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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 524000ISIN: INE511C01022INDUSTRY: Non-Banking Financial Company (NBFC)

BSE   ` 480.90   Open: 434.00   Today's Range 434.00
492.00
+47.60 (+ 9.90 %) Prev Close: 433.30 52 Week Range 362.95
570.40
Year End :2026-03 

r) Provisions and contingencies related to
claims, litigation, etc.

A provision is recognized if, as a result of a past
event, the Company has a present obligation
(legal or constructive) that can be estimated
reliably, and it is probable that an outflow of
economic benefits will be required to settle
the obligation. Provisions are measured at the

present value of management's best estimate
of the expenditure required to settle the present
obligation at the end of the reporting period.
Provisions, contingent liabilities and contingent
assets are reviewed at each balance sheet date.

I) Onerous contracts

A contract is considered as onerous when the
expected economic benefits to be derived by
the Company from the contract are lower than
the unavoidable cost of meeting its obligations
under the contract. The provision for an onerous
contract is measured at the lower of the expected
cost of terminating the contract and the expected
net cost of continuing with the contract. Before a
provision is established, the Company recognizes
any impairment loss on the assets associated
with that contract.

II) Contingencies related to claims, litigation, etc.

Provision in respect of loss contingencies relating
to claims, litigation, assessment, fines, penalties,
etc. are recognized when it is probable that a
liability has been incurred, and the amount can
be estimated reliably. Provisions are reviewed
at each balance sheet date and adjusted to
reflect the current best estimate. If it is no longer
probable that the outflow of resources would be
required to settle the obligation, the provision
is reversed.

s) Contingent liabilities and contingent
assets

A contingent liability exists when there is a
possible but not probable obligation, or a present
obligation that may, but probably will not, require
an outflow of resources, or a present obligation
whose amount cannot be estimated reliably.
Contingent liabilities do not warrant provisions,
but are disclosed unless the possibility of outflow
of resources is remote.

Contingent assets are disclosed in the standalone
financial statements where an inflow of economic
benefits is probable.

t) Cash and cash equivalents

For the purpose of presentation in the statement
of cash flows, cash and cash equivalents includes
cash on hand, deposits held at call with financial

institutions, other short-term, highly liquid
investments with original maturities of three
months or less that are readily convertible to
known amounts of cash and which are subject
to an insignificant risk of changes in value, and
bank overdrafts.

u) Statement of cash flows

Cash flows are reported using the indirect
method, whereby net profit before tax is
adjusted for the effects of transactions of non¬
cash future, any deferrals or accruals of past
or future operating cash receipts or payments
and item of expenses associated with investing
or financing cash flows. The cash flows from
operating, investing and financing activities of
the Company are segregated.

v) Operating segments

Operating segments are reported in a manner
consistent with the internal reporting provided to
the Chief Operating Decision Maker (CODM) of the
Company. The CODM is responsible for allocating
resources and assessing performance of the
operating segments of the Company. Refer note
52 for details on segment information presented.

w) Earnings per equity share

Basic earnings per equity share has been
computed by dividing net income attributable to
ordinary equity holders by the weighted average
number of shares outstanding during the year.
Partly paid-up equity share, if any, is included as
fully paid equivalent according to the fraction
paid up.

Diluted earnings per equity share has been
computed using the weighted average number
of shares and dilutive potential shares, except
where the result would be anti-dilutive.

x) Dividend

Interim dividend declared to equity shareholders,
if any, is recognized as liability in the period
in which the said dividend is declared by the
Board of Directors. Final dividend declared, if
any, is recognized in the period in which the
said dividend is approved by the Shareholders.
Dividend payable is recognized directly in
other equity.

y) Subsequent events

The Company evaluates all transactions and
events that occur after the balance sheet date but
before the standalone financial statements are
issued. Based upon the evaluation, the Company
did not identify any recognized or non-recognized
subsequent events that would have required
adjustment or disclosure in the standalone
financial statements, except as disclosed.

z) Recent pronouncements

The Ministry of corporate Affairs ("MCA") notified
amendments on 7 May 2025 and 13 August
2025 under the Companies (Indian Accounting
Standards) Amendment Rules, 2025 and the
Companies (Indian Accounting Standards)
Second Amendment Rules, 2025, respectively,
which is effective from annual reporting periods
beginning on or after 1 April 2025.

(a) Amendment to Ind AS 7 and Ind AS 107 -
Supplier Finance Arrangement:

The amendments to Ind AS 7 'Statement of Cash
Flows' and Ind AS 107 'Financial Instruments:
Disclosures' clarify the characteristics of supplier
finance arrangements and require additional
disclosures for such arrangements. The disclosure
requirements in the amendments are intended
to assist users of standalone financial statements
in understanding the effects of supplier finance
arrangements on an entity's liabilities, cash flows
and exposure to liquidity risk. The Company has
reviewed the new pronouncements and based
on its evaluation has determined that it does
not have any significant impact in its standalone
financial statements.

(b) Amendment to Ind AS 1 - Classification of
Liabilities as Current or Non-current and Non¬
current liabilities with covenants:

The amendment specifies the requirements for
classifying liabilities as current or non-current in
the balance sheet, and clarifies the following:

i) An entity's right to defer settlement of a
liability for at least twelve months after the
reporting period must have substance and
must exist at the end of the reporting period.
The classification of liability as current or
non-current is unaffected by the likelihood
that the entity will exercise its right to
defer settlement.

ii) If an entity's right to defer settlement of
a liability is subject to covenants, such
covenants affect whether that right exists
at the end of the reporting period only if the
entity is required to comply with the covenant
on or before the end of the reporting period.

iii) In case of a liability that can be settled, at the
option of the counterparty, by the transfer
of the entity's own equity instruments,
such settlement terms do not affect the
classification of the liability as current or
non-current only if the option is classified as
an equity instrument.

The Company has reviewed the new
pronouncements and based on its
evaluation has determined that it does not
have any significant impact in its standalone
financial statements.

(c) Amendment to Ind AS 12 - Pillar-Two Tax
Reforms

The Company is not within the scope of the OECD
Pillar Two Model Rules, as Pillar Two legislation
has not yet been enacted in any of the jurisdiction
in which the Company operates.

(d) Amendment to Ind AS 21-Lack of
exchangeability

The Amendments introduces requirement
to assess when a currency is exchangeable
into another currency and when it is not. The
amendment requires an entity to estimate the
spot exchange rate when it concludes that
a currency is not exchangeable into another
currency. These amendments had no effect
on the standalone financial statements of
the Company.

The new disclosures introduced in the standard,
the entities are required to provide in their
standalone financial statements for annual
reporting periods beginning on or after 1 April
2025. No disclosures are required in interim
periods ending on or before 31 March 2026.

New standards and amendments notified but
not effective

(i) Amendment to Ind AS 1 - Classification of
Liabilities as Current or Non-current and
Non-current liabilities with covenants:

The amendment includes specific
provisions that will take effect for reporting
periods beginning on or after 1 April 2026,
retrospectively, as outlined below:

a) Breach of material covenant for long¬
term loan arrangement on or before
end of reporting period with effect that
liability becomes payable on demand
as on reporting date, then it shall be
classified as current liability, if lender
agreed after reporting period and
before approval of standalone financial
statements to not demand payment as
a consequence of breach.

b) Classify as non-current liability, if lender
agreed by end of reporting period to
provide grace period ending at least 12
months after reporting period within
which entity can rectify the breach
provided lender does not demand
immediate repayment.

c) Disclose information about the timing
of settlement to understand the
impact of the liability on the standalone
financial statements.

The Company has reviewed the new
pronouncements and based on its
evaluation has determined that it does
not have any significant impact in its
standalone financial statements.

(d) Details of cash credit facilities and working capital demand loans

The cash credit facilities are repayable on demand and carry interest rates ranging from 7.90% to 8.40%
(31 March 2025: from 8.00% to 9.50% p.a). Working capital demand loans are repayable on demand and
carry interest rates ranging from 6.85% to 7.55% (31 March 2025: from 7.24% to 9.00% p.a.). As per the
prevalent practice, cash credit facilities and working capital demand loans are renewed on a year to year
basis and therefore, are revolving in nature.

#Commercial papers are repayable within 12 months and issued at a discount rate of 6.85 % p.a. - 7.67% p.a. (31 March 2025:
7.42 % p.a. - 8.78% p.a.)

##Loan taken by PFL EWT has a maturity of 4 years (until March 2028) and borrowed at a SBI 3 month Marginal cost of funding
rate (MCLR) plus 80 basis point.

@Refer Note 45 related party disclosure for detailed disclosure.

(e) The Company has used the borrowings from banks and financial institutions for the purpose for which it
was taken as at the balance sheet date.

(b) Terms/rights attached to equity shares:

The Company has only one class of equity shares having a par value of I 2 each. Each holder of equity share
is entitled to one vote per share.

The dividend recommended by the Board of Directors and approved by the Shareholders in the Annual
General meeting is paid in Indian rupees.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining
assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion
to the number of equity shares held by the shareholders.

During the year ended 31 March 2026, the Company has issued and allotted 33,148,102 fully paid-up
equity shares of the Company, having face value of I 2 each, at an issue price of I 452.51 per equity share
including premium of I 450.51 per equity share, aggregating to I 1,499.98 crores through Preferential
Issue, on private placement basis to Rising Sun Holdings Private Limited, promotor of the Company under
Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
(ICDR) Regulations, 2018, Listing Regulations, the Act and the Rules made thereunder, and other
applicable laws.

During the year, the Company has allotted 1,655,156 equity shares of face value of I 2 each to the eligible
employees of the Company under various Employee Stock Option Plans pursuant to the SEBI (Share
Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SBEB & SE Regulations”), as amended
from time to time. Refer note no 44 for disclosures related to share based payments.

Refer note 56 on subsequent events.

(c) Shares allotted as fully paid-up without payment being received in cash/by way of bonus
shares:

The Company has not issued bonus shares or shares for consideration other than cash during the five year
period immediately preceding the reporting date.

(d) Shares bought back

The Company has not bought back any of its securities during the five year period immediately preceding
the reporting date.

Nature and purpose of reserves:

Capital reserve

Capital reserve has been created to set aside gains of capital nature from amalgamation and merger. It is
utilised in accordance with the provisions of the Companies Act, 2013.

Securities premium

Securities premium represents premium received on issue of shares. This amount can be utilised in accordance
with the provisions of the Companies Act, 2013.

Statutory reserve (created pursuant to Section 45-IC of the Reserve Bank of India Act, 1934)

Statutory reserve represents the reserve fund created under section 45-IC of the Reserve Bank of India Act,
1934. The Company is required to transfer a sum not less than twenty percent of its net profit every year as
disclosed in the statement of profit and loss. The statutory reserve can be utilized for the purposes as may be
specified by the Reserve Bank of India from time to time.

Capital redemption reserve

Capital redemption reserve is created to keep the capital intact when preference shares are redeemed or
equity shares are bought back. It is utilised in accordance with the provisions of the Companies Act, 2013.

Share option outstanding reserve

The Company instituted the Employee Stock Option Plan (ESOP) 2021 in 2021, Employee Stock Option Plan
(ESOP) 2024 in 2024 and Employee Stock Option Plan (ESOP) 2024 - Scheme II in 2024 which were approved
by the Board of Directors and the shareholders of the Company. The share option outstanding reserve is used
to recognise the grant date fair value of option issued under aforesaid plans.

Treasury shares

The reserve for shares of the Company held by the PFL EWT. The Company has issued employees stock option
scheme for its employees. The equity shares of the Company have been purchased and held by PFL EWT. PFL
EWT to transfer these shares in the name of employees at the time of exercise of option by employees.

Trust reserve

This represents net of expenditure over income of PFL EWT Trust.

Retained earnings

Retained earnings represents total of all profits retained since Company's inception. Retained earnings are
credited with current year profits, reduced by losses, if any, dividend payouts, transfers to general reserve
or any such other appropriations to specific reserves. It also includes impact of remeasurement of defined
benefit plans.

Financial instruments through other comprehensive income

(a) On debt investments: This comprises changes in the fair value of debt instruments recognised in other
comprehensive income. The company transfers amounts from such component of equity to retained
earnings when the relevant debt instruments are derecognised.

(b) On cash flow hedge reserve: It represents the cumulative gains/(losses) arising on revaluation of the
derivative instruments designated as cash flow hedges through OCI.

**Details of corporate social responsibility expenditure ("CSR")

A CSR committee has been formed by the Company as per the Companies Act, 2013. CSR expenses have been
incurred through out the year on the activities as specified in Schedule VII of the said Act. The focus area of
CSR initiatives undertaken by the Company are education, health and environment. The Company incurs CSR
expenses directly.

ii. Defined benefit plan

Gratuity

The Company has a defined benefit gratuity plan in India, governed by the "New Labour Codes". This
plan entitles an employee, who has rendered at least five years of continuous service, to gratuity at the
rate of fifteen days wages for every completed year of service or part thereof in excess of six months,
based on the rate of wages last drawn by the employee concerned. The scheme is fully funded with Life
Insurance Corporation of India (LIC) & Kotak Mahindra Life Insurance Company Limited. This defined
benefit plan exposes the Company to actuarial risks, such as regulatory risk, credit risk, liquidity risk, etc.
as defined below.

The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation
for gratuity were carried out as at 31 March 2026. The present value of the defined benefit obligations and
the related current service cost and past service cost, are measured using the Projected Unit Credit Method.

Based on the actuarial valuation obtained in this respect, the following table sets out the status of the
gratuity plan and the amounts recognised in the Company's financial statements as at balance sheet date:

A. Funding

The scheme is fully funded with Life Insurance Corporation of India (LIC) and Kotak Mahindra Life
Insurance Co. Ltd. (Kotak Life). The funding requirements are based on the gratuity fund's actuarial
measurement framework set out in the funding policies of the plan. The funding of the plan is based
on a separate actuarial valuation for funding purposes for which the assumptions may differ from the
assumptions set out in Section E below.

The Government of India has consolidated multiple existing labour legislations into a unified framework
comprising four labour codes collectively referred to as the "New Labour Codes". The Company has
assessed the implications of the New Labour Codes and have taken an estimated increase in provision
of I 6.42 crores in the quarter ended 31 December 2025 and recognised the same in the employee
benefits expenses during the year ended 31 March 2026.

The Government is in the process of notifying related Central/State rules to the New Labour Codes
and impact of these will be evaluated and accounted for, as needed, in accordance with applicable
accounting standards in the period in which they are notified.

On an annual basis, the Company performs an asset-liability matching exercise and contributes the
net incremental actuarial liability to the plan manager (insurer) to effectively manage the associated
liability risk.

As at 31 March 2026, the weighted-average duration of the defined benefit obligation was 7.30 years
(31 March 2025: 7.36 years).

G. Description of risk exposures

Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As
such, Company is exposed to various risks as follows -

Investment Risk: For funded plans that rely on insurers for managing the assets, the value of assets
certified by the insurer may not be the fair value of instruments backing the liability. In such cases,
the present value of the assets is independent of the future discount rate. This can result in wide
fluctuations in the net liability or the funded status if there are significant changes in the discount rate
during the inter-valuation period.

Market Risk (Interest Rate): Market risk is a collective term for risks that are related to the changes
and fluctuations of the financial markets. The discount rate reflects the time value of money. An
increase in discount rate leads to decrease in defined benefit obligation of the plan benefits & vice
versa. This assumption depends on the yields on the corporate/government bonds and hence the
valuation of liability is exposed to fluctuations in the yields as at the valuation date.

Longevity Risk: The impact of longevity risk will depend on whether the benefits are paid before
retirement age or after. Typically for the benefits paid on or before the retirement age, the longevity
risk is not very material.

Future Salary Increase Risk: Actual salary increase that are higher than the assumed salary
escalation, will result in increase to the obligation at a rate that is higher than expected.

Demographic Risk: If actual withdrawal rates are higher than assumed withdrawal rates, the benefits
will be paid earlier than expected. Similarly if the actual withdrawal rates are lower than assumed, the
benefits will be paid later than expected. The impact of this will depend on the demography of the
company and the financial assumptions.

Regulatory Risk: Any changes to the current regulations by the Government, will increase (in most
cases) or decrease the obligation which is not anticipated. Sometimes, the increase is many fold which
will impact the financials quite significantly.

iii. Other long-term benefits

The Company provides compensated absences benefits to the employees of the Company which can be
carried forward to future years. Amount recognised in the statement of profit and loss for compensated
absences is as under:

42 LEASES

As a lessee, the Company classified property leases as operating leases under Ind AS 116.

A. Lease in the capacity of Lessee

a) Nature: Leases considered here are taken for official use.

b) Other disclosures

Following table summarizes other disclosures including the note references for the expense, asset
and liability heads under which certain expenses, assets and liability items are grouped in the
financial statements

44 SHARE-BASED PAYMENTSA Description of share-based payment arrangements

The Company instituted Employee Stock Option Plan (ESOP) 2021 in 2021, Employee Stock Option Plan
(ESOP) 2024 in 2024 and Employee Stock Option Plan (ESOP) 2024 - Scheme II in 2024 which were
approved by the Board of Directors and the shareholders of the Company.

ESOP, 2021

The Company instituted the Employee Stock Option Plan - 2021 ("ESOP 2021”), administered by the
Nomination and Remuneration Committee. The ESOP 2021 was originally approved by the Board of
Directors on 19 June 2021 and our Shareholders on 24 July 2021. Under ESOP 2021, the maximum
aggregate number of stock options that could be allotted was limited to 15,000,000 stock options, with
each option representing one Equity Share of I 2/- each of the Company.

The Nomination and Remuneration Committee at its meeting held on 1 June 2024 approved the
termination of ESOP 2021 and cancelled ungranted stock options under the scheme. The stock options
that have been granted under ESOP 2021 to eligible employees of our Company, and remain outstanding,
shall remain operational until such options are exercised/lapsed. During the year, the Nomination and
Remuneration Committee of the Company has allotted 1,648,458 options under ESOP 2021 to the
eligible employees of the Company.

ESOP - 2024

Our Company instituted the Employee Stock Option Plan - 2024 ("ESOP 2024 - PFL Trust”), administered
by the Nomination and Remuneration Committee, to acquire, purchase, hold and deal in the Equity
Shares by way of secondary acquisition through the PFL Employee Welfare Trust. The ESOP 2024
- PFL Trust was approved by the Board of Directors on 18 January 2024 and our Shareholders on
20 February 2024. Approval of the Board of Directors was also provided to the Company on 18 January
2024 to grant loans and to provide guarantee or security in connection with a loan granted or to be
granted to the PFL Employee Welfare Trust, not exceeding five per cent of the aggregate of the paid up
share capital and free reserves of our Company, for the purpose of effecting the ESOP 2024 - PFL Trust.

Under ESOP 2024 - PFL Trust, the maximum aggregate number of stock options that could be granted
and Equity Shares to be accordingly transferred was limited to 15,000,000 Equity Shares. On exercise
of stock options granted to eligible employees under ESOP 2024 - PFL Trust, corresponding Equity
Shares were to be transferred from the PFL Employee Welfare Trust to the relevant eligible employees.

However, the Board of Directors at their meeting held on 1 June 2024 approved the cancellation of ESOP
2024 - PFL Trust and the dissolution of the PFL Employees Welfare Trust, subject to requisite approvals
and compliances under applicable law. The Board also noted that no stock options were granted by our
Company to any employee under ESOP 2024 - PFL Trust.

ESOP - 2024 Scheme II

Our Company instituted the Employee Stock Option Plan - 2024 - Scheme II ("ESOP 2024”), administered
by the Nomination and Remuneration Committee. The ESOP 2024 was originally approved by the Board
of Directors on 8 April 2024 and our Shareholders on 13 May 2024. Under ESOP 2024, the maximum
aggregate number of stock options that could be allotted was limited to 20,000,000 stock options, with
each option representing one Equity Share of the Company. These options were granted in the absolute
discretion of the Nomination and Remuneration Committee on the basis of factors such as eligible
employee's performance appraisal, seniority, period of service, and present and potential contribution to
the growth of the Company.

The ESOP 2024 was amended through a special resolution passed by our Shareholders by way of postal
ballot on 16 June 2025, to increase the maximum aggregate number of stock options that could be
allotted under this scheme to 32,500,000 stock options, with each option representing one Equity Share
of I 2/- each of the Company. The options generally will vest in a graded manner and are exercisable within
3 years from the date of vesting (refer note C below for details of modification).

During the year, the Nomination and Remuneration Committee of the Company has granted 2,015,000
options under ESOP - 2024 Scheme II to the eligible employees of the Company (each options entitles the
option holder to 1 equity share of I 2/- each). During the year 94,000 options were lapsed and added in the
pool. During the year, the Nomination and Remuneration Committee of the Company has allotted 6,698
options under ESOP 2024 Scheme II to the eligible employees of the Company.

B Measurement of Fair values

The fair value of employee share options has been measured using Black-Scholes model. The weighted
average fair value of each option of Poonawalla Fincorp Limited was I 102.80 (31 March 2025: I 105.40).

The fair value of the options and the inputs used in the measurement of the grant-date fair values of the
equity-settled share based payment plans are as follows:

Expected volatility has been based on an evaluation of the historical volatility of the Company's share
price, particularly over the historical period commensurate with the expected term. The expected term of
the instruments has been based on historical experience and general option holder behavior.

C Modification of ESOP plan

During the previous year ended 31 March 2025, Nomination and Remuneration Committee of the
Company had approved modification of vesting schedule for ESOP 2021, in line with ESOP 2024 Scheme
II. Under ESOP 2021, the revised vesting schedule provided for the vesting of the total options granted
over a 3 year period from earlier vesting schedule of over 4 year period. Accordingly, the Company had
accounted the modification in line with Ind AS 102 - 'Share Based Payments'. As a result of modification,
there was no incremental fair value for the options modified. The impact on statement of profit and loss
of this modification was I 23.06 crores.

B. Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial
instruments that are:

(a) recognised and measured at fair value and

(b) measured at amortised cost / other and for which fair values are disclosed in the standalone
financial statements.

To provide an indication about the reliability of the inputs used in determining fair value, the Company
has classified its financial instruments into the three levels prescribed under the accounting standard. An
explanation of each level follows underneath the table.

Financial instruments valued at carrying value

The respective carrying values of certain on-balance sheet financial instruments approximate their fair value.
These financial instruments include cash in hand, balances with other banks, receivables, payables and certain
other financial assets and liabilities, with maturities less than a year from the balance sheet date. Carrying
values were assumed to approximate fair values for these financial instruments as they are short-term in
nature and their recorded amounts approximate fair values or are receivable or payable on demand.

C. Valuation framework

The Company measures fair values using the following fair value hierarchy, which reflects the significance of
the inputs used in making the measurements.

Level 1: Inputs that are quoted market prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: The fair value of financial instruments that are not traded in active markets is determined using
valuation techniques which maximize the use of observable market data either directly or indirectly, such as
quoted prices for similar assets and liabilities in active markets, for substantially the full term of the financial
instrument but do not qualify as Level 1 inputs. If all significant inputs required to fair value an instrument are
observable the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based in observable market data, the instruments is
included in level 3. That is, Level 3 inputs incorporate market participants' assumptions about risk and the
risk premium required by market participants in order to bear that risk. The Company develops Level 3 inputs
based on the best information available in the circumstances.

In the normal course of doing its business the company is exposed to certain inherent financial risks in the
form of credit risk, market risk, operational risk, liquidity risk, interest rate risk, compliance risk, reputational
risk, etc.

i Risk management framework

The Company's board of directors has overall responsibility for the establishment and oversight of the
Company's risk management framework. The board of directors has established the Risk Management
Committee, which is responsible for developing and monitoring the Company's risk management policies.
The committee reports regularly to the Board of Directors on its activities.

Risk management involves identifying, measuring, monitoring and managing risks on a regular basis.
The objective of risk management is to increase shareholders' value and achieve a return on equity that
is commensurate with the risks assumed. To achieve this objective, the Company employs leading risk
management practices and recruits skilled and experienced people.

The Company's risk management policies are established to identify and analyze the risks faced by the
Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk
management policies and systems are reviewed regularly to reflect changes in market conditions and the
Company's activities.

ii Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument
fails to meet its contractual obligations and arises principally from the Company's asset on finance.

The carrying amounts of financial assets represent the maximum credit risk exposure.

a) Credit risk management

The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of its customer base,
including the default risk associated with the industry. A financial asset is ‘credit-impaired' when one or more
events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.
Evidence that a financial asset is credit-impaired includes the following observable data:

- A breach of contract such as a default or past due event

- When a borrower becomes more than 90 days past due in its contractual payments

The Risk Management Committee has established credit policies for various lending products under which
each new customer is analyzed individually for credit worthiness before the Company's standard payment and
delivery terms and conditions are offered. The Company's review includes background verification, financial
statements, income tax returns, GST details, credit bureau information, industry information, etc (as applicable).

b) Probability of default (PD)

Analysis of historical data regarding days past due (DPD) or delinquency of loans is the primary input into
the determination of the term structure of PD for exposures. The Company collects performance and default
information about its credit risk exposures analysed by type of product or borrower as well as by DPD. The
Company employs statistical methods to analyse the data collected and generate estimates of the PD
of exposures.

In case of newly launched products, where the Company does not have sufficient historical data to estimate
PD, it uses industry level aggregate data obtained from credit bureaus, or third-party data providers or
performance of an existing product which closely resembles the new product. In cases where investments
are made in instruments that, in substance, constitute financing activities and are classified under loans , the
applicable staging norms, PD and LGD rates shall align with those prescribed for corporate / NBFC loans. In
case of products having maturity less than 12 months, a tenure adjustment is undertaken on annualised PD
rates to address shorter tenure of the product.

Expected loss has been calculated as an unbiased and probability-weighted amount for multiple scenarios.
The probability of default has been calculated for 3 scenarios: upside (16% probability), downside (16%) and
base (68%). These weightages have been decided on best practices and judgement.

c) Definition of default

The Company considers a financial instrument defaulted, and therefore Stage 3 (credit-impaired), for ECL
calculations in all cases when the borrower becomes more than 90 DPD from its contractual payments or
has been classified as NPA as per regulatory classification. The Company considers probability of default upon
initial recognition of asset and whether there has been any significant increase in credit risk (SICR) on an
ongoing basis throughout each reporting period. To assess whether there is SICR, the Company compares
the risk of default occurring on the asset as at the reporting date with the risk of default as at the date of initial
recognition. Following indicators are incorporated:

- DPD analysis as on each reporting date, and

- significant increase in credit risk on other financial instruments of same borrower

d) Exposure at default (EAD)

The exposure at default (EAD) for ECL computation represents the principal outstanding, installment overdue,
accrued interest, future interest post discounting as key components and some other adjustments of the
financial instruments subject to the impairment calculation;

To calculate the ECL for a Stage 1 loan, the Company assesses the possible default events within 12 months
for the calculation of the 12 month ECL. For Stage 2 and Stage 3 financial assets, the exposure at default is
considered for events over the lifetime of the instruments.

e) Loss given default (LGD)

Loss given default (LGD) represents estimated financial loss the Company is likely to suffer in respect of default
account and it is used to calculate provision requirement on EAD along with PD. The Company uses collection
details on previously defaulted cases for calculating LGD including estimated direct cost of collection from
default cases. Appropriate discounting rates are applied to calculate present value of future estimated collection
net of direct collection cost. LGD thus calculated is used for all stages, i.e. Stage 1, Stage 2 and Stage 3.

For newly launched products, where historical collection data is not available or is insufficient, the Company
either uses the collection performance of an existing product which closely resembles the new product or

industry level aggregate data obtained from credit bureaus / third-party data providers, appropriate product
specific LGD estimation method, or reports published by recognised institution, or regulatory guidance
available if any.

In case of certain loan products having an inherent unsecured component (e.g. loans where Loan-to-Value
is greater than 100%), the LGD rate is derived through a combination of respective secured and unsecured
LGD rates. Loss Given Default (LGD) for Stage 2 and Stage 3 for wholesale exposures (NBFC, Corporate and
SCF portfolio) is determined on a case-by-case basis, on the basis of resolution / collection / curing strategy
adopted for each borrower.

f) Discounting

ECL is computed by estimating timing of expected credit shortfalls associated with defaults and discounting
them using effective interest rate.

g) Significant increase in credit risk

The Company continuously monitors all assets subject to ECL. In order to determine whether an instrument or
a portfolio of instruments is subject to 12 months ECL or lifetime ECL, the Company assesses whether there
has been a significant increase in credit risk since initial recognition. The Company also applies other qualitative
factors for triggering a significant increase in credit risk for an asset, such as restructuring. Regardless of
the change in credit profile, if the contractual payments are more than 30 days past due, the credit risk is
deemed to have increased significantly since initial recognition. Similarly, if external credit rating of a corporate
borrower is downgraded to non-investment grade from investment grade, this will trigger review to determine
the significant increase of credit risk from the initial recognition.

The Company has applied a three-stage approach to measure expected credit losses (ECL) on loans and other
credit exposures accounted for at amortised cost and FVOCI. Loss rates are calculated using a ‘roll rate' method
based on the probability of a receivable progressing through successive stages of delinquency to write-off.
Assets migrate through following three stages based on the changes in credit quality since initial recognition:

(a) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial
recognition and that are not credit-impaired upon origination, the portion of the lifetime ECL associated
with the probability of default events occurring within the next 12 months is recognized.

(b) Stage 2: Lifetime ECL, not credit-impaired: For credit exposures where there has been a significant
increase in credit risk since initial recognition but are not credit-impaired, a lifetime ECL is recognized.

(c) Stage 3: Lifetime ECL, credit-impaired: Financial assets are assessed as credit impaired upon occurrence
of one or more events that have a detrimental impact on the estimated future cash flows of that asset.
For financial assets that have become credit-impaired, a lifetime ECL is recognized and interest revenue is
recognized on net basis.

h) Expected Credit Loss on Loans

The Company assesses whether the credit risk on a financial asset has increased significantly on collective
basis. For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of
shared credit risk characteristics, taking into account instrument type, product type, collateral type, and other
relevant factors.

The Company considers defaulted assets as those which are contractually 90 days past due, other than those
assets where there is empirical evidence to the contrary. Financial assets which are contractually more than 30
days and upto 90 days past due are classified under Stage 2 - life time ECL, not credit impaired, barring those
where there is empirical evidence to the contrary. An asset migrates down the ECL stage based on the change
in the risk of a default occurring since initial recognition. If in a subsequent period, credit quality improves and
reverses any previously assessed significant increase in credit risk since origination, then the loan loss provision
stage reverses to 12-months ECL from lifetime ECL.

The Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and
probability-weighted amount. The Company considers its historical loss experience and adjusts the same
for current observable data. The key inputs into the measurement of ECL are the probability of default, loss
given default and exposure at default. These parameters are derived from the Company's internally developed
models and other historical data and where the Company does not have sufficient historical data, it uses
regulatory guidance available, if any or benchmark rates obtained from external sources like research agencies,
credit bureaus, or publicly available information. In addition, the Company uses reasonable and supportable
information on future economic conditions including macroeconomic factors. Since incorporating these
forward looking information increases the judgment as to how the changes in these macroeconomic factor
will affect ECL, the methodology and assumptions are reviewed regularly.

In case of any portfolio or a segment thereof showing abnormal delinquency behaviour, the ECL approach is
reviewed and adjusted to reflect adequate provisioning in line with the risk profile. The Company also provides
for expected credit loss on undrawn loan commitments wherever applicable.

Forward looking information

In its ECL models, the Company relies on a broad range of forward looking information as macro economic
inputs. As required by Ind AS 109, Macro Economic (ME) overlays are required to be factored in ECL models
and accordingly, Company has used Consumer Price Index (CPI) as the relevant ME variable. Overtime,
new ME variables may emerge to have a better correlation and may replace ME being used now. In case of
improvement in PD rates after application of macroeconomic (ME) factors, the same are conservatively kept
at pre-application level for such products where PD rates are derived basis external benchmark or publicly
available industry reports or default transition studies or credit bureau data, etc

Policy on write off of loan assets

Financial assets are fully provided for or written off (either partially or in full) when there is no reasonable
expectation of recovering a financial asset in its entirety or a portion thereof. However, financial assets that are
written off could still be subject to enforcement activities under the Company recovery procedures, taking into
account legal advice where appropriate. Any recoveries made are recognized in statement of profit and loss on
actual realization from customer.

The following table provides information about the exposure to credit risk and expected credit loss for assets
on finance.

Expected credit loss on trade and other receivables

Trade/other receivables primarily includes receivables against support services, operating lease and sale of
power. The Company follows ‘simplified approach' for recognition of impairment loss allowance on trade/other
receivables that do not contain a significant financing component. The application of simplified approach
does not require to track changes in credit risk. It recognises impairment loss allowance based on lifetime
ECLs at each reporting date, right from its initial recognition. It holds the trade/other receivables with the
objective to collect the contractual cash flows and therefore measures them subsequently at amortized cost,
less loss allowance.

Cash and cash equivalents and bank balance other than cash and cash equivalents

The Company holds cash and cash equivalents and bank balance other than cash and cash equivalents of I
293.68 crores at 31 March 2026 (31 March 2025: I 32.29 crores). The cash and cash equivalents are held with
bank and financial institution counterparties with sound credit ratings.

An analysis of changes in gross carrying amount and corresponding ECL allowances is as follows:

(i) Movements in the gross carrying amount in respect of loans, i.e. asset on finance

iii Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with
its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to
managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when
they are due, under both normal and stressed conditions in a timely manner, without incurring unacceptable
losses or risking damage to the Company's reputation. The Company uses activity-based costing to cost its
products and services, which assists it in monitoring cash flow requirements and optimising its cash return
on investments.

The Company has obtained fund and non-fund based working capital lines from various banks and financial
institutions. Further, the Company has access to funds from debt markets through commercial paper, non¬
convertible debentures and other debt instruments including term loans & external commercial borrowings.
Cash Credit/WCDL limits are renewed on annual basis and are therefore revolving in nature.

Exposure to liquidity risk

The following are the remaining gross and undiscounted contractual maturities of financial liabilities (including
interest portion) at the reporting date.

The Company has USD denominated liability (external commercial borrowings) at floating rate of interest
causing volatility in the cash flow arising on principal and interest repayment.

Management aims to hedge the volatility with appropriate derivative instruments. Accordingly, the Company
has entered into cross currency swaps with tenor and maturity matching with the underlying cashflow.

Exposure to interest rate risk

The interest rate profile of the Company's interest-bearing financial instruments is as follows:

iv. Market risk

Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity
prices, which will affect the Company's income or the value of its holdings of financial instruments. The
objective of market risk management is to manage and control market risk exposures within acceptable
parameters, while optimising the return. All such transactions are carried out within the guidelines set by
the Risk Management Committee. Generally, borrowings are denominated in currencies that match the cash
flows generated by the underlying operations of the Company - primarily I. In cases where the borrowings are
denominated in foreign currency, the Company uses derivatives to manage market risks.

a) Interest rate risk

Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rates. Any
movement in the reference rates could have an impact on the Company's cash flows as well as costs.

The Company is subject to variable interest rates on some of its interest bearing financial assets/liabilities. The
Company also uses a mix of interest rate sensitive financial instruments to manage the liquidity and funding
requirements for its day to day operations like short-term loans.

The model assumes that interest rate changes are instantaneous parallel shifts in the yield curve. Although some
assets and liabilities may have similar maturities or periods to re-pricing, these may not react correspondingly
to changes in market interest rates. Also, the interest rates on some types of assets and liabilities may fluctuate
with changes in market interest rates, while interest rates on other types of assets may change with a lag.

The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves. This
calculation also assumes that the change occurs at the balance sheet date and has been calculated based on
risk exposures outstanding as at that date. The year-end balances are not necessarily representative of the
average debt outstanding during the year. This analysis assumes that all other variables remain constant.

b) Foreign currency risk

The Company is exposed to foreign currency fluctuation risk for its external commercial borrowings i.e
unfavourable movement in the USD INR conversion rate charged by the bank on USD loan repayment and
interest settlement from time to time. The Company has hedged the entire ECB exposure for the full tenure
as per Board approved Risk Management Policy. The Company has entered into cross currency swaps with
strategy which aims to hedge a defined portion of the exposure to USD-INR exchange rate volatility on
borrowings and interest repayable in USD. The Company's risk management policy is to hedge 100% of its
foreign currency exposure. The Company uses Cross Currency Swaps to hedge its currency risk and applies
a hedge ratio of 1:1. The Asset Liability Committee periodically reviews and monitors risk involved in the
transactions. These contracts are designated as cash flow hedges. The Company determines the existence of
an economic relationship between the hedging instrument and hedged item based on the currency, amount
and timing of their respective cash flows. The Company assesses whether the derivative designated in each
hedging relationship is expected to be and has been effective in offsetting changes in cash flows of the hedged
item. In these hedge relationships, there are no hedge ineffectiveness because it is hedged to extent of 100%
of principal and interest amount of external commercial borrowings.

v Legal and operational risk
Legal risk

Legal risk is the risk relating to losses due to legal or regulatory action that invalidates or otherwise precludes
performance by the end user or its counterparty under the terms of the contract or related netting agreements.

The Company has developed preventive controls and formalised procedures to identify legal risks, so
that potential losses arising from non-adherence to laws and regulations, negative publicity, etc. are
significantly reduced.

As at 31 March 2026, there were legal cases pending against the Company aggregating I 2.39 crores
(31 March 2025: I 2.26 crores). Based on the opinion of the Company's legal advisors, the management
believes that no substantial liability is likely to arise from these cases.

Operational risk

Operational risk framework is designed to cover all functions and verticals towards identifying the key risks in
the underlying processes.

The framework, at its core, has the following elements:

1. Documented Operational Risk Management Policy and Standard Operating Procedures (SOP)

2. Third party risk management through Outsourcing Risk Policy and SOP

3. Well defined Governance Structure

4. Use of Identification & Monitoring tools and like Risk Control Self- Assessment (RCSA), Key Risk Indicators
(KRIs), Risk Appetite Statements (RAS) and Control testing

5. Standardized reporting templates, reporting structure and frequency

6. Regular workshops and training for enhancing awareness and risk culture

7. Documented BCM Framework

The Company has adopted the globally accepted 3-lines of defense approach to risk management.

First line - Each function/vertical undergoes transaction testing to evaluate internal compliance and thereby
lay down processes for further improvement. Thus, the approach is "bottom-up”, ensuring acceptance of
findings and faster adoption of corrective actions, if any, to ensure mitigation of perceived risks.

Second line - Independent risk management vertical supports the first line in developing risk mitigation
strategies and provides oversight through regular monitoring. All key risks are presented to the Risk
Management Committee on a quarterly basis.

Third line - Internal Audit conducts periodic risk-based audits of all functions and process to provide an
independent assurance to the Audit Committee.

During the year ended 31 March 2026, the Operational Risk (OR) team has helped to identify, assess, monitor
and mitigate risks across the organization. RCSA exercises, Internal Finance Control (‘IFC') testing and KRI
monitoring have been conducted for key business units / support functions, and action plans have been
developed to plug process gaps. Apart from this quarterly RAS monitoring, Outsourcing Risk management
and Business continuity testing was also undertaken during the Financial year. The OR team helps senior
management monitor risks through quarterly reporting of OR information to the Operational Risk Management
Committee (ORMC) and the RMC.

51 CAPITAL MANAGEMENT

The Company actively manages capital base to cover risks inherent in the business and meet the Capital
Adequacy Requirements (CAR) of the Reserve Bank of India (RBI). The adequacy of the Company's capital
is monitored using, among other measures, the regulations issued by RBI. The primary objective of the
capital management policy is to ensure that the company complies with regulatory capital requirements and
maintains strong credit ratings and healthy capital ratios in order to support its business and to maximize
shareholder value. The Company manages its capital structure and makes adjustments to it according to
changes in economic conditions and the risk characteristics of its activities. There is no changes in the capital
management process from the previous year.

i. Regulatory capital

The Company's regulatory capital consists of the sum of the following elements:

- Tier 1 capital, which includes ordinary share capital, retained earnings, perpetual debt and reserves and
deduction for intangible assets, deferred tax asset and other regulatory adjustments relating to items that
are not included in equity but are treated differently for capital adequacy purposes.

- Tier 2 capital, which includes qualifying subordinated liabilities and impairment provision in respect of
Stage 1 assets as per the regulations.

ii. Capital allocation

The Management uses regulatory capital ratios to monitor its capital base. There is no allocation of capital
required as Company is operating primarily in a single segment i.e., financing.

52 OPERATING SEGMENTS

The Company is engaged primarily in the business of financing and there are no separate reportable segments
as per Ind AS 108. The Executive Committee of the Company has been identified as the Chief Operating
Decision Maker (CODM) pursuant to the requirements of Ind AS 108, "Operating Segments.” The Company's
operating segments are established in the manner consistent with the components of the Company that are
reviewed regularly by the CODM for the purpose of allocation of resources and evaluation of performance.
The Company does not have operations outside India and hence there is no external revenue or assets which
require disclosure.

The Company does not derive revenue, from any single customer, 10% or more of Company's total income.

54 ADDITIONAL INFORMATION

a) The Company does not have any benami property, where any proceeding has been initiated or pending
against the Company for holding any benami property.

b) The quarterly information statement filed by the Company with banks or financial institutions are in
agreement with the books of accounts.

c) The Company has not been declared as wilful defaulter by any banks, financial institution or other lenders.

d) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.

e) The provision related to number of layers as prescribed under section 2(87) of the Companies Act read
with Companies (Restriction on number of Layers) Rules, 2017 is not applicable to Company.

f) The Company has not advanced or given loans or invested funds to any other person(s) or entity(ies),
including foreign entities (intermediaries), with the understanding that the intermediary shall, directly or
indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Company (ultimate beneficiaries), or provide any guarantee, security, or the like to or on behalf of the
ultimate beneficiaries, except loans or advances given in the normal course of business.

g) The Company has not received any funds from any person(s) or entity(ies), including foreign entities
(funding party), with the understanding, whether recorded in writing or otherwise, that the Company
shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the funding party (ultimate beneficiaries), or provide any guarantee, security, or the like
on behalf of the ultimate beneficiaries, except for loans or advances given in the normal course of business.

h) The Company does not have any such transaction which is not recorded in the books of accounts that has
been surrendered or disclosed as income during the year in the tax assessments under the Income Tax
Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

i) The Company has not traded or invested in crypto currency or virtual currency during the financial year.

j) The Company used accounting software to maintain its books of account for the year ended 31 March
2026, with audit trail (edit log) features enabled at both application and database levels, in line with the
requirements of MCA notification. However, for one of the accounting software, the audit trail logs at the
database level were preserved effective 26 June 2024 onwards.

k) Relationship with Struck off Companies:

Disclosure of transactions with the companies struck off -

l) The Company has not entered into any scheme of arrangements which has an accounting impact on
current/previous financial year.

m) The Company has not carried out any revaluation of property, plant and equipment during the year ended
31 March 2026 and 31 March 2025.

55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL
COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS,
2025 AND OTHER RELEVANT RBI NOTIFICATIONS*

* Amounts included herein are based on current and previous year financials, as per Ind AS.

(h) Details of penalties and strictures imposed by RBI and other regulators

During the year ended 31 March 2026, no penalties and strictures have been imposed by RBI and other
regulators on the Company.

During the year ended 31 March 2025, RBI levied a penalty of I 0.10 crores relating to Fair Practices Code
for NBFCs.

(o) Overseas Assets and off-balance sheet SPVs sponsored (which are required to be
consolidated as per accounting norms)

1 Overseas assets

The Company does not have any overseas assets as at 31 March 2026 and 31 March 2025.

2 Off-balance sheet SPVs sponsored (which are required to be consolidated as per accounting norms)

The Company does not have any exposure to off balance sheet SPVs sponsored as at 31 March 2026 and
31 March 2025.

(p) Disclosure of complaints

1) Summary information on complaints received by the NBFCs from customers and from the Offices of
Ombudsman

(q) Disclosures as required by the Master Direction - Monitoring of Frauds in NBFCs (Reserve
Bank) Directions, 2016.

During the year ended 31 March 2026, 41 frauds (31 March 2025: 53 frauds) have been identified by
management aggregating to I 4.70 crores (31 March 2025: I 1.59 crores) by the employees, customers or
third party and have been reported to RBI.

55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL
COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS,
2025 AND OTHER RELEVANT RBI NOTIFICATIONS*
(Contd.)

* Amounts included herein are based on current and previous year financials, as per Ind AS.

(r) Liquidity Coverage Ratio (LCR) disclosures and Public disclosure on liquidity risk

1 Liquidity Coverage Ratio (LCR) disclosures
Qualitative disclosure

Liquidity Coverage Ratio (LCR) is a tool for measuring and promoting short term resilience of the Company to
potential liquidity disruptions by ensuring maintenance of sufficient unencumbered high quality liquid assets
(HQLAs) to survive at severe stress scenario lasting for 30 calendar days. Reserve Bank of India (RBI) introduced
the LCR requirement for all deposit-taking NBFCs and non-deposit taking NBFCs with an asset size of I 5,000
crore and above. The ratio comprises of HQLAs as numerator and net cash outflows in next 30 calendar days
as denominator.

HQLA computation consist of two parts i.e.

(i) Assets to be included as HQLA without any haircut i.e. cash, government securities, etc. and

(ii) Assets to be considered for HQLA with haircuts (ranging 15% to 50%) which comprises of investments
in highly rated non-financial corporate bonds and listed equity investments which are considered at
prescribed haircuts.

The average HQLA for the quarter ended 31 March 2026 amounted to I 1,979.21 crores (for the quarter
ended 31 March 2025: I 1,609.08 crores), comprising of I 162.76 crores (for the quarter ended 31 March 2025:
I 53.10 crores) in cash in hand and bank balances, I 683.70 crores (for the quarter ended 31 March 2025:
I 380.06 crores) in T-bills, Nil (for the quarter ended 31 March 2025: I 125.22 crores) in Government Securities
and I 1,132.75 crores (for the quarter ended 31 March 2025: I 1,050.70 crores) in Repo instruments (CROMS).

In order to determine net cash outflows, the Company considers total expected cash outflow minus total
expected cash inflows for the subsequent 30 calendar days. As per regulations, stressed cash flows is
computed by assigning a predefined stress percentage to the overall cash inflows and cash outflows. Net
cash outflow over next 30 days is computed as stressed outflows less minimum of stressed inflows or 75% of
stressed outflow. Accordingly, LCR would be computed by dividing Company's stock of HQLA by its total net
cash outflow.

The LCR requirement has been inducted in a phased manner with Company required to maintain minimum
LCR of 50% from December 1, 2020 eventually increasing to 100% by December 1, 2024. The Company
has implemented the LCR framework and has consistently maintained LCR well above the regulatory
threshold for all the quarters during the current financial year. The Company has maintained an average
LCR of 180.79% for the quarter ended 31 March 2026 (for the quarter ended 31 March 2025: 126.33%) as
against minimum regulatory requirement of 100 % (31 March 2025: 100%). The Company has maintained
average HQLAs of I 1,979.21 crores for the quarter ended 31 March 2026 (for the quarter ended 31 March
2025: I 1,609.08 crores).

Apart from LCR, the Company also uses various liquidity indicators to measure the liquidity risk in terms of
funding stability, concentration risk i.e. concentration by significant counter-parties and concentration by
significant instruments/product, stock ratios etc.

55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL
COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS,
2025 AND OTHER RELEVANT RBI NOTIFICATIONS*
(Contd.)

* Amounts included herein are based on current and previous year financials, as per Ind AS.

The Company has adopted the liquidity risk framework as required under RBI regulations. The Board of
Directors have delegated responsibility of balance sheet Liquidity Risk Management to the Asset Liability
Committee (ALCO). ALCO reviews asset liability management (ALM) and ensures that there are no excessive
concentration of either assets or liability side of the balance sheet. Liquidity risk is managed in accordance
with ALM policy. The same is reviewed periodically to incorporate regulatory changes, economic scenario and
business requirements of the Company.

Other short term liabilities include all contractual obligation payable within a period of 1 year excluding
commercial paper.

6) Institutional set-up for liquidity risk management

Board constituted Asset Liability Committee (ALCO) reviews Asset Liability Management (ALM). It also ensures
that there are no excessive concentration of either assets or liability side of the balance sheet.

ALM is monitored as a regular process and necessary steps are taken wherever required. Company also
maintains sufficient liquidity buffer through credit lines and other means to meet its liability when they are
due, under both normal and stressed conditions in a timely manner. Maturity profile of financial assets and
financial liabilities is assessed along with borrowing and business and as a part of review of liquidity position.

The Company has obtained fund and non-fund based working capital lines and term loans from various
banks and financial institutions. Further, the Company has access to funds from debt markets through non¬
convertible debentures and other debt instruments. Cash credit/WCDL limits are renewed on annual basis and
are therefore revolving in nature. The Company also manages liquidity by raising funds through Securitisation/
assignment transactions.

Liquidity risk is managed in accordance with ALM policy. Same is reviewed periodically to incorporate regulatory
changes, economic scenario and business requirements.

(f) Sales out of amortised cost business model portfolios

As a financing arrangement, the Company has been transferring or selling certain pools of loan receivables
secured and unsecured by entering securitization/direct assignment transactions for consideration
received in cash and/or security receipts. These transactions are carried out after complying with RBI
guidelines on transfer of loan exposure. Besides using securitization/direct assignment as an alternate
financing tool, it is also being used as an effective Balance Sheet management through better liquidity
and risk management by transfer of assets. When the assets in the form of loan receivables are sold/
transferred to a Special Purpose Vehicle (SPV)/Bank through securitization/direct assignment transaction,
then on a consolidated portfolio level, such sale/transfer does not change the Company's business
objective of holding financial assets to collect contractual cash flows. The Company has a Board approved
policy on business model assessment in place. Please refer note 2(h) for business model assessment.

(z) There are NIL cases of breach of covenants of loan availed or debt securities issued during the year ended
31st March 2026 [31st March 2025: Nil].

(aa) There are no such circumstances in which revenue has been postponed pending the resolution of
significant uncertainties.

(ab) The details related to risk management policy and corporate governance are disclosed under Board's
Report and Management Discussion and Analysis section of the Annual Report.

(ac) Divergence in asset classification and provisioning

No disclosure on divergence in asset classification and provisioning for NPAs is required with respect to
RBI's supervisory inspection for the year ended 31 March 2025 and for the year ended 31 March 2024.

(ad) Draw Down from Reserves

There was no draw down from reserves during the year ended 31 March 2026 and 31 March 2025.

(ae) Disclosure on Project Finance

No exposure as on 31 March 2026 and 31 March 2025.

(af) Non-Fund Based (NFB) Credit Facilities

No exposure as on 31 March 2026 and 31 March 2025.

(ag) Disclosures on Co-Lending Arrangements

Company has not entered new co-lending arrangements during the year ended 31 March 2026.

55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL
COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS,
2025 AND OTHER RELEVANT RBI NOTIFICATIONS*
(Contd.)

* Amounts included herein are based on current and previous year financials, as per Ind AS.

(ah) Credit default Swaps

No exposure as on 31 March 2026 and 31 March 2025.

(ai) Currency futures

No exposure as on 31 March 2026 and 31 March 2025.

(aj) Net profit or loss for the period, prior period items and changes in accounting policies

There are no prior period items which are impacting Company's current year profit or loss.

(ak) The Company has consolidated the financial statements of its joint venture operating in India. Refer note
18 for details.

56 SUBSEQUENT EVENT

Subsequent to the balance sheet date, the Company completed a Qualified Institutions Placement (“QIP”) on
13 April 2026 by issuing 67,430,883 equity shares, having face value of I 2 each, at an issue price of I 370.75
per share, aggregating to I 2,500.00 crores, in compliance with provisions of Securities and Exchange Board of
India (Issue of Capital and Disclosure Requirements) (ICDR) Regulations. As the QIP was completed after the
reporting period, it has been treated as a non-adjusting event and no impact has been made to the standalone
financial statement for the year ended 31 March 2026.

57 Figures of previous year have been regrouped/reclassified, wherever necessary, to make them comparable
with current year.