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's Board of Directors conducted a meeting on December 17, 2025, approving the re-appointment of Ms. Shilpa Kiran Gududur for a second five-year term and authorizing a postal ballot for shareholder approvals on key corporate matters. The board decisions were disclosed under Regulation 30 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.

Board Meeting Decisions

The board meeting held on December 17, 2025, resulted in significant corporate governance decisions that require shareholder approval through postal ballot process. These decisions reflect the company's commitment to maintaining robust leadership and regulatory compliance.

Director Re-appointment Details

Ms. Shilpa Kiran Gududur's re-appointment for a second consecutive term as director spans five years, from February 15, 2026, through February 14, 2031, subject to member approval through the postal ballot process. The re-appointment demonstrates the board's confidence in her leadership capabilities and professional expertise.

Ms. Gududur brings over 23 years of professional experience to the board. Her qualifications include practicing Company Secretary credentials, Registered Valuer-SFA certification, and Insolvency Professional designation. She also serves as a Certified Peer Reviewer of Company Secretaries.

Professional Background and Expertise

Ms. Gududur's educational background includes a Bachelor's degree from the University of Mumbai, a Bachelor of Law from Bangalore University, and a Master's in Business Law from the National Law School, Bangalore. She is also the Founder Member and Past President of Bangalore Valuers Association.

Postal Ballot Matters

The board has authorized the issuance of a postal ballot notice to seek shareholder approval for three critical corporate matters:

• Asset Security Provisions: Approval for creation of charge or lien over company assets under Section 180(1)(a) of the Companies Act 2013
• Financial Operations: Authorization for investments, loans, guarantees, letters of comfort, letters of support, and security provisions under Section 186 of the Act
• Governance Confirmation: Formal approval for Ms. Shilpa Kiran Gududur's re-appointment for the second five-year term

Regulatory Compliance and Next Steps

The company has confirmed that Ms. Gududur is not debarred from holding director positions by SEBI or any other regulatory authority. None of the existing directors or Key Managerial Personnel have relationships with the appointee, ensuring independence in board composition.

Kerala Ayurveda Limited will publish and communicate the postal ballot notice, including all related information required under the Companies Act 2013 and SEBI Listing Regulations, in due course. The detailed information will be made available on the company's website at https://keralaayurveda.biz/ for shareholder access and review.