Aditya Birla Money Ltd Directors Report

As on 31st March 2026, the Board of Directors of the Company (the Board) comprised 6 (Six) Directors out of which 2 (Two) are the Independent Directors and 4 (Four) are Non-Executive Directors, . including 1 (One) Woman Director. The composition of the Board of Directors is in compliance with the provisions of Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirement), Regulations, 2015 (hereinafter referred also as SEBI Listing Regulations or SEBI (LODR), 2015) and Section 149 of the Act. During the year under review, there were no changes in the composition of the Board of Directors of the Company. None of the Directors of the Company are disqualified from being appointed or re-appointed as Directors as specified in Section 164(2) of the Act.

RETIRE BY ROTATION

Pursuant to Section 152(6) of the Act read with the Articles of Association of the Company, Mr. Gopi Krishna Tulsian, Non-Executive Director (DIN: 00017786), is liable to retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offers himself for re-appointment. Further, in terms of the SEBI Listing Regulations, no Listed Company shall appoint or continue the appointment of a Non-executive Director, who has attained the age of 75 years, unless a Special Resolution is passed to that effect. Mr. Gopi Krishna Tulsian has attained the age of 75 years, resolutions seeking his re-appointment and continuation as Non-executive Director form part of the Notice of ensuing AGM. The information as required be disclosed under Regulation 36(3) of the SEBI Listing Regulations in case of Re-appointment of Mr. Gopi Krishna Tulsian is provided in the Notice of the ensuing 30th Annual General Meeting (AGM).

DECLARATION BY INDEPENDENT DIRECTORS

In accordance with the Provisions of Section 149(7) of the Companies Act, 2013 and Regulation 25(8) of the SEBI Listing Regulations, Independent Directors have given a declaration that they meet criteria of independence as provided in Section 149(6) of the said Act and Regulation 16(1)(b) of the SEBI Listing Regulations and they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.

The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience expertise and hold the highest standards of integrity.

All Independent Directors of the Company have registered their name in the data bank maintained with the Indian Institute of

Corporate Affairs in terms of the provisions of the Companies (Appointment and Qualification of Directors) Rules, 2014. All the Independent Directors of the Company have submitted declaration confirming that they fulfil the criteria of independence as prescribed under the Act and the SEBI Listing Regulations. There has been no change in circumstances affecting their status Independent Directors of the Company.

KEY MANAGERIAL PERSONNEL

During the financial year under review, there were no changes in the composition of the Key Managerial Personnel of the Company. Further, in terms with the provisions of Sections 2(51) and 203 of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Key Managerial Personnel of the Company as on 31st March 2026 are as follows:

Name of the KMP Designation

Mr. Ashok Suvarna Chief Executive Officer

Mr. Ravindera Nahar Chief Financial Officer

Mr. Murali Krishnan L.R. Manager

Ms. Manisha Lakhotia Company Secretary

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

Independent Directors are familiarised about the Companys operations and businesses. Interaction with the Business heads and key executives of the Company is also facilitated. Detailed presentations on important policies of the Company are also made to the Directors. Direct meetings with the Chairman are further facilitated to familiarise the incumbent Director about the Company/its businesses and the group practices. to

The details of the familiarisation programme have been posted on the website of the Company https://stocksandsecurities. adityabirlacapital.com/investor/Announcements

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with Section 134(5) of the Companies Act, 2013, the Directors state that: a) in the preparation of the annual accounts for the year ended 31st March 2026, the applicable accounting standards have been followed and there are no material departures from the same; b) they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 st March 2026 and of the profit of the Company for year ended on that date; c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) they have prepared the annual accounts on a going concern basis; e) they have laid down Internal Financial Controls to be followed as 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.

ANNUAL PERFORMANCE EVALUATION

The evaluation framework for assessing the performance of the Directors of the Company comprises contributions at the Meeting(s) and strategic perspective or inputs regarding the growth and performance of the Company provided by them, amongst others.

Pursuant to the provisions of the Act and SEBI Listing Regulations and in terms of the Framework of the Board Performance Evaluation, the Nomination and Remuneration Committee and the Board of Directors have carried out an annual performance evaluation of the Board, performance of various Committees of the Board, Individual Directors, and the Chairman. The manner in which the evaluation has been carried out has been set out in the Corporate Governance Report, which forms part of this

Annual Report.

OUTCOME OF THE EVALUATION

The Board of the Company was satisfied with the functioning the Board and its Committees. The Committees are functioning well and besides covering the Committees terms of reference, as mandated by applicable laws, important issues are brought up and discussed in the Committee Meetings. The Board was also satisfied with the contribution of Directors in their individual capacities. The Board has full faith in the Chairman leading the Board effectively and ensuring participation and contribution from all the Board Members.

MEETINGS OF THE BOARD AND ITS COMMITTEES

The Board meets at regular intervals to discuss and decide on the

Companys Performance and Strategies. During the Financial Year 2025-26, the Board met 7 (Seven) times on 21 st April 2025, 26th June 2025, 11th July 2025, 14th October 2025, 04th November 2025, 15th December 2025 and 14th January 2026.

Further details on the Board, its Meetings, composition, and attendance are provided in the Corporate Governance Report, which forms part of this Annual Report.

AUDIT COMMITTEE

The Company has constituted an Audit Committee with its composition, quorum, powers, role and scope in line with the applicable provisions of the Act, SEBI Listing Regulations. During the financial year under review, the Audit Committee reviewed the internal controls put in place to ensure that the accounts of the Company are properly maintained and that the accounting transactions are in accordance with prevailing laws and regulations. In conducting such reviews, the Committee found no material discrepancy or weakness in the internal control system of the Company.

Further details on the Audit Committee, its Meetings, composition and attendance are provided in the Corporate Governance Report, of which forms part of this Annual Report.

During the financial year under review, all recommendations made by the Audit Committee were accepted by the Board.

OTHER COMMITTEES

The Board of Directors has also constituted the following Committees:

Stakeholders Relationship Committee of Nominations & Remuneration Committee

Corporate Social Responsibility Committee

Risk Governance Committee

PIT Regulation Committee

More information on all of the above Committees including details of their Meetings, composition and attendance are provided in of the Corporate Governance Report, which forms part of this

Annual Report.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return of the Company in Form MGT-7 for the Financial Year ended 31st March 2026 is available on the website of the Company and can be accessed at the link: https://stocksandsecurities.adityabirlacapital.com/investor/

Announcements

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Act and the Companies (Audit and Auditors) Rules, 2014, M/s. Deloitte Haskins th

& Sells LLP, Chartered Accountants (ICAI Firm Registration Number: 117366W/W-100018), were re-appointed as Statutory Auditors of the Company for the Second Term of 5 (Five) years from the conclusion of 29th Annual General Meeting till the conclusion of the 34th Annual General Meeting to be held in the year 2030. The observations made in the Auditors Report are self-explanatory and therefore, do not call for any further comments under Section 134(3)(f) of the Act. The Auditors Report does not contain any qualifications, reservations, adverse remarks or disclaimer.

The Auditors have not reported any fraud to the Audit Committee or the Board of Directors under Section 143(12) of the Companies Act, 2013 during the year under review.

SECRETARIAL AUDITORS

In terms of the provisions of Section 204 of the Companies Act, read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the members at their 29th Annual General Meeting held on 29th July 2025 had appointed M/s. Dilip Bharadiya & Associates, Practicing Company Secretaries, (Firms Registration No. P2005MH091600), as the Secretarial Auditor of the Company for conducting the secretarial audit of your Company for the term of five consecutive financial years commencing from financial year

2025-26 to 2029-30. The Secretarial Audit Report in Form MR-3 for the Financial Year under review, as received from M/s. Dilip Bharadiya & Associates, Company Secretaries, is attached as Annexure D to the Boards Report. The Secretarial Audit

Report does not contain any qualification, reservation, or adverse remark.

Pursuant to Regulation 24A of the SEBI Listing Regulations, the Annual Secretarial Compliance Report for the Financial Year under review is submitted to the Stock Exchanges and uploaded on the website of the Company at https://stocksandsecurities. adityabirlacapital.com/investor/Announcements

COST RECORDS AND AUDITORS

The Provisions of Cost Records and Cost Audit as prescribed under Section 148 of the Companies Act, 2013 are not applicable to the Company.

REPORTING OF FRAUDS BY AUDITORS

None of the Auditors of your Company, i.e., Statutory Auditors and

Secretarial Auditors, has reported any incident of fraud to the Audit

Committee or the Board of Directors under Section 143(12) of the

Act during the Financial Year under review.

SECRETARIAL STANDARDS OF INSTITUTE OF COMPANY SECRETARIES OF INDIA

The Company has complied with the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2).

CORPORATE SOCIAL RESPONSIBILITY

In accordance with Section 135 of the Companies Act, 2013 the Company has a Corporate Social Responsibility (CSR) Committee consisting of the following Members:

Mr. Sharadkumar Bhatia Chairman, Independent Director

Mr. Gopi Krishna Tulsian Non-Executive Director

Mrs. Pinky Mehta Non-Executive Director

As part of its Corporate Social Responsibility (CSR) initiatives, the Company has partnered with implementing agencies/ NGOs, namely Aditya Birla Educational Trust and Swasthya Vriksha Foundation. Swasthya Vriksha Foundation is dedicated to conducting awareness campaigns and organising free HPV vaccination camps across various locations in the state of

Maharashtra. These initiatives focus on educating females about HPV and providing free vaccinations through these camps.

Additionally, the Aditya Birla Educational Trust has supported menstrual hygiene programme initiatives under the projects titled Project Samvedna and Project Ujaas.

During the financial year under review, taking into account the ongoing projects initiated in previous years, the Company allocated a CSR budget aggregating to 1,45,73,648/-. The entire amount was spent towards CSR activities for the financial year ended31 st March 2026.

The details of the CSR Policy/activities of the Company are provided as Annexure E to this Report and also available on its website at the link: https://stocksandsecurities.adityabirlacapital.com/ investor/Announcements

VIGIL MECHANISM (WHISTLE BLOWER POLICY)

In accordance with Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 22 of the SEBI Listing Regulations, the Company has established a Vigil Mechanism (Whistle Blower Policy) for Directors and Employees to report concerns.

The Whistle Blower Policy has been hosted on the Companys website at the link: https://stocksandsecurities.adityabirlacapital. com/investor/Announcements

During the financial year under review, 3 (three) complaints were received under the Vigil Mechanism/Whistle Blower Policy, out of which two complaints were investigated and resolved during the year. One complaint remained outstanding as on 31 st March 2026, which has since been investigated and resolved as on the date of this Report.

CODE FOR PROHIBITION OF INSIDER TRADING

Pursuant to SEBI (Prohibition of Insider Trading) Regulation 2015, as amended, the Company has a Board approved Code of Conduct to regulate, monitor and report trading by designated persons and their immediate relatives and a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information. Further details on the same are forming part of the Corporate Governance Report.

POLICY ON PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The Company has in place a policy which is in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013. An Internal Committee has been set up to redress complaints, if any, received regarding sexual harassment of women employees. The Company has complied with the provisions relating to the constitution of

Internal Committee under the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

Number of complaints of sexual harassment received in the 1

year

Number of complaints disposed off during the year 1

Number of cases pending for more than ninety days. 0

The Company has complied with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

HUMAN RESOURCES

The Company continues to focus on strengthening organisational capability in line with its long-term strategic priorities. As the business evolves within an increasingly complex and technology-enabled financial services environment, emphasis remains on building a workforce that is adaptable, skilled and aligned with the organisations values and expectations. This approach supports consistent execution and sustainable growth across businesses.

Our people practices are anchored in creating an inclusive, performance driven workplace that supports continuous capability building and responsible career progression. During the year, the organisation continued to enhance digital, data and AI enabled capabilities across functions, alongside domain and leadership development, to ensure workforce readiness for evolving roles and operating models. These efforts are complemented by learning pathways, internal mobility opportunities and leadership engagement, enabling employees to grow in line with both business requirements and personal aspirations. Additionally, sustained initiatives focused on enhancing ease of doing business have contributed to improved productivity and a broader spread of performance across the organisation.

As on 31st March 2026, the Company had an employee strength of over 885 employees. Women employees represented 20.90% of the total workforce, comprising 182 employees, while male employees comprised 703 employees. The Company did not have any transgender employees as on the said date.

BUILDING CAPABILITIES, ENABLING SUCCESS

Capability development during the year was directed towards strengthening role critical skills, leadership effectiveness and cross functional readiness across the organisation. Focus areas included functional expertise, digital and data enabled capabilities, and people leadership, supported by structured learning interventions and internal talent mobility. These efforts were aimed at ensuring operational continuity, improving execution quality and building capacity for future growth.

TALENT MANAGEMENT

We continue to make strategic investments in leadership and culture to support long term growth across its businesses, with a deliberate focus on building strong internal bench strength for succession. During the financial year under review, your Company being a subsidiary of Aditya Birla Capital Limited (ABCL), has strengthened management effectiveness through clearly defining leadership behaviours required for digital first execution, customer centricity, operational discipline, and One ABC accountability. The IM ABC (Integrity & Governance, Mindset Digital, Accountability & Ownership, Be Collaborative & Sensitive, Customer First) culture has been institutionalised in key people practices including leadership development, middle management & above hiring, high potential identification etc.,

Succession is a tightly governed and robust process, focused on systematically building readiness for critical roles through planned role movements, cross business exposures, and development on emerging skills. Reflecting the maturity of the internal 75% of critical and leadership roles are filled by internal Governance and accountability are enforced through structured Talent Councils, ensuring disciplined identification, development, and progression of internal leaders. Leadership capacity is further strengthened through targeted leadership development, middle management development, including the Leadership Talent Development Program (LTDP), supported by mentoring, Development Assessment Centres, and coaching. Enterprise wide talent reviews provide a long term, comprehensive view potential, reinforcing the depth and resilience of the succession funnel and leadership bench.

Collectively, these initiatives reinforce a strong leadership pipeline, disciplined succession governance, and a resilient culture foundation to sustainably support performance and value creation

EMPLOYEE WELLNESS

Our Wellness Framework is anchored in four pillars Physical, Social,

Emotional, and Family Well-being-enabling a holistic approach that addresses the diverse needs of our mutigenerational workforce Our physical wellness initiatives focus on prevention through comprehensive health assessments, structured personalised health coaching, and health insurance coverage. We foster social connection and purpose through initiatives such as employee volunteering, give back programmes and internal interest groups. Emotional well-being is supported through reinforcing awareness, and confidential counselling services, extended to employees and their families to encourage proactive mental health management

STATEMENT ON MATERNITY BENEFIT ACT, 1961

The Company hereby confirms that it is in compliance with provisions of the Maternity Benefit Act, 1961, and the rules thereunder, as amended from time to time. In addition to the statutory benefits mandated under the said Act, the Company, as part of the Aditya Birla Group, extends certain enhanced maternity-related benefits and support measures to eligible employees, in accordance with its internal policies.

OTHER DISCLOSURES

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In terms of applicable provisions of the Act and SEBI Listing Regulations, the Company discloses that during the Financial Year under review: i. there were no material changes and commitments affecting the financial position of the Company which has occurred between the end of the Financial Year of the Company i.e. 31st March 2026 and till the date of this Boards Report. ii. the Company has not given loans, made investments or provided guarantees or securities as covered under Section

186 of the Companies Act, 2013. iii. there was no change in the nature of business of the Company. iv. no significant or material orders were passed by the regulators or courts or tribunals impacting the going concern status and Companys operations in future. v. no application has been made nor is any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year under review. vi. there was no transfer of unpaid or unclaimed amount to

Investor Education and Protection Fund (IEPF).

ACKNOWLEDGEMENT

The Board expresses its sincere appreciation for the support and cooperation extended by our various partners and business associates. We gratefully acknowledge the ongoing assistance and support provided by all statutory and regulatory authorities. The Board also wishes to place on record its deep appreciation for the exemplary contributions made by the employees of the

Company at all levels. Their dedication and enthusiasm have been pivotal to the Companys growth.

For and on behalf of the Board of Directors

Aditya Birla Money Limited

Gopi Krishna Tulsian

Place: Mumbai Chairman

Date: 25th June 2026 DIN: 00017786