01 Aug, EOD - Indian

Nifty Pharma 22011.7 (-3.33)

Nifty Smallcap 100 17668.2 (-1.66)

Nifty 50 24565.35 (-0.82)

Nifty IT 34649.6 (-1.85)

Nifty Midcap 100 56637.15 (-1.33)

SENSEX 80599.91 (-0.72)

Nifty Next 50 66192.8 (-1.35)

Nifty Bank 55617.6 (-0.62)

01 Aug, EOD - Global

NIKKEI 225 40799.6 (-0.66)

HANG SENG 24507.81 (-1.07)

S&P 6275.25 (-1.74)

LOGIN HERE

companylogoWonderla Holidays Ltd

You are Here : Home > Markets > CompanyInformation > Company Background
BSE Code : 538268 | NSE Symbol : WONDERLA | ISIN : INE066O01014 | Industry : Recreation / Amusement Parks |


Directors Reports

for the Financial Year Ended March 31, 2025

Dear Esteemed Shareholders,

It is with immense pleasure that the Board of Directors of Wonderla Holidays Limited presents to you the Director's Report, alongside the Audited Financial Statements, for the financial year concluded on March 31, 2025. This comprehensive report aims to provide you with a transparent overview of your Company's operational achievements, financial performance, and pivotal developments throughout the past year.

1. Financial Performance & Operational Excellence

While the detailed financial performance is elaborated in the Audited Financial Statements, key operational achievements that underscore our commitment are enumerated below: For the financial year ended 31st March 2025, the Company reported the following results:

• Total footfall stood at 30.49 lakh visitors, reflecting a 6% decline compared to 32.52 lakhs in FY24.

Revenue from Operations stood at 45,857.08 lakhs, compared to 48,304.44 lakhs in the previous year.

Total Income was 48,278.11 lakhs, down from 50,602.52 lakhs in FY 2023 24.

Total Expenses increased to 36,923.09 lakhs, from 29,470.32 lakhs in the previous year.

Profit Before Tax (PBT) declined to 11,355.02 lakhs, as against 21,132.20 lakhs in FY 2023

24.

• Profit After Tax (PAT) for the year was

10,927.44 lakhs, compared to 15,796.13 lakhs in the corresponding previous period.

Basic Earnings Per Share (EPS) stood at 18.61, down from 27.93 last year.

Awards & Recognition: A Testament to Our Dedication The year 2024-25 was marked by significant accolades, reflecting our relentless pursuit of quality, innovation, and guest satisfaction across all our parks and resort:

IAAPI Amusement Expo Triumphs: o Wonderla Bhubaneswar was honoured with the award for Innovative Promotional Activity through Media. o Wonderla Bengaluru received the award for Innovative Promotional Activity. o Wonderla Hyderabad was recognized for having the Most Innovative Ride. o Wonderla Hyderabad Park also won an award for successfully organizing diverse Events at its facility.

MKK Nayar Productivity Award 2023:

We were recognized for Best Productivity Performance in the Service Organization category.

Telangana State Tourism Award:

Wonderla Hyderabad Park was awarded as the Best Innovative Tourism Product in the Tourism Sector.

Tripadvisor Travellers' Choice 2024:

Wonderla Resort earned this prestigious recognition, a direct reflection of outstanding guest reviews and satisfaction.

National Safety Council - Kerala Chapter: Wonderla Kochi received the Safe Tourist Destination Award 2024, highlighting our stringent safety protocols.

Food Safety and Standards Authority of India (FSSAI) Recognition: o We received an ‘Excellence' Hygiene Rating, acknowledging our superior practices in food preparation and handling. o Wonderla Bhubaneswar was further honored with an ‘Exemplary' rating under the ‘Eat Right Campus' initiative. These awards are a testament to the hard work and dedication of every member of the Wonderla family and our unwavering commitment to providing world-class entertainment with uncompromising standards of safety and hygiene.

2. Capital Structure

We are pleased to report significant changes in the Company's capital structure, designed to support our strategic growth initiatives.

Authorized Share Capital:

The Company's authorized share capital has been increased from 60,00,00,000 (Rupees Sixty Crores), comprising 6,00,00,000 Equity Shares of 10/- each, to 80,00,00,000 (Rupees Eighty Crores), divided into 8,00,00,000 Equjity Shares of 10/- each.

Issued, Subscribed, and Paid-up Share Capital: Concurrently, the Company's issued, subscribed, and paid-up capital increased from 56,57,33,190 (5,65,73,319 Equity Shares of 10 each) to 63,40,87,630 (6,34,08,763 Equity Shares of 10 each).

Stock Price Growth and Market Capitalization: As of March 31, 2025, the Company's market capitalization stood at 4,145.66 Crores, compared to 5,621.69 Crores as of March 31, 2024.

Shareholders' Equity:

Shareholders' equity, representing the residual interest in the Company's assets after liabilities, stood strong at

1,724 Crores as of March 31, 2025.

Listing of Company's Securities:

Your Company's fully paid-up equity shares continue to be actively listed and traded on both the National Stock Exchange of India Limited (NSE) and BSE Limited. We confirm the payment of the annual listing fees to both Stock Exchanges for the financial year 2024-25.

3. Dividend

The Board is delighted to recommend a dividend of 20% for the financial year ended March 31, 2025. This translates to a per-share payout of 2.00, representing a substantial return on the face value of 10 per share. This recommendation underscores the Board's unwavering commitment to rewarding shareholder loyalty and confidence, reflecting the Company's financial health and its dedication to sharing prosperity with its investors.

Our detailed Dividend Distribution Policy is available for your reference on the Company's website: http:// www.wonderla.com/investor-relations/prospectus-and-policies.html.

4. Qualified Institutions Placement (QIP)

During the year under review, the Company successfully completed a Qualified Institutions Placement (QIP) as per the provisions of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, SEBI (LODR) Regulations, and Sections 42 & 62 of the Companies Act, 2013. We issued and allotted 68,35,444 equity shares of face value 10 each to eligible Qualified Institutional Buyers at an issue price of 790.00 per Equity Share (including a premium of 780 per Equity Share), aggregating to a significant 540 Crores. The proceeds from this QIP have substantially strengthened our financial position, providing the necessary flexibility to pursue our ambitious growth plans. To name a few, the marquee investors in the QIP include SBI Mutual Fund, Tata Mutual Fund, Custody Bank Of Japan, LTD. RE: Rb Amundi India Small Cap Equity Mother Fund Morgan Stanley Asia (Singapore) PTE etc.,

Utilization of QIP Funds as on March 31, 2025: (Amount in crores)

Objects of the issue

Amount proposed Amount utilizes upto March 31, 2025 Unutilised amount as on March 31, 2025
Towards development of Wonderla Chennai Park 390.00 75.00 315.00

Towards development of Glamping Pods and ancillary services at Bengaluru

25.00 22.81 2.19

Towards refurbishment cost of Wonderla Resort, Bengaluru.

16.00 - 16.00

Towards the expenditure to set up a roller coaster ride at Bengaluru park

16.00 - 16.00
General Corporate Purpose 78.00 39.00 39.00

Total

525.00 136.81 388.19

5. Directors' Responsibility Report

Pursuant to the requirements of Section 134 (5) of the Companies Act, 2013, the Board of your Company hereby states that:

• In the preparation of annual accounts for the financial year 2024-25, all applicable accounting standards have been diligently followed, with proper explanations provided for any material departures.

• We have, in consultation with the Statutory Auditors, selected and consistently applied appropriate accounting policies. We have made judgments and estimates that are reasonable and prudent to present a true and fair view of the

Company's state of affairs as of March 31, 2025, and of the profit and loss for the financial year ended on that date.

• The Board has exercised proper and sufficient care, to the best of its knowledge and ability, in maintaining adequate accounting records in accordance with the provisions of the Act, safeguarding Company assets, and preventing and detecting frauds and other irregularities.

• The annual accounts of the Company have been prepared on a going concern basis.

• We have established internal financial controls to be followed by the Company and confirm that such controls are adequate and were operating effectively.

• We have devised proper systems to compliance with the provisions of all applicable laws and confirm that such systems were adequate and operating effectively.

6. Internal Financial Control Systems and Their Adequacy

At Wonderla Holidays Limited, delivering joyful experiences is intrinsically linked with maintaining rigorous financial discipline and robust governance. As our business continues to grow in scale and complexity, we remain steadfast in proactively assessing and enhancing the design and effectiveness of our Internal Financial Control Systems (IFCS). We have established an IFCS aligned with the guidelines outlined in Section 134(5)(e) of the Companies Act, 2013. We firmly believe that effective IFCS are not merely about compliance; they are the bedrock of our long-term success. By safeguarding assets, ensuring accurate financial reporting and minimizing operational risks, Wonderla is well-positioned to continue creating joy for its guests while maintaining a strong financial footing and fostering stakeholder trust. We recognize that happy guests and sound finances are key ingredients for a prosperous future. Wonderla's IFCS ensures:

Accuracy and Reliability in Financial Reporting: Every transaction, from park entry to food purchases, is accurately captured to aid informed decisions by investors, creditors, and management.

Efficient Operations: Achieved through streamlined processes, waste minimization, and effective detection and prevention of fraudulent activity, with automated controls monitoring inventory, cash flow, and spending patterns.

Asset Safeguarding: Significant physical assets, including our iconic rollercoasters, are safeguarded through stringent access controls, clear segregation of duties, and regular reconciliations.

Regulatory Compliance: Consistent adherence to industry regulations concerning taxes, safety, and employee welfare is maintained to prevent fines and reputational damage, with controls regularly updated to reflect changes.

Transparency and Trust: Fostered among stakeholders through effective IFCS and regular audits, ensuring the provision of reliable financial information.

Revenue Controls: Robust controls across various departments prevent leakage through secure systems, access control, reconciliations, cash audits, and data monitoring. ensure• Expense Controls: Involve stringent procurement, payroll, and cash management measures, including competitive bidding, rigorous purchase approvals, thorough vendor due diligence, and secure cash handling.

Effective Information and Communication Systems: Ensuring that relevant and timely information is shared across the organization, enabling informed decisions and effective performance.

Proactive Risk Management: Regular risk assessments are conducted to identify and mitigate potential risks, thereby ensuring financial health and operational success.

7. Health & Safety at Wonderla

Wonderla Holidays Limited, India's premier amusement park chain, takes immense pride in its unwavering dedication to safety and hygiene. This commitment ensures a worry-free environment where guests can fully enjoy thrilling rides and refreshing water adventures. Here's an insight into our comprehensive approach to safety:

Ride & Operational Safety: Engineered for Thrills, Designed for Safety Every ride at Wonderla is not just a marvel of engineering but also a testament to our robust safety system. They are meticulously maintained, and continuously monitored:

Daily Multi-Point Ride Inspections: Certified technicians conduct thorough inspections of every structure and mechanism each morning before the park gates open.

Third-Party Audits: Annual assessments are carried out by independent, certified engineers, providing objective validation of our safety standards.

Emergency Protocols: Every ride station is equipped with immediate emergency stop systems, and our staff are rigorously trained in shutdown and evacuation procedures.

Operator Training: Ride operators undergo extensive training in both routine operation and emergency scenarios, complemented by regular refresher programs.

Boarding Safety: Every restraint is double-checked, entry/exit protocols are standardized, and stations are adequately staffed to prevent any mishaps.

Park Safety: A Safe Environment, Every Step Way Our commitment extends beyond rides; safety is ingrained into every aspect of the park environment:

Guest Safety Orientation: Visual safety inductions and trained Guest Relations (GR) personnel help groups and individuals stay informed and guided.

Strategic Security Deployment: Trained security personnel are strategically stationed at key locations for real-time hazard detection and prompt guest assistance.

Crowd & Capacity Management: We employ smart queueing systems, real-time occupancy tracking, and clear sightlines to ensure both operational efficiency and guest safety.

Emergency Preparedness: With park-wide communication systems, clearly mapped emergency exits, and staff proficient in scenario-based drills, we are prepared for any situation.

On-Site Medical Support: First aid stations are staffed with qualified healthcare personnel and are seamlessly linked to local emergency services for swift escalation when needed.

Global-Standard HSE Systems: Integrated Excellence Wonderla has implemented a fully integrated Health, Safety, and Environment (HSE) and Integrated Management System (IMS) framework, benchmarked against global best practices:

100% Compliance: We ensure full adherence to Government of India and local HSE statutes across all our sites.

ISO-Certified Systems: Our Environment and Safety Management Systems are integrated across all parks (ISO 45001:2018) and certified by BVQI.

Tailor-Made Safety Management Systems: Designed and implemented in collaboration with ISO experts, these systems specifically address the unique operational scope of Wonderla (Scope I to Scope III).

Proactive Risk Management: Anticipating and Mitigating

Risk Assessments: Regular Environment and Safety Risk Assessments are carried out to proactively reduce operational hazards.

Specialized Tools: We utilize industry-standard methodologies such as HIRA (Hazard Identification and Risk Assessment), HAZOP, HAZID, and LOPA to meticulously evaluate every activity, process, and ride.

Robust Reporting System: Every near miss, unsafe act, and minor medical concern is of the recorded and promptly addressed through a real-time internal reporting mechanism.

Dedicated Engineering Team: An in-house team continuously inspects and maintains all ride systems to the highest possible standards.

Certified Safety Officers: Dedicated HSE Managers at each location oversee the effective implementation of all safety measures.

Hygiene & Sanitation: A Clean and Healthy Environment

Food Safety: All food outlets undergo stringent checks and consistently exceed regulatory standards. Our staff are thoroughly trained in hygiene and temperature-controlled food handling.

Cleanliness: High-touch surfaces, restrooms, and common areas are cleaned frequently throughout the day, ensuring continuous freshness.

Water Quality Management: Continuous monitoring and advanced filtration systems guarantee clean and safe water across all water rides and facilities.

Sanitization Stations: Hand sanitizers are conveniently placed throughout the park for easy access, and safety gear is regularly sanitized.

Ventilation Systems: Enclosed attractions feature well-maintained HVAC systems to ensure optimal fresh air circulation and air quality.

Pest & Waste Control: Professional pest control and sustainable waste management systems are in place to uphold both hygiene and environmental goals.

Employee Health & Well-Being: Our People, Our Priority We firmly believe that the safety of our guests begins with the safety and well-being of our employees:

Regular Medical Checkups: All employees undergo quarterly medical screenings to ensure their health.

Trained and Certified: All staff, from ride operators to F&B and entertainment personnel, receive comprehensive training in safety, customer service, and emergency response.

Protective Equipment: All employees are equipped with necessary protective gear and uniforms, ensuring their safety during duties.

Wellness Support: Access to healthcare services, either on-site or through partnerships, extends to both work-related and general health concerns.

Culture of Safety: We foster an environment where every employee is empowered and encouraged to report potential risks immediately and confidently.

8. Corporate Governance

Your Company firmly believes that robust corporate governance reports are far more than a mere compliance exercise; they serve as a transparent window into our company practices, showcasing our ethical standards, clarity in decision-making, and responsible leadership. This commitment to transparency is instrumental in buildingtrustwithinvestors,enhancingmarketvaluation, and effectively mitigating risks. By demonstrating sound internal controls and comprehensive risk management strategies, these reports not only ensure regulatory compliance but also pave the way for continuous improvement and open communication with all stakeholders, ultimately safeguarding the Company's success and sustainability. The Corporate Governance Report, along with a Certificate from the Secretarial Auditor, M/s. Somy Jacob & Associates, Practising Company Secretaries, confirming compliance with corporate governance conditions, is annexed as part of the Corporate Governance Report.

9. Board Meetings and Composition

Wonderla Holidays Limited operates under a single-tier Board structure, comprising seven dedicated members. The Board is led by Mr. Arun K Chittilappilly, who serves as the Managing Director and Executive Chairman of the Company. The remaining Board members include the Non-Executive Vice-Chairman, a Non-Executive Director, and Independent Directors. The Board of Directors convened six (6) times during the financial year under review. The specific dates of these Board meetings and the attendance record of each Director are detailed in the Corporate Governance Report, provided as Annexure – I.

10. Declaration from Independent Directors

All Independent Directors—Ms. Anjali Nair (DIN: 08574898), Mr. K Ullas Kamath (DIN: 00506681), Mr. Madan Achutha Padaki (DIN: 00213971), and Mr. Aprameya Radhakrishna (DIN: 3356958) have provided their declarations to the Company, confirming that they meet the independence criteria as stipulated in Section 149(6) of the Companies Act, 2013, Rule 6(3) of the Companies (Appointment and Qualifications of Directors) Rules, 2014, and Regulation 16(1)(b) of the SEBI Listing Regulations. Furthermore, each Independent Director has affirmed their compliance with the Code of Conduct for Independent Directors, as prescribed in Schedule IV of the Act. The Board has duly taken on record these declarations after a thorough assessment of their veracity.

11. Appointment of Directors and Remuneration Policy

Your Company has established a clear and robust method for appointing Directors, overseen by the Nomination and Remuneration Committee. This committee is responsible for identifying individuals who possess integrity, relevant expertise, significant experience, and strong leadership qualities suitable for a directorial role. The committee rigorously ensures that each selected candidate fulfills all specified criteria related to qualifications, positive attributes, independence, age, and any other requirements outlined in the Companies Act, Listing Regulations, or other pertinent laws. The Company's Nomination and Remuneration Policy is formulated in accordance with Section 178 of the Companies Act, 2013. This policy has been suitably amended to allow for the payment of remuneration to Non-Executive Directors and Independent Directors even in instances of loss or inadequacy of profits, in line with the amended provisions of Schedule V of the Companies Act, 2013. The complete policy is accessible on the Company's website: http://www.wonderla.com/ investor-relations/prospectus-and-policies.html. During the year under review, significant changes occurred in the Board composition:

• Mr. Aprameya Radhakrishna was appointed as an Independent Director, effective February 1, 2025.

• Ms. Anjali Nair was reappointed as an Independent Director for an additional term of five years, effective April 1, 2025.

• Mr. Arun K Chittilappilly was re-designated as Managing Director and Executive Chairman, effective January 27, 2025.

• Mr. M. Ramachandran completed his tenure as an Independent Director and ceased to be a Director of the Company, effective November 15, 2024.

12. Evaluation of Board, Committees, Individual Directors, and Chairman

A comprehensive evaluation of the Board, its Committees, individual Directors, and the Chairman for FY 2024-25 was conducted in compliance with the provisions of the Companies Act, 2013, and the Listing Regulations. For this crucial process, an external independent firm with specialized expertise in this field was engaged. An online questionnaire method was utilized for the evaluation, based on criteria meticulously formulated by the members of the Nomination and Remuneration Committee (NRC). The evaluation aimed to assess the performance of individual Directors, various Board committees, the Board as a whole, and the Chairman. Key criteria included adherence to the Code of Conduct, demonstration of leadership qualities, independence of judgment, integrity, and confidentiality. The Nomination and Remuneration Committee reviewed the outcome of this evaluation process at its meeting held on May

7, 2025. The Directors expressed satisfaction with the constructive feedback received from their Board colleagues.

13. Familiarization Program for Board Members

Our Familiarization Program is designed to equip Independent Directors with a thorough understanding of the Company's operations, industry dynamics, business model, financial performance, and the relevant regulatory landscape. This comprehensive understanding empowers them to ask informed questions, provide insightful contributions, and make well-considered decisions during Board meetings. The Company regularly conducts various familiarization programs for its Independent Directors as an integral part of quarterly Board and Committee meetings. Furthermore, various business heads periodically make presentations to the Board, detailing the Company's performance and future strategy for their respective departments. The Board is consistently apprised of all regulatory and policy changes relevant to the business by the Senior Management and the Company's Auditors.

14. Management Discussion and Analysis

The Management Discussion and Analysis (MD&A), as prescribed under Regulation 34(3) of the Listing Regulations, is presented in a separate section and forms an integral part of this Report as Annexure- II.

15. Auditors

Statutory Auditor: In accordance with Section 139 of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, the Members of the Company had approved the appointment of M/s. Deloitte Haskins & Sells, Chartered Accountants [Firm registration number: 008072S], as the statutory auditors of the Company. This appointment was made at the 19th Annual General Meeting (AGM) for a five-year term, valid until the 24th AGM to be held in 2026. The Statutory Auditors have confirmed their adherence to the independence criteria as required under the Act. Their Report on the financial statements of the Company for the year 2024-25 is included as part of the Annual Report. We are pleased to report that there has been no qualification in their Report. Furthermore, during the year under review, the Auditors have not reported any matter under Section 143 (12) of the Act, thus no disclosure is required under Section 134 (3) (ca) of the Act. Secretarial Auditor: Pursuant to the provisions of Section 204 of the Companies Act, 2013 and relevant Rules, Mr. Somy Jacob of M/s. Somy Jacob & Associates, Company Secretaries, has been appointed as the Secretarial Auditor of the Company for a period of five consecutive years from FY 2025-26, subject to shareholder approval. The Secretarial Audit Report submitted by him is annexed to this Report as Annexure - III.

16. Board Diversity Policy

The composition of our Company's Board plays a pivotal role in shaping its strategic decisions and ensuring a holistic approach to management. The Board of Wonderla Holidays Limited is characterized by a rich blend of professionals with diverse expertise and varied backgrounds. This includes individuals with extensive experience in the hospitality and entertainment industry, electrical engineering, finance, marketing, and other relevant fields. This deliberate diversity ensures a well-rounded governance structure, highly capable of addressing the multifaceted challenges and seizing the opportunities within the dynamic amusement park sector. Wonderla Holidays Limited recognizes the critical importance of continuous improvement in Board diversity. The Company regularly reviews its diversity policies and initiatives, actively identifying areas for enhancement. This unwavering commitment to ongoing improvement demonstrates our dedication to maintaining a Board that truly reflects the diversity of our stakeholders and the broader community we serve. The comprehensive Board Diversity Policy of your company is readily available on the Company's website: http://www.wonderla.com/investor-relations/ prospectus-and-policies.html.

17. Loan from Director or Director's Relatives

We confirm that during the year under review, the Company has not taken any loans from its Directors or their relatives.

18. Related Party Transactions

Our Related Party Transactions policy serves as a crucial governance framework, meticulously safeguarding the interests of shareholders and upholding transparency in all engagements with entities associated with the Company. This policy is meticulously drafted in line with the stringent requirements of the Companies Act, 2013, and the Listing Regulations, and is accessible on the Company's website: www.wonderla.com/investor-relations/prospectus-and-policies. We confirm that no material related party transactions—defined as transactions exceeding 10% of the annual consolidated turnover as per the last audited financial statements—were entered into by the Company during the year. Disclosures as required under Section 134(3) (h) read with Rule 8(2) of the Companies (Accounts) Rules, 2014, are provided in Form AOC-2 and are annexed as Annexure - IV to this report.

19. Vigil Mechanism (Whistleblower Policy)

At Wonderla Holidays Limited, we firmly believe that transparent communication is the fundamental cornerstone of trust. To uphold this, we have a robust Whistleblower Policy, which acts as a vigilant searchlight, illuminating any potential ethical concerns and thereby ensuring a brighter future for our organization. This policy actively encourages the open reporting of any wrongdoing, facilitating the early detection and swift resolution of potential issues. Our unwavering commitment to accountability and transparency is further evidenced by the comprehensive protection provided to whistleblowers, assuring them of complete immunity from retaliation. Aligned with all relevant legal and regulatory requirements, this policy not only safeguards our corporate reputation by addressing concerns promptly but also plays a vital role in preventing financial losses associated with fraud. The detailed Whistleblower Policy is publicly available on the Company's website: www.wonderla.com/ investor-relations/prospectus-and-policies.

20. Policy on Prevention of Sexual Harassment at Workplace

Your Company is deeply committed to safeguarding the well-being and dignity of its female employees, which is why we have constituted a diverse and impartial committee to address these matters. This dedication is clearly manifested in Wonderla's exemplary implementation of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, commonly known as the POSH Act. We provide multiple secure avenues for employees to report incidents of sexual harassment without any fear of reprisal. Any substantiated complaint is subject to a thorough and impartial investigation, and if proven true, appropriate disciplinary action is taken against the perpetrator, ranging from formal warnings to termination of employment. This decisive approach sends a clear message of non-tolerance and serves as a strong deterrent to potential offenders. We are proud to report that no incidents of sexual harassment were reported in our workplace throughout the year under review. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 are as follows:

a. Number of complaints filed during the Financial Year

7

b. Number of complaints disposed of during the Financial Year

5

c. Number of complaints pending as on end of the Financial Year

2

21. Corporate Social Responsibility (CSR)

Wonderla's CSR efforts are meticulously designed, moving beyond a one-size-fits-all approach. Recognizing the unique needs of each community, the Company tailors its projects to address specific challenges and opportunities effectively. This localized approach ensures maximum impact and fosters long-term positive change.

The composition, role, functions, and powers of the Corporate Social Responsibility (CSR) Committee of the Company are fully compliant with the requirements of the Companies Act, 2013. Your organization has consistently been at the forefront of meeting its CSR commitments, undertaking various impactful initiatives as part of its CSR programs. Your Company has a comprehensive CSR Policy, which is available on our website: www.wonderla. com/investor-relations/prospectus-and-policies.html. The Annual Report on CSR Activities is provided as Annexure - V, forming an integral part of the Directors' Report.

22. Business Responsibility and Sustainability Report (BRSR)

The Business Responsibility and Sustainability Report (BRSR) of the Company elaborates on the measures taken and adherence to the key principles elucidated in the ‘National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business,' framed by the Ministry of Corporate Affairs (MCA). The BRSR, as required by SEBI, has been hosted on the Company's website: https://www.wonderla. com/investor-relations/business-responsibility-and-sustainability-report.html.

23. Particulars of Loans, Guarantees, and Investments

Particulars of the loans given, guarantees provided, and investments made by the Company, pursuant to Section 186 of the Companies Act, 2013, for the year ended March 31, 2025, are fully provided in the Notes to the financial statements.

24. Conservation of Energy, Technology Absorption & Foreign Exchange Earnings & Outgo

Detailed information on the conservation of energy, technology absorption, and foreign exchange earnings & outgo, in accordance with Section 134(3)(m) read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure - VI.

25. Secretarial Standards

Your Company maintains full compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and approved by the Central Government under Section 118 (10) of the Act.

26. Particulars of Employees & Employee Stock Options

As of March 31, 2025, the total number of permanent employeesintheCompanystandsat817.Theparticulars of employees, as required under the provisions of Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are enclosed as Annexure - VII.

Details of employee remuneration, as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are available for inspection at the Registered Office of the Company during working hours, 21 days before the Annual General Meeting, and will be made available to any Shareholder upon request. Such details are also accessible on your Company's website: http://www. wonderla.com/investor-relations/annual-reports.html.

Employee Stock Options (ESOS): The Company strategically grants share-based benefits to eligible employees to attract and retain top talent, encourage employees to align individual performance with Company objectives, and promote increased employee participation in the Company's growth trajectory. To provide employees with a direct opportunity to participate in the Company's growth story, the management introduced the ‘Employee Stock Option Scheme 2016' (ESOS). This Scheme is applicable to all eligible employees of the company. A compliance certificate, certified by the Secretarial Auditor of the Company, confirming that the Scheme has been implemented as per the SEBI (Share Based Employee Benefits) Regulations, 2014, and the resolution(s) passed by the Members of the Company, will be placed at the AGM for inspection. During the period under review, the Board, upon the recommendation of the Nomination and Remuneration Committee, granted 30,613 stock options to eligible Employees under the Scheme. Relevant disclosures, in accordance with Rule 12 (9) of the Companies (Share Capital and Debentures) Rules, 2014, and Regulation 14 of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014, have been made and are attached to this report as Annexure – VIII.

27. Investor Relations

Your Company places a paramount emphasis on fostering effective investor relations through various strategic channels. We offer a dedicated and comprehensive investor relations section on our website https://www.wonderla.com/investor-relations/quarterly-investor-presentation.html, which serves as a centralized resource hub. This platform provides stakeholders with invaluable insights, including quarterly investor presentations, detailed financial breakdowns, annual reports, and governance policies. We actively engage with our investors through regular meetings, ensuring transparent communication and prompt responsiveness to queries. The Company maintains a robust governance framework, complete with well-defined committees and a strong commitment to Environmental, Social, and Governance (ESG) principles. This reflects our long-term vision and is designed to attract socially conscious investors.

28. Inauguration of Bhubaneswar Park

During the year, Wonderla Holidays Limited marked a significant milestone in its national expansion journey with the launch of its fourth amusement park in Kumbharbasta, Bhubaneswar, Odisha. The park was soft-launched in May 2024, drawing strong early traction from local and regional visitors, and officially inaugurated on 20th September 2024 by Smt. Pravati Parida, Deputy Chief Minister of Odisha, in a grand ceremony attended by key leadership.

Spread over 51 acres, Wonderla Bhubaneswar is Odisha's first major amusement park offering a combination of land and water rides, including unique attractions like the German Spinning Coaster and Open-Air Rain Dance. The park welcomed close to 1 lakh visitors within the first few months of operations, created more than 400 employment opportunities, and initiated several community-focused programs such as school kit distribution and blood donation camps.

29. Chennai Project Update

The Wonderla Chennai Park is currently under construction. The Company has submitted a representation to the Government of Tamil Nadu, formally, requesting a six-month extension for its commissioning and for availing of exemption of Local Body Tax for a term of ten years from the date of completion of the project.

30. Significant Material Orders Passed by Regulators

We confirm that no significant material orders were passed by regulatory authorities on the Company during the financial year under review.

31. Material Changes from The End of the Financial Year till The Date of this Report

There have been no material changes or commitments affecting the financial position of the Company between the end of the Financial Year and the date of this Report.

32. Deposits from Public

During the year under review, the Company has not accepted any deposits from the public that fall within the ambit of Section 73 of the Companies Act, 2013, and the Rules framed thereunder.

33. Other Disclosures

Transfer to Reserves: The Company has not transferred any amount to the General Reserve during the year.

Annual Return: The Annual Return filed with the Ministry of Corporate Affairs is publicly available on the Company's website: https://www. wonderla.com/investor-relations/annual-return. html.

Nature of Business: There has been no change in the nature of the Company's business as of the date of this Report.

Insolvency and Bankruptcy Code: No application was made or proceeding pending against the Company under the Insolvency and Bankruptcy Code, 2016, during the year under review.

Cost Records: The company is not required to maintain cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013.

• No shares with differential voting rights and Sweat Equity Shares have been issued.

• The Company complies with the provisions of Maternity Benefit Act, 1961.

34. Appreciation

As we embark on a new chapter in our journey, Wonderla Holidays Limited extends its deepest gratitude to all who have contributed to our success.

To our Valued Shareholders: Your unwavering belief and steadfast support have been the cornerstone of our growth. We remain committed to delivering exceptional value, both financially and through the memorable experiences we meticulously create. Your confidence in us continually motivates our drive for innovation and excellence.

To our Cherished Customers: You are truly the heart and soul of Wonderla. Your laughter, joy, and the shared memories created at our parks are what we live for. Thank you for choosing us to create unforgettable moments with your loved ones; we constantly strive to exceed your expectations with thrilling rides, immersive attractions, and impeccable hospitality.

To our Dedicated Employees: You are the invaluable backbone of Wonderla. Your passion, dedication, and tireless efforts are what truly bring our vision to life. From park operations to culinary experts, entertainers, and maintenance crews, each of you plays a vital role in crafting magical experiences. Your commitment to excellence inspires us daily.

To our Loyal Partners: We are immensely grateful for the collaborative spirit and shared vision that define our partnerships. Together, we co-create richer, more diverse, and truly unforgettable experiences, and your contribution is profoundly valued. As we look to the future, we are filled with excitement and optimism. We have ambitious plans to further expand our reach, innovate with new adventures, and continue delivering the highest standards of service and entertainment. This remarkable journey would simply not be possible without the unwavering support of each and every one of you. Thank you, from the bottom of our hearts. We are truly grateful for the opportunity to serve you and to create memories that will last a lifetime.

For and on behalf of the Board of

Wonderla Holidays Limited

 

Arun K Chittilappilly

Managing Director & Executive Chairman

 

Bangalore
May 7, 2025

   

Capital Market Publishers India Pvt. Ltd

401, Swastik Chambers, Sion Trombay Road, Chembur, Mumbai - 400 071, India.

Formed in 1986, Capital Market Publishers India Pvt Ltd pioneered corporate databases and stock market magazine in India. Today Capitaline corporate database cover more than 35,000 listed and unlisted Indian companies. Latest technologies and standards are constantly being adopted to keep the database user-friendly, comprehensive and up-to-date.

Over the years the scope of the databases has enlarged to cover economy, sectors, mutual funds, commodities and news. Many innovative online and offline applications of these databases have been developed to meet various common as well as customized requirements.

While all the leading institutional investors use Capitaline databases, Capital Market magazine gives access to the databases to individual investors through Corporate Scoreboard. Besides stock market and company-related articles, the magazine’s independent and insightful coverage includes mutual funds, taxation, commodities and personal finance.

Copyright @ Capital Market Publishers India Pvt.Ltd

Designed, Developed and maintained by CMOTS Infotech (ISO 9001:2015 Certified)

Site best viewed in Internet Explorer Edge ,   Google Chrome 115.0.5790.111 + ,   Mozilla Firefox 115.0.3 + ,   Opera 30.0+, Safari 16.4.1 +