Kerala Ayurveda Limited has established a step-down wholly owned subsidiary in Europe to expand its Ayurvedic wellness solutions business. The company announced the registration of Kerala Ayurveda Europe B.V. through its existing wholly owned subsidiary Nutraveda PTE LTD.

Subsidiary Structure and Investment Details

The new European subsidiary represents a strategic expansion move for Kerala Ayurveda Limited's international operations. The investment structure involves Nutraveda PTE LTD subscribing to the share capital of the newly formed entity.

Business Objectives and Operations

Kerala Ayurveda Europe B.V. will focus on promoting and commercializing Ayurveda-based wellness solutions across the European market. The subsidiary has been established with two primary business activities that align with the parent company's core competencies in traditional Ayurvedic medicine and wellness services.

The company's European operations will encompass:

• Import, marketing, and distribution of certified Ayurveda products
• Operation of Ayurveda clinics offering consultations and holistic wellness services

Regulatory Compliance and Structure

The establishment of this step-down subsidiary does not fall within the purview of Related Party Transactions, as confirmed in the company's regulatory filing. The promoter, promoter group, and group companies of Kerala Ayurveda Limited do not have any interest in the newly formed European entity.

Strategic Market Expansion

This subsidiary formation represents Kerala Ayurveda Limited's commitment to expanding its international footprint in the growing global wellness market. The European market presents significant opportunities for Ayurvedic products and services, given the increasing consumer interest in holistic and traditional wellness solutions.

The newly incorporated company will leverage Kerala Ayurveda's expertise in traditional Ayurvedic medicine while adapting to European market requirements and regulations. As a newly registered entity, Kerala Ayurveda Europe B.V. does not have any historical turnover data, marking a fresh start for the company's European operations.

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency with stakeholders regarding this corporate development.

Kerala Ayurveda Limited has announced the grant of stock options to its employees under the Employee Restricted Stock Unit Plan 2023. The company's Nomination Remuneration Committee approved this significant employee benefit initiative on December 10, 2025.

Stock Option Grant Details

The committee approved the grant of 1,54,752 options at an exercise price of ₹10 per option to eligible employees. This grant represents a substantial allocation under the ESOP 2023 scheme, designed to align employee interests with long-term company performance.

Vesting Schedule and Structure

The options will vest over a 4-year period with specific vesting schedules for different employee categories. For the majority of employees, the vesting follows equal annual installments:

Standard Vesting Schedule:

• 25% at the end of first year from grant date
• 25% at the end of second year (cumulative 50%)
• 25% at the end of third year (cumulative 75%)
• 25% at the end of fourth year (cumulative 100%)

Alternative Vesting for Four Employees:

• 33.33% at the end of first year from grant date
• 33.33% at the end of second year (cumulative 66.66%)
• 33.34% at the end of third year (cumulative 100%)

Exercise and Share Conversion

Once vested, option holders will have one year within which the options may be exercised. Upon exercise, the 1,54,752 options will convert into an equal number of equity shares with a face value of ₹10 each, assuming all granted options are vested and exercised.

Scheme Administration

The ESOP 2023 is administered by the Nomination and Remuneration Committee of the company. The grant of options is based upon eligibility criteria as mentioned in the scheme. The granted options, once vested, will entitle option holders to acquire an equal number of equity shares upon payment of exercise price and applicable taxes in accordance with the terms and conditions of the scheme.

This employee stock option grant reflects Kerala Ayurveda's strategy to retain talent and provide employees with opportunities to participate in the company's growth through equity participation.