | 10 | 9 | 4 | |||
| 2 | 21-Dec-2025 | 52 | Yes | 10 | 9 | 4 | ||
| 3 | 03-Feb-2026 | 43 | Yes | 10 | 10 | 5 | ||
Annexure 1 |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| IV. Meeting of Committees | ||||||||||
| Disclosure of notes on meeting of committees explanatory | ||||||||||
| Sr | Name of Committee | Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) | Maximum gap between any two consecutive (in number of days) | Name of other committee | Reson for not providing date | Whether requirement of Quorum met (Yes/No) | Total Number of Directors in the Committee as on date of the meeting | Number of Directors Present (All Directors including Independent Director) | No. of Independent Directors attending the meeting* | No. of members attending the meeting (other than Board of Directors) |
| 1 | Audit Committee | 29-Oct-2025 | Yes | 3 | 3 | 3 | 0 | |||
| 2 | Audit Committee | 03-Feb-2026 | 96 | Yes | 3 | 3 | 3 | 0 | ||
| 3 | Risk Management Committee | 29-Oct-2025 | Yes | 3 | 3 | 3 | 0 | |||
| 4 | Risk Management Committee | 03-Feb-2026 | 96 | Yes | 3 | 3 | 3 | 0 | ||
| 5 | Nomination and remuneration committee | 29-Oct-2025 | Yes | 3 | 3 | 2 | 0 | |||
| 6 | Nomination and remuneration committee | 03-Feb-2026 | 96 | Yes | 3 | 3 | 2 | 0 | ||
| 7 | Stakeholders Relationship Committee | 03-Feb-2026 | Yes | 3 | 3 | 2 | 0 | |||
Annexure 1 |
||
|---|---|---|
| VI. Affirmations | ||
| Sr | Subject | Compliance status (Yes/No) |
| 1 | The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 | Yes |
| 2 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee | Yes |
| 3 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee | Yes |
| 4 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee | Yes |
| 5 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable to the top 1000 listed entities) | Yes |
| 6 | The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. | Yes |
| 7 | The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015 | Yes |
| 8 | This report and/or the report submitted in the previous quarter has been placed before Board of Directors. | Yes |
| 9 | Any comments/observations/advice of Board of Directors may be mentioned here: |
|---|
Annexure 1 |
||
|---|---|---|
| Sr | Subject | Compliance status |
| 1 | Name of signatory | Ravi Batra |
| 2 | Designation | Company Secretary and Compliance Officer |
Details of Cyber security incidence |
||
|---|---|---|
| Whether as per Regulation 27(2)(ba) of SEBI (LODR) Regulations, 2015 there has been cyber security incidents or breaches or loss of data or documents during the quarter | No | |
| Other details of cyber security incidence or breaches or loss of data event | ||
| Number of cyber security incidence or breaches or loss of data event occurred during the quarter | ||
| Sr | Date of the event | Brief details of the event |
|---|
Signatory Details |
|
|---|---|
| Name of signatory | Ravi Batra |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Gurugram |
| Date | 20-Apr-2026 |
Investor Grievance Details |
|
|---|---|
| No. of investor complaints pending at the beginning of Quarter | 0 |
| No. of investor complaints received during the Quarter | 0 |
| No. of investor complaints disposed off during the Quarter | 0 |
| No. of investor complaints those remaining unresolved at the end of the Quarter | 0 |
Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies- |
|||||
|---|---|---|---|---|---|
| Any Other Information for Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies | Note to Entry No. 1: Acquisition of additional 23% Equity Share Capital of Jager Renewables Two Private Limited (a special purpose vehicle engaged to generate & supply solar power to consumers in the state of Rajasthan) to obtain solar power for captive consumption. Upon consummation of the above-mentioned transaction, Company holds 49% of Equity Share Capital of Jager Renewables Two Private Limited. Note to Entry No. 2 - The Beverage Company Proprietary Limited, subsidiary in South Africa, acquired 100% Share Capital of Twizza Proprietary Limited (a company incorporated under the laws of South Africa) and accordingly it become step down subsidiary of the Company. | ||||
| Sr. No. | Name of the unlisted company in which shares or voting rights have been acquired | Date of acquisition | Aggregate holding (% shares or voting rights) as at the end of the previous quarter | % shares or voting rights acquired during the quarter | Aggregate holding (% shares or voting rights) as at the end of the quarter |
| 1 | Jager Renewables Two Private Limited | 11-Mar-2026 | 26.00 | 23.00 | 49.00 |
| 2 | Twizza Proprietary Limited | 18-Mar-2026 | 0 | 100 | 100 |
Disclosure of Imposition of Fine or Penalty |
|||||
|---|---|---|---|---|---|
| Any Other Information for Disclosure of Imposition of Fine or Penalty | |||||
| Sr. No. | Name of the authority | Nature and details of the action(s) taken or order(s) passed | Date of receipt of direction or order, including any ad interim or interim orders, or any other communication from the authority | Details of the violation(s)/ contravention(s) committed or alleged to be committed | Impact on financial, operation or other activities of the listed entity, quantifiable in monetary terms to the extent possible |
| 1 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 06-Jan-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 2 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 09-Jan-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 3 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 13-Jan-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 4 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 15-Jan-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 5 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 27-Jan-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 6 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 09-Feb-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 7 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 12-Feb-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 8 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 04-Feb-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 9 | Central Board of Indirect Taxes & Customs | Fine of Rs. 10,000 for delayed filing of Bill of Entry | 21-Feb-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 10 | Central Board of Indirect Taxes & Customs | Fine of Rs. 10,000 for delayed filing of Bill of Entry | 21-Feb-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 11 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed filing of Bill of Entry | 25-Mar-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
| 12 | Central Board of Indirect Taxes & Customs | Fine of Rs. 5,000 for delayed intimation of import of goods in India | 27-Mar-2026 | Refer Nature and details of the action(s) taken or order(s) passed | There is no material impact on financial, operational, or other activities of the Company |
Disclosure of Updates to Ongoing Tax Litigations or Disputes |
|||||
|---|---|---|---|---|---|
| Any Other Information for Disclosure of Updates to Ongoing Tax Litigations or Disputes | |||||
| Sr. No. | Name of the opposing party | Date of initiation of the litigation / dispute | Status of the litigation / dispute as per last disclosure | Current status of the litigation / dispute | |