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WeWork India Management Ltd. Directors Report
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You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 9977.81 Cr. P/BV 33.13 Book Value (Rs.) 21.73
52 Week High/Low (Rs.) 795/420 FV/ML 10/1 P/E(X) 134.07
Bookclosure EPS (Rs.) 5.37 Div Yield (%) 0.00
Year End :2026-03 

The Board of Directors ("Board") are pleased to submit the 10th Board's report on the performance of WeWork India Management Limited ("Company") along with the audited standalone and consolidated financial statements for the financial year ended March 31, 2026.

1) FINANCIAL HIGHLIGHTS AND PERFORMANCE:

The summary of the audited financial statements of the Company for the financial year ended March 31, 2026, is as under:

(H in Millions)

Particulars

Standalone

Consolidated

2025-26

^^2024-25

2025-26

2024-25

Revenue from Operations

24,317.63

19,418.10

24,401.80

19,492.11

Other Income

135.37

282.52

137.61

282.52

Finance Income

361.67

463.31

364.87

465.38

Total Income

24,814.67

20,163.93

24,904.28

20,240.01

Expenses:

Sub - contracting cost

219.28

144.07

219.28

144.07

Cost of materials consumed

-

-

26.33

27.44

Employee benefits expense

1,937.67

1,521.70

1,984.67

1,550.06

Impairment loss

-

9.99

-

-

Finance Costs

6,011.80

5,978.56

6,012.58

5,978.94

Depreciation and amortisation expense

9,664.78

8,226.71

9,674.62

8,237.30

Operating expenses

5,541.89

4,681.25

5,530.03

4,677.12

Other expenses

895.87

691.38

905.92

714.00

Total Expenses

24,271.29

21,253.66

24,353.43

21,328.93

Profit/(Loss) before exceptional item and tax

543.38

(1,089.73)

572.23

(1,108.83)

Exceptional Item

(42.94)

(459.06)

(43.26)

(459.06)

Profit/(Loss) before Tax

500.44

(1,548.79)

528.97

(1,567.89)

Less: Tax Expense (Current & Deferred)

(221.71)

(2,853.82)

(220.21)

(2,849.74)

Profit/ (Loss) After Tax

722.15

1,305.03

749.18

1,281.85

OCI of the year (net of tax)

(5.81)

(5.85)

(5.07)

(6.16)

Total comprehensive income/ (loss) for the year

716.34

1,299.18

744.11

1,275.69

Basic EPS (H)

5.39

10.18

5.55

9.93

Diluted EPS (H)

5.23

10.11

5.40

9.87

2) STATE OF COMPANY'S AFFAIRS:

During the financial year 2025-26, the Company continued to strengthen its position as one of India's leading flexible workspace operators, driven by sustained demand for managed workspaces, disciplined execution and a focus on operational excellence.

The Company delivered strong business performance during the year, with both standalone and consolidated revenue from operations increasing by over 25% compared to the previous financial year. The Company maintained healthy occupancy levels across its portfolio and closed the year with an overall occupancy of 86.9%, reflecting the resilience of its business model and continued demand from enterprise and small and medium-sized businesses.

In line with its growth strategy, the Company expanded its footprint, with the total number of

centres increasing to 76, and added capacity of 17,288 desks, taking its total capacity to over 1,26,860 desks. Our AUM stands at 11.6 MSF, giving us visibility on long term growth. The expansion was undertaken across key markets with a focus on strengthening the Company's presence in existing micro-markets and addressing growing customer demand for high-quality flexible workspace solutions.

A key milestone during the year was the successful completion of the Company's Initial Public Offering ("IPO"), comprising an Offer for Sale of 4,62,96,296 equity shares aggregating to H 29,996.43 million.

The equity shares of the Company were listed on BSE Limited and the National Stock Exchange of India Limited with effect from October 10, 2025. Consequently, the Company became a publicly listed entity and is subject to the regulatory framework applicable to listed companies.

The Company remains focused on driving sustainable growth, improving operational efficiencies, enhancing customer experience and creating long-term value for all stakeholders.

3) DIVIDEND:

The Board of Directors of the Company have not recommended any dividend for the financial year ended March 31, 2026.

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'), the Board has formulated a Dividend Distribution Policy. The Policy is available on the Company's website and can be accessed at https://wework.co.in/investors-relations/WeWork%20 India%20-%20Dividend%20Distribution%20Policy.pdf.

4) TRANSFER TO RESERVES:

During the year under review, no amount has been transferred to any reserves. Accordingly, the entire balance available in the Statement of Profit and Loss has been retained therein.

5) MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There are no material changes and commitments, affecting the financial position of the Company that have occurred between the close of the financial year ended March 31, 2026, and the date of this Board's Report.

6) SHARE CAPITAL:

During the financial year under review, there was no change in the authorised share capital of the Company.

However, the paid-up equity share capital of the Company increased from H 1,34,02,32,590/- (Rupees One Hundred Thirty-Four Crore Two Lakh Thirty-Two Thousand Five Hundred and Ninety Only) comprising 13,40,23,259 equity shares of H 10/- each to H 1,35,37,80,080/- (Rupees One Hundred Thirty-Five Crore Thirty-Seven Lakh Eighty Thousand Eighty Only) comprising 13,53,78,008 equity shares of H 10/- each.

The increase in the paid-up equity share capital was pursuant to the allotment of 13,54,749 equity shares of H 10/- each on March 14, 2026, to eligible option holders upon exercise of vested stock options granted under the WeWork India Management Limited 2018 Equity Incentive Plan and the WeWork India Management Limited 2021 Equity Incentive Plan.

The details of allotment are set out below:

Particulars

Number of Equity Shares Allotted

Allotment pursuant to exercise of vested stock options under the WeWork India Management Limited 2018 Equity Incentive Plan

13,44,506

Allotment pursuant to exercise of vested stock options under the WeWork India Management Limited 2021 Equity Incentive Plan

10,243

Total

13,54,749

7) SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES:

As on March 31, 2026, your Company has the following Subsidiaries/ Associate Companies:

S. No. Name of the Company

Holding % to total share capital

Subsidiaries:

1. WW Tech Solutions India Private Limited- Wholly owned subsidiary

100.00%

2. Zoapi Innovations Private Limited - Step down subsidiary

57.04%

Associate Companies:

3. myHQ Anarock Private Limited (Formerly known as Upflex Anarock India Private Limited)

37.50%

Note: The above mentioned % is on a fully diluted basis.

WW Tech:

WW Tech Solutions India Private Limited, Wholly Owned Subsidiary of your Company was incorporated with a focus to carry out the business of providing tech-based solutions to its clients.

WW Tech holds a 57.04% equity stake in Zoapi Innovations Private Limited, making Zoapi a step-down subsidiary of WeWork India.

Zoapi:

Zoapi Innovations Private Limited, a step-down subsidiary of the Company, is engaged in the development of workplace technology solutions and software products. Zoapi offers integrated solutions for wireless presentation, video conferencing, meeting room scheduling, digital signage and workplace collaboration, enabling organisations to enhance productivity and improve workplace experiences through technology-enabled meeting room and collaboration solutions.

myHQ:

The Company also holds a strategic investment in myHQ Anarock Private Limited, an associate company that operates one of India's largest full-stack commercial real estate and flexible workspace platforms. Through its technology-enabled marketplace, myHQ connects individuals and enterprises with workspaces across more than 10,000 location options- spanning on-demand desks, virtual offices, meeting and event spaces, and managed offices, dedicated seats and commercial offices for enterprises. The investment complements the Company's presence in the broader flexible workspace ecosystem and provides exposure to adjacent workspace solutions and customer segments.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 ("the Act") read with Companies (Accounts) Rules, 2014, a statement containing the salient features of financial statement of the Subsidiaries & Associates in Form No. AOC-1 is attached as Annexure A to this report. The statemen also provides details of the performance and the financial position of the subsidiaries.

Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company including the consolidated financial statements along with relevant documents are available on Investor Relations section of the website of the Company at https:/7wework.co.in/investors-relations/disclosures/#disclosures. Copies of the financial statements of the subsidiary companies are also available on the Company's website at https://wework.co.in/investors-relations/ disclosures/#disclosures.

The Policy for Determining Material Subsidiaries is available on the Company's website and can be accessed at https^wework.co.in/investors-relations/WeWork%20India%20-%20Policy%20 on%20Material%20Subsidiary.pdf.

During the financial year under review, the Company did not have any material subsidiary within the meaning of Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations").

8) CONSOLIDATED FINANCIAL STATEMENTS:

The consolidated financial statements for the financial year ended March 31, 2026, are prepared in accordance with Indian Accounting Standards as per the Companies (Indian Accounting Standards) Rules, 2015 notified under section 133 and other relevant provisions of the Act.

As per the provisions of Section 136 of the Act, the Company has placed separate audited accounts of its subsidiaries on its website at https://wework. co.in/investors-relations/disclosures/#disclosures and a copy of separate audited financial statements of its subsidiaries will be provided to shareholders upon their request.

9) CHANGE IN THE NATURE OF BUSINESS:

There have been no changes in the nature of the business of the Company during the year under review.

10) BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) Board of Directors:

As on March 31, 2026, the Board comprised of 6 (six) Directors, with an optimum mix of 3 (three) Independent Directors, 1 (one) Executive Director and 2 (two) Non-Executive Directors. Out of the 3 (three) Independent Directors, 2 (two) are Women Independent Directors.

The Board comprises individuals with diverse experience and expertise across areas such as business strategy, real estate, finance, technology, corporate governance, risk management and entrepreneurship. The collective experience and leadership of the Directors provide valuable guidance to the management and contribute to the Company's long-term growth, effective oversight and sustainable value creation for all stakeholders.

The composition of the Board as on March 31, 2026, is set out below:

S. No.

Name of the Director

Designation

1.

Mr. Jitendra Mohandas Virwani

Chairman & Non-Executive Director

2.

Mr. Karan Virwani

Managing Director & Chief Executive Officer

3.

Mr. Manoj Kumar Kohli

Independent Director

4.

Ms. Anupa Rajiv Sahney

Independent Director

5.

Ms. Mahua Acharya

Independent Director

6.

Mr. Adnan Mostafa Ahmad

Nominee Director, representing 1 Ariel Way Tenant Limited

Appointments and Resignations during the year under review:

There was no change in the composition of Board of Directors of the Company during the year under review.

b) Key Managerial Personnel:

As on March 31, 2026, the Key Managerial Personnel of the Company in accordance with the provisions of Section 2(51) and Section 203 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) for the time being in force) were as follows:

S. No.

Name of the Key Managerial Personnel

Designation

1.

Mr. Karan Virwani

Managing Director & Chief Executive Officer

2.

Mr. Clifford Noel Lobo

Chief Financial Officer

3.

Mr. Udayan Shukla

Company Secretary and Compliance Officer

Appointments and Resignations during the year under review:

There were no changes in the Key Managerial Personnel of the Company during the year under review.

c) Re-appointment proposed at the AGM:

In accordance with the provisions of the Act and the Articles of Association of the Company,

Mr. Adnan Mostafa Ahmad (DIN: 10838524), Nominee Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors recommends his re-appointment as a Director, liable to retire by rotation.

Relevant details as stipulated under Regulation 36 of the SEBI Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, form part of the Notice of ensuing AGM.

11) MEETINGS OF THE BOARD OF DIRECTORS:

During the year under review, the Board of Directors of the Company met 8 (eight) times i.e., on May 22, 2025, June 30, 2025, September 18, 2025, September 27, 2025, October 7, 2025, November 10, 2025, December 9, 2025, and January 27, 2026.

The maximum interval between any two meetings did not exceed 120 days, as prescribed under the Act and Listing Regulations.

The details of attendance of the Directors at the Board Meetings are provided in the Corporate Governance Report, which forms part of this Annual Report.

12) COMMITTEES OF THE BOARD:

As on March 31, 2026, pursuant to the requirements under the Act and the Listing Regulations, the Board of Directors had the following statutory Committees:

a) Audit Committee;

b) Nomination and Remuneration Committee;

c) Stakeholders' Relationship Committee;

d) Risk Management Committee; and

e) Corporate Social Responsibility Committee;

As on March 31, 2026, the Audit Committee comprised Mr. Manoj Kumar Kohli, Chairman,

Ms. Anupa Rajiv Sahney, Member, Ms. Mahua Acharya, Member and Mr. Karan Virwani, Member.

The composition, terms of reference and meetings of the aforesaid Committees are provided in the Corporate Governance Report, which forms part of this Annual Report.

In addition to the statutory committees, the Board has constituted a Banking and Borrowing Committee to oversee routine banking and borrowing matters of the Company. As on March 31, 2026, the Banking and Borrowing Committee comprised Mr. Karan Virwani (Chairman), Mr. Jitendra Mohandas Virwani (Member) and Mr. Manoj Kumar Kohli (Member). The Company Secretary acts as the Secretary to the Committee.

During the financial year 2025-26, the Banking and Borrowing Committee met twice, and the requisite quorum was present in both the meetings.

During the financial year 2025-26, all recommendations made by the Committees of the Board, including the Audit Committee, were accepted by the Board of Directors.

13) DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Act, the Board of Directors confirms that:

a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end

of the financial year and of the profit and loss of the Company for that period;

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the annual accounts on a going concern basis;

e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

14) AUDIT AND AUDITORS:

a) Statutory Auditors' and their report:

The Members of the Company, at the 9th Annual General Meeting ("AGM") held on July 25, 2025, approved the re-appointment of S.R. Batliboi & Associates LLP, Chartered Accountants (Firm registration number: 101049W/E300004), as the Statutory Auditors of the Company for a second term of five consecutive years, to hold office from the conclusion of the 9th AGM until the conclusion of the 14th AGM of the Company, to be held in the year 2030.

The Statutory Auditors' Report on the financial statements for the year ended March 31, 2026, does not contain any qualification, reservation, adverse remark or disclaimer. The report is enclosed with the financial statements and forms part of this Annual Report.

b) Secretarial Auditors and their report:

Section 204 of the Act and Regulation 24A of the Listing Regulations require listed companies

to undertake a secretarial audit and annex the Secretarial Audit Report to the Board's Report.

The Members of the Company, at the 9th AGM held on July 25, 2025, approved the appointment of Mr. Umesh Parameshwar Maskeri, Company Secretary in Practice (COP No.:12704), as the Secretarial Auditor of the Company for a term of five consecutive years commencing from the financial year 2025-26 to financial year 2029-30.

The Secretarial Audit Report for the financial year ended March 31, 2026, does not contain any qualification, reservation, adverse remark or disclaimer. The secretarial audit report in form MR-3 is enclosed as Annexure B to this report.

c) Internal Auditors

The internal audit of the Company for the financial year 2025-26 was conducted by Deloitte Haskins & Sells.

The Internal Auditors reviewed the adequacy and operating effectiveness of the Company's internal control systems, processes and compliance mechanisms. Their observations and recommendations were placed before the Audit Committee for review and appropriate action.

15) PARTICULARS OF EMPLOYEES:

The information required under Section 197 (12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in Annexure C to this report.

The information required under Section 197(12) of the Act read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate Annexure forming part of this report.

However, the annual report is being sent to the Members, excluding the aforesaid Annexure. In terms of Section 136 of the Act, the said Annexure is available for inspection. Any member interested in obtaining a copy of the same may write to the Company Secretary and Compliance Officer of the Company at cswwi@wework.co.in.

16) REPORTING OF FRAUDS BY AUDITORS:

During the year under review, neither the Statutory Auditors, the Secretarial Auditor nor the Internal Auditors have reported to the Board, under Section 143(12) of the Companies Act, 2013, any instance of fraud committed against the Company by its officers or employees.

17) VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

The Company has adopted a Whistle Blower Policy / Vigil Mechanism in accordance with the provisions of Section 177 of the Act and Regulation 22 of the Listing Regulations.

The Policy enables Directors, employees and other stakeholders to report genuine concerns relating to unethical behaviour, actual or suspected fraud, misconduct, improper business practices, violations of the Company's Code of Conduct, applicable laws, regulations and policies, without fear of retaliation or victimisation. The mechanism provides adequate safeguards against victimisation and allows direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases.

During the financial year under review, no whistle blower complaints or genuine concerns were received under the mechanism. Further, no person was denied access to the Audit Committee.

The Whistle Blower Policy is available on the Company's website at https://wework.co.in/ investors-relations/WeWork%20India%20-%20 Whistle%20Blower%20Policy.pdf

18) RISK MANAGEMENT POLICY:

The Company has adopted a Risk Management Policy and established an Enterprise Risk Management ("ERM") Framework for identification, assessment, monitoring, reporting and mitigation of risks associated with its business and operations.

The ERM Framework provides a structured approach for managing risks across the organization and is supported by a defined risk governance structure. Key risks identified across the business are periodically reviewed and monitored, and appropriate mitigation measures are implemented on a continuous basis.

The Risk Management Policy of the Company is available on the Company's website at https:// wework.co.in/investors-relations/WeWork%20 India%20-%20Risk%20Management%20Policy.pdf.

19) INTERNAL FINANCIAL CONTROLS:

The Company has in place adequate internal financial controls commensurate with the size, scale and complexity of its operations. These controls are designed to provide reasonable assurance regarding the orderly and efficient conduct of business, safeguarding of assets, prevention and detection of

frauds and errors, accuracy and completeness of accounting records, and the timely preparation of reliable financial information.

The internal control system is supplemented by an extensive programme of internal audits, periodic reviews by the management and established policies and procedures. The internal financial controls are designed to ensure the reliability of financial and other records for the preparation of financial statements and other reports, and to maintain accountability for the Company's assets.

During the year under review, such controls were tested and no material weaknesses in their design or operations were observed.

20) DEPOSITS:

During the year under review, the Company did not accept any deposits within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 and, accordingly, no amount of principal or interest on such deposits was outstanding as on March 31, 2026.

21) PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Particulars of loans granted, guarantees provided and investments made by the Company during the financial year ended March 31, 2026, as required under the provisions of Section 186 of the Act read with Companies (Meetings of Board and its Powers) Rules, 2014, are disclosed in the notes to Financial Statements which may be read as a part of this report.

22) REVISION MADE IN FINANCIAL STATEMENTS/ BOARD'S REPORT:

The Company has not revised the Financial Statements or Board's Report in respect of any of the three preceding financial years.

23) ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)

(a) of the Act, the Annual Return in Form MGT 7 as on March 31, 2026, is available on the website of the Company at https://wework.co.in/investors-relations/general-meetings/#returns.

24) CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All contracts, arrangements and transactions entered into by the Company with related parties during

the financial year 2025-26 were in the ordinary course of business and on an arm's length basis. During the year under review, the Company did not enter into any related party transaction which could be considered material in accordance with the Company's Policy on Related Party Transactions ("RPT Policy"). Accordingly, the disclosure of related party transactions in Form AOC-2 pursuant to Section 134(3)(h) of the Companies Act, 2013 is not applicable.

All related party transactions entered into during the year were approved by the Audit Committee. Prior omnibus approval of the Audit Committee is obtained for related party transactions which are foreseen and are repetitive in nature.

Details of related party transactions entered into by the Company, in terms of Indian Accounting Standard 24 (Ind AS-24) have been disclosed in the notes to the financial statements forming part of this Annual Report.

In accordance with the requirements of the Listing Regulations, the Company has adopted an RPT Policy, which is available on the Company's website at https://wework.co.in/investors-relations/ WeWork%20India%20-%20RPT%20Policy.pdf.

25) CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith and forms part of this Report as Annexure D.

26) DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has zero tolerance towards sexual harassment at the workplace and is committed to providing a safe, secure and conducive work environment for all employees. The Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made thereunder.

The Company has complied with the provisions relating to the constitution of the Internal Committee under the aforesaid Act.

The details of complaints received and disposed of during the financial year 2025-are as follows:

26 under the aforesaid Act

Particulars

Number of Complaints

Number of complaints pending at the beginning of the year

Nil

Number of complaints of sexual harassment received in the year

1

Number of complaints disposed off during the year

Nil

Number of complaints pending as on end of the year

1*

Number of cases pending for more than ninety days

Nil

*The complaint that remained pending as on March 31, 2026, has since been investigated and disposed of by the Internal Committee in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, prior to the date of this Report.

27) EMPLOYEE STOCK OPTION PLAN:

Your Company has two Employee Stock Option Plans in place, namely the WeWork India Management Limited 2018 Equity Incentive Plan and the WeWork India Management Limited 2021 Equity Incentive Plan (collectively, the "ESOP Plans").

During the year under review, the Members of the Company, through postal ballot, approved the ratification and amendment of the ESOP Plans.

The ratification was undertaken pursuant to the requirements of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SEBI SBEB Regulations") following the listing of the Company's equity shares.

Further, the ESOP Plans were amended to align them with applicable regulatory requirements and to incorporate certain changes aimed at enhancing clarity, simplifying the language of the schemes and ensuring greater administrative efficiency. Accordingly, both the ESOP Plans are in compliance with the provisions of the SEBI SBEB Regulations

The amended ESOP Plans continue to support the Company's objective of attracting, retaining and rewarding talent through long-term employee ownership and value creation. The approval of the Members was obtained through postal ballot on January 8, 2026.

The certificate from the Secretarial Auditor certifying that the ESOP Plans have been implemented in accordance with the provisions of the SEBI SBEB Regulations and in accordance with the resolutions passed by the Members of the Company will be available for inspection by the Members at the Annual General Meeting.

The disclosures required under Regulation 14 of the SEBI SBEB Regulations are available on the Company's website at https://wework.co.in/investors-relations/financial-information/#ann.

28) MEETING OF INDEPENDENT DIRECTORS:

During the year under review, a meeting of the Independent Directors without the presence of Non-Independent Directors and members of the Management was duly held on February 18, 2026, where the Independent Directors, inter-alia, evaluated the performance of Non-Independent Directors and the Board of Directors as a whole, reviewed the performance of Chairperson of the Board and assessed the quality, quantity and timeliness of the flow of information between the Management of the Company and the Board of Directors.

29) DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors have submitted requisite declarations confirming that they continue to meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of the Listing Regulations. Based on the declarations submitted by the Independent Directors, Board is of the opinion that the Independent Directors fulfil the conditions specified in the Act and are independent of the Management.

Independent Directors have also confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence.

Independent Directors have also confirmed of having complied with Rule 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, by including/ registering their names in the data bank of Independent Directors maintained with Indian Institute of Corporate Affairs.

In the opinion of the Board, all the Independent Directors have the integrity, expertise and experience, including the proficiency required to effectively discharge their roles and responsibilities in directing and guiding the affairs of the Company.

30) FAMILIARIZATION PROGRAMMES FOR INDEPENDENT DIRECTORS:

The Independent Directors undergo a structured orientation and familiarization programme at the time of their appointment and on a continuing basis. The programme is designed to familiarize them with the Company's business operations, industry landscape, business model, regulatory environment, and their roles, rights and responsibilities as Directors. The details of the familiarization programmes imparted to the Independent Directors are available on website of the Company at https://wework.co.in/ investors-relations/WeWork%20India%20-%20 Familiarisation%20Programme.pdf.

31) NOMINATION AND REMUNERATION POLICY:

Pursuant to Section 178 of the Act and Regulation 19 read with Part D of Schedule II of the Listing Regulations, the Company has in place a Nomination and Remuneration Policy ("Policy") approved by the Board of Directors on the recommendation of the Nomination and Remuneration Committee.

The Policy lays down the criteria for determining qualifications, competencies, positive attributes and independence of Directors and provides a framework for the appointment, removal, performance evaluation, succession planning and remuneration of Directors, Key Managerial Personnel ("KMP"), Senior Management Personnel ("SMP") and other employees of the Company. The Policy seeks to ensure that the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate competent resources, that remuneration is appropriately linked to individual and organisational performance, and that a balance is maintained between fixed and incentive pay reflecting the short-term and long-term objectives of the Company. The Policy also aims to recognise and reward performance, dedication and achievement, while supporting the long-term growth and success of the Company.

During the financial year under review, no changes were made to the Policy. The Policy is available on the website of the Company at https://wework. co.in/investors-relations/Nomination%20and%20 Remuneration%20Policy.pdf.

32) CORPORATE SOCIAL RESPONSIBILITY:

At WeWork India, creating a positive and lasting impact extends beyond our business operations. Through our impact initiatives, we strive to contribute towards environmental sustainability, biodiversity conservation, community development and inclusive growth. Our approach is centred on creating long-term value for communities while fostering responsible and sustainable business practices.

The Company's impact initiatives focus on creating meaningful social and environmental outcomes through partnerships with credible implementation agencies and community organisations. During the year, the Company continued to support initiatives relating to ecological restoration, biodiversity and wildlife conservation, environmental sustainability, education and skill development, community welfare and livelihood enhancement. Through these initiatives, the Company seeks to promote sustainable development, strengthen local communities and contribute towards building a more inclusive and resilient future.

The Board of Directors has adopted a Corporate Social Responsibility Policy ("CSR Policy") setting out the guiding principles for undertaking CSR and social impact initiatives. During the year under review, no changes were made to the CSR Policy. The Policy is available on the Company's website at https://wework.co.in/investors-relations/ WeWork%20India%20-%20CSR%20Policy.pdf.

The composition of the CSR Committee as on March 31, 2026, was as follows:

S. No.

Name of Committee Members

Designation in the Committee

Category of Directorship

1.

Ms. Mahua Acharya

Chairperson

Non-Executive & Independent

2.

Ms. Anupa Rajiv Sahney

Member

Non-Executive & Independent

3.

Mr. Karan Virwani

Member

Executive and Promoter

During the financial year 2025-26, the CSR Committee met once, i.e., on May 22, 2025, and all the members of the Committee attended the meeting.

As per the provisions of Section 135 of the Act and the rules made thereunder, the Company was not required to spend any amount towards CSR expenditure during the financial year 2025-26, as the average net profits for the three immediately preceding financial years, computed in accordance with Section 198 of the Act, were negative.

However, on a voluntary basis, the Company contributed H165.43 lakhs towards various social and environmental impact initiatives during the year.

The CSR Committee was constituted in accordance with the provisions of Section 135 of the Act. As the Company is presently not required to undertake CSR expenditure under the Act, the Board of Directors, pursuant to Section 135(9) of the Act, approved the dissolution of the Committee at its meeting held on May 21, 2026. Thereafter, any functions required to be discharged under the applicable provisions of Section 135 of the Act shall be undertaken by the Board.

The Annual Report on CSR Activities, as required under Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, forms part of this report as Annexure E.

33) BOARD EVALUATION:

Pursuant to the provisions of the Act and the Listing Regulations, the Company has adopted a Board Evaluation Policy laying down the criteria and framework for annual performance evaluation of the Board of Directors, its Committees, the Chairperson and Individual Directors, including Independent Directors.

The annual performance evaluation was carried out through a structured assessment process based on the criteria prescribed under the Board Evaluation Policy. The evaluation covered various aspects including the composition and effectiveness of the Board and its Committees, conduct of meetings, corporate governance and compliance oversight, risk

management, strategic guidance, stakeholder value creation, quality of information flow, contribution of individual directors, attendance and participation in meetings, fulfilment of fiduciary responsibilities and effectiveness of leadership.

The Nomination and Remuneration Committee carried out the evaluation of the performance of individual directors. The Board evaluated its own performance, the performance of its Committees and Individual Directors. Further, the performance evaluation of the Independent Directors was carried out by the entire Board, excluding the director being evaluated. The Board Evaluation Policy is available on the website of the Company at https://wework.co.in/investors-relations/WeWork%20 India%20-%20Board%20Evaluation%20Policy.pdf.

In a separate meeting of Independent Directors held during the year, the Independent Directors reviewed the performance of the Non-Independent Directors, the Chairperson and the Board as a whole. The Independent Directors also assessed the quality, quantity and timeliness of the flow of information between the management and the Board.

34) MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Pursuant to Regulation 34 read with Schedule V of the Listing Regulations, the Management Discussion and Analysis Report for the financial year ended March 31, 2026 forms part of this Annual Report and is presented in a separate section.

35) CORPORATE GOVERNANCE:

The Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance requirements. The Corporate Governance Report, as required under Regulation 34 read with Schedule V of the Listing Regulations, forms part of this Annual Report.

The Practicing Company Secretary's Certificate confirming compliance with Corporate Governance requirements is attached to the Corporate Governance Report.

Further, pursuant to Regulation 17(8) of the Listing Regulations, the certificate issued by the Managing Director and Chief Financial Officer of the Company forms part of the Corporate Governance Report.

36) BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT:

The Business Responsibility & Sustainability Report ("BRSR") of the Company for the Financial year ended March 31, 2026, forms part of this Annual Report as required under Regulation 34(2)(f) of the Listing Regulations.

37) LISTING STATUS:

The Equity Shares of the Company (ISIN: INE085001019) were listed on BSE Limited and the National Stock Exchange of India Limited with effect from October 10, 2025.

The annual listing fees payable to both the Stock Exchanges for the financial year 2025-26 have been duly paid. The Company's Equity Shares continued to be traded on both the Stock Exchanges without any suspension during the year under review.

38) PROHIBITION OF INSIDER TRADING:

The Company has adopted a Code of Conduct to Regulate, Monitor and Report Trading by Designated Persons and their Immediate Relatives ("Code") in accordance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 ("PIT Regulations").

The Code lays down the framework for preservation of Unpublished Price Sensitive Information ("UPSI"), regulation and monitoring of trading in the securities of the Company by Designated Persons and their Immediate Relatives, trading window restrictions, pre-clearance of trades, disclosures and reporting requirements, maintenance of a structured digital database and procedures for inquiry in cases of actual or suspected leak of UPSI. The Code is aimed at ensuring timely compliance with the PIT Regulations and preventing insider trading and misuse of UPSI.

The Company has established adequate internal controls to monitor compliance with the PIT Regulations and conducts periodic awareness and sensitisation programmes for Designated Persons and other identified employees. During the year under review, the Audit Committee and the Board of Directors reviewed compliance with the PIT Regulations and the effectiveness of the internal control systems relating thereto.

The Code is available on the website of the Company at https://wework.co.in/investors-relations/ Code%20of%20Insider%20Trading%20(1).pdf.

39) KEY PERFORMANCE INDICATORS:

Pursuant to the applicable provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, the Key Performance Indicators ("KPIs") disclosed under the chapter titled "Basis for Offer Price" in the Company's Offer Document have been updated as at and for the financial year ended March 31, 2026 and form part of this Annual Report. The KPIs have been prepared using the same definitions, methodology and basis of computation as disclosed in the Offer Document and have been approved by the Audit Committee and certified by an independent Chartered Accountant in accordance with the applicable regulatory requirements.

40) CODE OF CONDUCT:

In compliance with Regulation 17(5) of the Listing Regulations, the Board of Directors has adopted a Code of Conduct for Directors and Senior Management Personnel of the Company ("Code").

The Code sets out the standards of ethical conduct, integrity, business ethics, corporate governance and compliance with applicable laws and regulations expected from the Directors and Senior Management Personnel. The Code is available on the website of the Company at https://wework.co.in/investors-relations/WeWork%20India%20-%20Code%20of%20 Conduct%20for%20BoD%20and%20SMPs.pdf.

All the Directors and Senior Management Personnel have affirmed compliance with the Code as on March 31, 2026. A declaration to this effect signed by the Managing Director & CEO forms part of the Corporate Governance Report forming part of this Annual Report.

41) COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961:

The Company has complied with the provisions of the Maternity Benefit Act, 1961, as amended from time to time. The Company provides all eligible women employees with the benefits and entitlements prescribed under the Act and remains committed to fostering an inclusive, supportive and equitable workplace.

42) DIRECTORS AND OFFICERS INSURANCE:

In accordance with Regulation 25(10) of the Listing Regulations, the Company has obtained a Directors and Officers Liability Insurance Policy for all its Directors, including Independent Directors. The Policy provides coverage against liabilities that may arise in connection with the performance of their duties and responsibilities.

43) OTHER DISCLOSURES:

a) The Company has not issued sweat equity shares and shares with differential rights as to dividend, voting or otherwise.

b) The Company has complied with Secretarial Standards, i.e. SS-1 and SS-2, relating to Meetings of the Board of Directors and General Meetings, issued by the Institute of Company Secretaries of India.

c) There were no significant or material orders passed by the regulators or courts or tribunals which could impact the going concern status of the Company and its future operations.

d) The Company is not required to make and maintain such accounts and cost records as specified by the Central Government under sub-section (1) of Section 148 of the Act read with the Companies (Accounts) Rules, 2014.

e) Pursuant to Section 197(14) of the Act, the Managing Director of the Company did not receive any remuneration or commission from its holding company or subsidiary companies during the

year under review.

f) There are no applications made or proceedings pending against the Company under the Insolvency and Bankruptcy Code, 2016.

g) The Company has not entered into one time settlement with any Banks or Financial Institutions during the year. Hence, disclosure pertaining to difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan is not applicable.

h) During the year under review, there were no instances of non-exercising of voting rights in respect

of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

i) The Company has not declared any dividend since its incorporation. Accordingly, there is no unclaimed or unpaid dividend required to be transferred to the Investor Education and Protection Fund (IEPF), and the provisions of Section 125(2) of the Companies Act, 2013 are not applicable to the Company.

44) ACKNOWLEDGEMENT:

The Directors wish to place on record their sincere appreciation for the continued trust, support and co-operation extended by customers, members, vendors, government and regulatory authorities, banks, financial institutions, rating agencies, depositories, auditors, legal advisors, consultants, business associates and all other stakeholders during the year under review.

The Directors also place on record their gratitude to all employees for their unwavering commitment, dedication and contribution during the year. Their efforts continue to be a key factor in the Company's growth, success and long-term value creation.


 
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