MUMBAI (India CSR) – Welspun Living Limited (formerly Welspun India Limited) has recently unveiled its Annual Report for the financial year 2024-25, offering a transparent look into its shareholding structure and corporate governance practices. This report is not merely a compliance document; it serves as a testament to the company’s commitment to robust governance, aiming to ensure sustainable value creation for all stakeholders through a meticulously designed framework of accountability and integrity.
Shares and Strategic Maneuvers
As of March 31, 2025, Welspun Living Limited’s issued, subscribed, and paid-up share capital stood at Rs 95.91 crore, a slight adjustment from Rs. 97.18 crore in the preceding financial year. Each equity share maintains a nominal value of Rs. 1.
A notable financial event impacting the shareholding pattern in FY 2024-25 was the strategic buyback program. The company repurchased 1,26,55,970 equity shares at Rs. 220 per share, allocating a total of Rs. 278.43 crore to this initiative. This buyback, concluded on August 23, 2024, led to a reduction in equity share capital by Rs. 1.27 crore. The associated premium on buyback, along with related expenses and tax, totaling Rs. 277.16 crore, Rs. 2.55 crore, and Rs. 64.57 crore respectively, were adjusted against retained earnings. This follows a similar buyback in FY 2023-24 of 1,62,50,000 shares.
Promoters and a Diverse Shareholder Base
The promoter group, primarily through Welspun Group Master Trust (WGMT), holds a significant majority stake in the company. As of March 31, 2025, WGMT held 63,04,68,259 shares, representing 65.73% of the total shares. This marks a decrease from 69.59% (67,62,77,416 shares) in the previous fiscal year, indicating a change of approximately -4.71% in their holding. Other individual promoters also hold shares, though in much smaller percentages.
Despite the substantial promoter influence, Welspun Living Limited exhibits a diversified shareholder base:
• A large segment of shareholders, 89.22%, hold up to 500 shares, collectively accounting for a minor 1.97% of the issued capital.
• Conversely, a small percentage of shareholders, 0.48%, holding 10,001 shares and above, command a significant 93.61% of the total issued capital.
This distribution highlights a blend of concentrated control with broad public participation. The company also maintains a high level of dematerialized shares, with 99.79% of its equity shares held in electronic form as of March 31, 2025, facilitating liquidity and ease of transaction for investors.
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A Framework for Trust and Accountability
Welspun Living Limited’s corporate governance philosophy is firmly anchored in sustainably maximizing shareholder value while upholding a fiduciary responsibility to protect the interests of the company, its members, and other stakeholders. The Board places a strong emphasis on transparency, accountability, and integrity to achieve the highest level of corporate governance. The company also operates in compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and other applicable statutes.
Sculpting the Board for Strategic Oversight:
• The company’s Board of Directors is composed of a mix of executive and non-executive directors, contributing extensive experience across fields such as finance, marketing, brand building, and strategy.
• A key governance strength is that 50% of the Board members are Independent Directors, reinforcing oversight and impartiality.
• The Board also demonstrates a commitment to gender diversity, with 38% women in its composition.
• The Board convened eight times during FY 2024-25 to deliberate on crucial strategic and operational matters, including macroeconomic developments, consumer sentiment, product innovation, and risk management.
• Dedicated Board-level committees, including Audit, ESG & CSR, Risk Management, Nomination & Remuneration, and Stakeholder Relationship Committees, are in place, typically chaired by Independent Directors, to provide strategic oversight and ensure accountability.
Fostering Ethical Conduct and Transparency:
• The company operates under a comprehensive Code of Business Conduct & Ethics, applicable to its Board of Directors, Senior Management, and key personnel, mandating honest, fair, ethical, professional, courteous, and respectful behavior. Annual compliance with this code is affirmed by the Board and senior management.
• A robust Vigil Mechanism / Whistle Blower Policy allows directors and employees to report concerns about unethical behavior or fraud, with safeguards against victimization and direct access to the Audit Committee Chairman. For FY 2024-25, 14 complaints of sexual harassment were reported and resolved, with no cases remaining pending.
• The company’s internal financial controls are deemed adequate and effective, ensuring orderly and efficient business conduct, safeguarding assets, preventing fraud, and ensuring accurate accounting records. The financial statements were approved by the Board on May 29, 2025.
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Cultivating Stakeholder Relationships
Welspun Living actively engages with its stakeholders, including investors, employees, the community, government bodies, and value chain partners, through various channels such as annual general meetings, quarterly calls, financial reports, surveys, and community welfare programs. This continuous engagement ensures that stakeholder insights are incorporated into strategic decision-making, particularly concerning economic value, transparency, environmental protection, and employment opportunities.
(India CSR)
