To,
The Members of
Anand Rathi Wealth Limited
The Directors of your Company have pleasure in presenting the Thirty First Boards Report together with the Audited Financial Statements for the Financial Year (FY) ended 31 March 2026, setting forth the Companys financial performance, strategic directions, and corporate governance framework observed during the year under review.
FINANCIAL PERFORMANCE
The highlights of the standalone financial performance for the Financial Year 2025-26 are presented below:
(H in Crores)
| Particulars | 2025-26 | 2024-25 |
| Total Revenue | 1,207.82 | 943.38 |
| Total Operating Expenses | 635.63 | 514.04 |
| Profit Before Interest, Depreciation, Taxation | 572.19 | 429.34 |
| Interest | 15.74 | 11.49 |
| Depreciation | 29.09 | 20.32 |
| Profit Before Tax | 527.36 | 397.53 |
| Tax Expenses | 135.93 | 102.11 |
| Net Profit for the Year | 391.43 | 295.42 |
| PBT Margin | 43.66% | 42.14% |
| Net Profit Margin | 32.41% | 31.32% |
The highlights of the consolidated financial performance for the Financial Year 2025-26 are presented below:
(H in Crores)
| Particulars | 2025-26 | 2024-25 |
| Total Revenue | 1,253.11 | 980.24 |
| Total Operating Expenses | 667.32 | 538.81 |
| Profit Before Interest, Depreciation, Taxation | 585.79 | 441.43 |
| Interest | 15.80 | 11.54 |
| Depreciation | 34.14 | 25.45 |
| Profit Before Tax | 535.85 | 404.44 |
| Tax Expenses | 138.68 | 103.93 |
| Net Profit for the Year | 397.17 | 300.51 |
| Earnings per Share on Equity Shares of 5/- Each | ||
| Basic (in H) | 47.84 | 36.14 |
| Diluted (in H) | 47.14 | 36.14 |
| PBT Margin | 42.76% | 41.26% |
| Net Profit Margin | 31.72% | 30.69% |
| Key Ratios \u2013 Consolidated | ||
| 2025-26 | 2024-25 | |
| Return on Equity | 46.77% | 44.59% |
| Debt/Equity Ratio | 0.02 | 0.03 |
FINANCIAL & BUSINESS PERFORMANCE DURING FY 2025-26
Our Company has reported another year of consistent, market-agnostic performance. For FY26, the Companys consolidated revenue stood at 1,253.11 Crores and reported Profit After Tax (PAT) was 397.17 Crores, after considering fair value gains on investments of 54.62 Crores, ESOP expenses of 39.34 Crores, and the related combined tax effects of 3.84 Crores.
For better comparability with prior period numbers, excluding fair value gains on investments, ESOP expenses, and the related tax impact, consolidated total income stood at 1,198.49 Crores as against 980.24 Crores in the previous year, reflecting a year-on-year growth of 22.3%. Additionally, PAT for FY26 stood at 385.73 Crores compared to 300.51 Crores in FY25, marking a year-on-year growth of 28.4%. This performance underscores the
Companys consistency and its ability to navigate challenging market conditions while maintaining a strong focus on delivering value to its stakeholders.
FY 2025-26 was a difficult year for Indian equity markets, with uncertainty and changing investor sentiment weighing on overall performance. This was reflected in a significant market downturn, marking the weakest fiscal performance since FY20, with the Nifty
50 declining by 5% and the BSE Sensex falling by over 7%. The year was further characterized by heightened volatility, sustained FII outflows, rising crude prices, and geopolitical tensions.
In spite of subdued market conditions, the Companys consolidated Assets Under Management (AUM) stood at H93,037 Crores as of 31 March 2026, a year-on-year increase of 21%. This growth can be attributed to a robust expansion in client base and the net inflows evident from 14% increase in active client families to 13,395 as on 31 March 2026. Furthermore, consolidated net inflows saw an increase of 7%, reaching H13,457 Crores in FY 2025-26.
We added 21 Relationship Managers (RMs) on a net basis during
FY 2025-26, bringing the total to 401 by the end of the year. Most of these RMs were promoted from Account Managers, who continue to be our largest source of RMs and a key competitive strength. For the full year, regret RM attrition remained below 2%. This highlights the resilience of the Companys organisational culture and the effectiveness of long-term employee engagement strategies.
As part of the Companys global expansion initiatives, it has incorporated a wholly owned subsidiary in London, UK, and obtained authorisation from the Financial Conduct Authority (FCA) to establish a wealth management business. Additionally, the Company is in the process of obtaining requisite regulatory approvals to establish a presence in Bahrain and to commence operations in GIFT City, India.
INDUSTRY OVERVIEW
Global financial wealth sector continues to expand, supported by market performance and steady savings accumulation. The global pool of financial wealth reached $305 trillion in 2024, an all-time high (Source: BCG Global Wealth Report 2025) with medium-term growth expected to remain in the mid-single digits.
This expansion has been driven by a combination of market performance-particularly equities-and steady accumulation of savings, even as interest rate cycles and geopolitical disruptions have introduced periodic volatility.
However, a significant portion of this wealth remains outside professionally managed channels. This under-penetration is particularly pronounced in emerging markets, where a large share of assets is held in deposits, physical assets or directly managed portfolios. This creates a structural opportunity for the wealth management industry.
Indias household savings behaviour is undergoing a gradual transformation. While physical assets remain significant, there is a clear shift towards financial instruments. This transition is not linear. Cyclical factors continue to influence savings patterns, but the long-term trend is towards greater financialisation, supported by rising incomes and improved access to financial products.
Indias household financial wealth has expanded rapidly over the past decade, rising more than threefold between 2015 and 2025, but the composition of this wealth has shifted in important ways. Deposits continue to remain the largest component, though their share has declined from about 46% to 36%. While absolute savings in bank instruments have grown steadily, households are increasingly allocating incremental savings to a broader set of financial assets.
Indias wealth management industry is entering a structurally stronger phase, driven less by market cycles and more by behavioural and institutional shifts. One of the most important changes underway is the gradual move from do-it-yourself investing to professionally managed portfolios. While direct participation in equities has increased, a growing share of incremental flows is now being channeled through intermediate products such as mutual funds, portfolio management services and advisory-led solutions. This transition is prominently visible in the HNI and UHNI segments, which represent the most attractive opportunity for the industry not only in India but in the global context as well. A parallel and equally important driver has been the sustained push towards investor education. Indian wealth management industry is one of the fastest growing globally and at over $5 trillion has become sizable, positioning it well for sustained and broad-based growth.
BUSINESS OVERVIEW
Anand Rathi Wealth Limited (ARWL) operates with a clear strategic focus as a pure-play wealth solutions firm. Unlike diversified financial institutions that combine lending, broking or investment banking with advisory, ARWL has built a singularly focused business centered on providing uncomplicated, transparent, fearless and data driven wealth solutions to ultra-high-net-worth (UHNI) and high-net-worth (HNI) clients.
Our companys approach is fundamentally solution-oriented rather than product-led. Portfolios for clients are constructed through a disciplined framework that prioritises asset allocation, risk calibration and long-term compounding, rather than short-term market opportunities.
ARWLs Private Wealth business is built around a clearly defined client segment-HNI and UHNI families-with investable surpluses typically exceeding 5 Crores. The company manages clients across different stages of their financial lifecycle, from wealth creation during peak earning years to preservation and succession planning in later stages.
Client relationships are characterised by a long-term orientation, with portfolios constructed around clearly defined financial goals rather than episodic market opportunities. The average relationship size has steadily increased over time, reflecting both rising affluence and ARWLs ability to deepen wallet share.
Importantly, the firm maintains a calibrated client-to-relationship-manager ratio, ensuring personalised engagement while retaining scalability. The complexity of client needs-ranging from return generation to capital preservation and succession planning-is addressed through a structured framework. This positions ARWL as a long-term partner rather than a transactional intermediary.
ARWLs primary investment approach, Plan A , is centered on mutual funds as the core vehicle for long-term wealth creation.
From a large and fragmented universe, the firm identifies a select set of funds through a disciplined evaluation process that emphasises consistency, risk-adjusted performance, and fund management quality. These funds are integrated into model portfolios that combine asset allocation and fund selection into a single framework. This eliminates the need for clients to navigate multiple categories or make tactical allocation decisions. Instead, portfolios are constructed to deliver steady compounding through a coherent, long-term strategy. The result is a standardised yet flexible approach-capable of maintaining consistency across clients while adapting to different risk profiles and investment horizons.
Plan B complements the core portfolio by introducing structured products aimed at enhancing portfolio stability. These instruments are selectively deployed to manage downside risk and provide greater visibility on return outcomes, particularly in uncertain market environments. While the underlying structures can be complex, ARWLs approach focuses on outcome-based communication. Clients are presented with clearly defined scenarios-covering potential returns, protection levels, and investment timelines allowing them to evaluate trade-offs without engaging with product intricacies. Used judiciously, structured products serve as a stabilising layer within the portfolio, balancing the growth orientation of mutual fund investments with elements of predictability.
OUTLOOK
ARWLs primary strategic focus remains deepening wallet share within existing client families while adding new clients in the HNI and UHNI segments. In parallel, ARWL is investing in specialised capabilities across areas such as taxation, estate planning, and product structuring. These capabilities are intended to support relationship managers in addressing increasingly complex client needs, thereby enhancing the depth and quality of engagement without diluting uncomplicated approach with client interactions.
The medium-term outlook for ARWL remains favourable, supported by structural tailwinds in Indias wealth management industry, including rising financialisation of savings and increasing demand for professionals.
Key growth drivers shaping the Companys long-term growth roadmap are as follows:
Penetration in the existing client families.
Addition of new clients.
Addition of new relationship managers.
Return on investments gets added to AUM.
We believe these four growth pillars will drive our growth by 20% or more annually in net profit.
DIVIDEND DISTRIBUTION POLICY
Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), the Company has formulated and adopted a Dividend Distribution Policy.
The Policy lays down the guiding principles, parameters and internal factors to be taken into account by the Board of Directors while recommending or declaring dividends, including circumstances under which profits may be retained in the interest of long-term growth, capital adequacy, liquidity requirements and overall financial prudence. The Dividend distribution policy is available on the website of the Company: https://www.anandrathiwealth.in/newpdf/pdf/3dec/
DividendDistributionPolicy.pdf
DIVIDEND
The Company has actively rewarded its shareholders by declaring and disbursing Interim Dividend for FY 2025-26 & Final Dividend for FY 2024-25 as below:
| Sr. | ||||
| Type of Dividend | Amount of Dividend | Record Date | Relevant to Financial Year | |
| No. | ||||
| 1. | Final Dividend | H7/- | 09 May 2025 | FY 2024-25 |
| 2. | Interim Dividend | H6/- | 17 October 2025 | FY 2025-26 |
The dividend recommendation is in accordance with the guiding principles and parameters set out in the Dividend Distribution Policy of the Company.
In accordance with the resolution passed by the Board of Directors on 13 October 2025, an Interim Dividend of
H6/- per share was paid to the shareholders of the Company as on Record date of 17 October 2025. The Shareholders are requested to confirm the same at the ensuing Annual General
Meeting. Further, subject to the approval of the Members at the ensuing Annual General Meeting, the Board of Directors of the Company have recommended Final Dividend of H7/- per equity share of H5/- each, fully paid-up for the financial year ended 31 March 2026 which shall be paid within the statutory timelines prescribed under the Companies Act, 2013 (the Act) and the applicable provisions of SEBI Listing Regulations.
Pursuant to the provisions of the Income-tax Act, 2025, dividends paid or distributed by the Company shall be taxable in the hands of the Members. The Company shall accordingly deduct tax at source (TDS) at the applicable rates at the time of payment of dividend, in accordance with the provisions of the Income-tax
Act, 2025 and the rules made thereunder.
UNCLAIMED DIVIDEND
As of 31 March 2026, an amount of H3.57 Lakhs towards Dividend remain unclaimed in the Companys Unpaid Dividend Accounts. In the interest of transparency and to facilitate ease of claim, the Company has published a detailed statement on its website https://www.anandrathiwealth.in/annual-submission.php, comprising the names, Depository Participant IDs, Client IDs, shareholding details, and unclaimed amounts of the concerned shareholders.
TRANSFER TO RESERVES
The Board of Directors of the company have decided not to transfer any amount to the reserves for the financial year 2025-26. This decision is in line with the companys financial strategy and prudential approach, ensuring optimal utilization of profits for business operations, growth initiatives, and shareholder value creation, while maintaining full compliance with the applicable provisions of the Act and SEBI Listing Regulations.
CAPITAL EXPENDITURE
During the financial year under review, the Company continued to invest in capital expenditure programs aimed at strengthening its operational capabilities and supporting future growth. The capital investments were primarily towards building technological infrastructure, enhancing office facilities, and other business-related assets, in line with the Companys strategic objectives.
The Company evaluates its capital expenditure plans carefully to ensure efficient utilization of resources and long-term value creation for stakeholders.
MANAGEMENT DISCUSSION AND ANALYSIS
As required under Regulation 34(2) of SEBI Listing Regulations, the Management Discussion and Analysis Report covering business performance, sectoral outlook, risks, and internal control adequacy for FY 2025-26 is annexed and forms an integral part of the Annual Report.
CORPORATE PROFILE & REGULATORY STANDING
Incorporated in 1995, Anand Rathi Wealth Limited (ARWL) is a leading listed, Non-Bank Wealth Solution Institution in India and part of the established Anand Rathi Group. The Company has its Registered Office in Mumbai, Maharashtra, India.
The Equity Shares of the Company are listed on:
The BSE Limited
National Stock Exchange of India Limited
ARWL adheres to high standards of transparency, disclosure, and fiduciary responsibility consistent with listed entity governance expectations.
AWARDS AND CERTIFICATIONS
Great Place to Work Certification awarded by Great Place to Work Institute.
Diamond Award in the ESG category at the Workplace Excellence Awards by INFHRA for the Mumbai region.
SHARE CAPITAL
As on 31 March 2026, the Authorised Share Capital of the
Company stands at 50,00,00,000 (Rupees Fifty Crores only) and the Paid-up Share Capital of the Company stands at 41,51,03,170 (Rupees Forty-One Crores Fifty-One Lakhs Three
Thousand One Hundred and Seventy only).
During FY 2025-26, there was no change in the Authorised or Paid-up Share Capital of the Company.
The Board in its meeting held on 09 April 2026, recommended issuance of bonus shares in the ratio of 1:1, subject to shareholders approval at the ensuing AGM. Details are provided in the AGM Notice.
EMPLOYEE STOCK OPTION SCHEMES
The Company has implemented the following Employee Stock Option Plans (collectively referred to as the Schemes) for the benefit of its eligible employees:
Employee Stock Option Plan 2017 (ESOP 2017)
Employee Stock Option Plan 2018 (ESOP 2018)
Employee Stock Option Plan 2022 (ESOP 2022)
Employee Stock Option Plan 2025 (ARWL ESOP - 2025)
All the aforesaid Schemes were in compliance with the Act and other applicable laws.
The ARWL ESOP - 2025 scheme is available on the Companys website at www.anandrathiwealth.in/company-policies.php and shall also be available for inspection by the Members at the ensuing Annual General Meeting through electronic means. Members may also inspect the same at the Registered Office of the Company on all working days during business hours up to the date of the Annual General Meeting, without payment of any fee.
ARWL EMPLOYEES STOCK OPTION PLAN - 2025
The Company has implemented an Employee Stock Option
Scheme (ARWL ESOP - 2025) and administered by the
Nomination and Remuneration Committee in accordance with the provisions of the Act, Companies (Share Capital and Debentures) Rules, 2014 and the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (SBEBSE Regulations).
| During the financial year under review: | ||
| Sr. | ||
| Particulars | Details | |
| No. | ||
| 1. | Options granted | 12,40,000 (Twelve Lakhs Forty Thousand) |
| 2. | Options vested | Nil |
| 3. | Options exercised | Nil |
| 4. | The total number of shares arising as a result of | Not Applicable |
| exercise of option | ||
| 5. | Options lapsed | Nil |
| 6. | The exercise price | H5/- |
| 7. | Variation of terms of options | Not Applicable |
| 8. | Money realized by exercise of options | Not Applicable |
| Sr. | |||
| Particulars | Details | ||
| No. | |||
| 9. | Total number of options in force | 12,40,000 (Twelve Lakhs Forty Thousand) | |
| 10. | Employee wise details of options granted to: | ||
| (a) Key Managerial Personnel | Sr. | ||
| Name of the KMP | No. of options granted | ||
| No. | |||
| 1. Mr. Rakesh Rawal | 4,15,000 | ||
| 2. Mr. Feroze Azeez | 8,25,000 | ||
| (b) Any other employee who receives a grant of | Nil | ||
| options in any one year of option amounting to | |||
| five percent or more of options granted during | |||
| that year | |||
| (c) Identified employees who were granted option, | Nil | ||
| during any one year, equal to or exceeding | |||
| one percent of the issued capital (excluding | |||
| outstanding warrants and conversions) of the | |||
| company at the time of grant |
The Company confirms that ARWL ESOP - 2025 is in compliance with the applicable provisions of the SBEBSE Regulations.
The detailed disclosures as required under the said regulations are available on the website of the Company.
A certificate from the Secretarial Auditors confirming that the Scheme has been implemented in accordance with the applicable regulations will be placed before the shareholders at the ensuing Annual General Meeting.
SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT VENTURES
During the Financial Year 2025-26, the Company incorporated Anand Rathi FME (IFSC) Private Limited as a wholly-owned subsidiary in GIFT City, Gandhinagar, as a Fund Management Entity under the IFSCA framework.
The Company does not have any associate company or joint venture within the meaning of the Companies Act, 2013. There has been no material change in the nature of business of the subsidiary during the year.
As on 31 March 2026, the Company does not have any material subsidiary as per the Policy for Determining Material Subsidiaries, which is available on the Companys website at www.anandrathiwealth.in/company-policies.php.
In accordance with Section 129(3) of the Act, the salient features of the Financial Statements of the subsidiary company in the prescribed Form AOC-1 are annexed to this Report as Annexure I.
DETAILS OF SUBSIDIARIES
As at date of this Report, the Company has following Subsidiaries:
Anand Rathi Wealth Limited (ARWL)
01 02 03 04 05
AR Digital Ffreedom Intermediary Freedom Wealth Anand Rathi Anand Rathi FME Wealth Private Infrastructure Private Solutions Private Limited Wealth (UK) Limited (IFSC) Private Limited Limited (ARDWPL) Limited (FIINFRA) (FWSPL) - till
17 December 2025
1. AR Digital Wealth Private Limited (ARDWPL) - Digital Wealth (DW) Vertical
Our digital wealth business is an extension of our established private wealth expertise. The same investment discipline - uncomplicated, transparent, fearless, data driven and client-first philosophy that define our Private
Wealth practice now empower our Digital Wealth platform. In todays rapidly evolving fintech landscape, technology is not merely a tool - it is the infrastructure through which we are scaling trusted, personalised wealth services to a broader universe of investors. We are streamlining wealth services strategies to make it more efficient, smart and accessible for the growing mass affluent segment-individuals with investible assets between 10 Lakhs and 5 Crores. Our distinctive phygital model integrates the care of personal touch with the speed and convenience of technology. This ensures that clients not only receive expert guidance tailored to their goals but also benefit from seamless digital experiences.
During the year under review, the Company recorded a growth of 22% year-on-year in Assets Under Management (AUM), increasing from 1,812 Crores as on 31 March 2025 to 2,218 Crores as on 31 March 2026. The client base also expanded from 6,087 as on 31 March 2025 to 7,106 as on 31 March 2026, reflecting a growth of 17% year-on-year.
Financial performance remained robust, with total revenue rising from H29.20 Crores in FY 2024-25 to H38.08 Crores in FY 2025-26. Net profit registered a growth of 60%, increasing from H3.88 Crores in FY 2024-25 to H6.22 Crores in FY 2025-26.
2. Ffreedom Intermediary Infrastructure Private Limited (FIINFRA) - Omni Financial Advisors (OFA) Vertical
The Omni Financial Advisor (OFA) platform is a flagship strategic initiative of the Company, purpose-built to empower Mutual Fund Distributors (MFDs) and
Independent Financial Advisors (IFAs/ARN holders) with a robust, technology-driven digital infrastructure. At its core, OFA is designed to enable distributors to scale their business, deepen client relationships, and operate with greater professionalism, transparency, and efficiency in an increasingly competitive landscape.
The mutual fund distribution ecosystem in India has long been constrained by structural limitations. A large majority of independent distributors continue to operate without access to adequate digital tools, relying on transaction-led, low-engagement client servicing models that offer limited scope for retention or long-term relationship building.
Poor scalability and the absence of structured client engagement frameworks have further hindered their ability to grow sustainably. OFA was conceived precisely to bridge these gaps - equipping MFDs and IFAs with the digital capabilities they need to thrive in an ever-changing financial landscape and achieve long-term, sustainable success.
The OFA platform offers a co-branded, mobile-first experience designed for both the distributor and their end clients, ensuring seamless accessibility and a consistent brand identity. The platform delivers end-to-end services spanning goal-based financial planning, client reporting, dashboard analytics, online transaction execution, and client engagement tools - consolidating the entire advisory and servicing workflow into a single, intuitive interface. Access to the platform is offered on a subscription basis, providing MFDs and IFAs with the flexibility and affordability to adopt digital capabilities without significant upfront investment. Beyond transactional enablement, OFA equips distributors with a comprehensive suite of sales and post-sales enablement tools and additional product capabilities, empowering them to evolve from traditional order-execution intermediaries into full-service financial advisory practices.
Key Platform Features:
OFAs feature set addresses the full spectrum of a distributors operational and client servicing needs:
Client Reporting - Clear, Professional portfolio insights for every client
Online MF Transactions - Seamless end-to-end execution, paperless
Business Dashboard - Real-time AUA, client activity & revenue view
Goal Planning - Life-goal anchored financials advisory conversations
Client Engagement Tools - Structures communication workflows that strengthen advisor-client relationships and drive retention
The OFA platform continued its strong growth trajectory during FY 2025-26. The number of MFD/IFA subscribers on the platform grew from 6,447 as on 31 March 2025, to 6,906 as on
31 March 2026, reflecting growing adoption of the Companys digital infrastructure among mutual fund distributors and independent financial advisors across the country.
Platform Clients representing the end-clients serviced by these MFDs/IFAs through the OFA platform increased from H22.47 Lakhs as of 31 March 2025, to H23.52 Lakhs as of 31 March 2026. Correspondingly, Platform Assets Under Management (AUM) the aggregate AUM managed by
MFDs/IFAs on behalf of their clients through the platform
- grew from H1,42,000+ Crores as of 31 March 2025, to
H1,47,000+ Crores as of 31 March 2026.
These metrics collectively reflect the expanding scale and deepening engagement of the OFA ecosystem, underscoring the platforms growing role as a trusted digital backbone for mutual fund distribution in India.
3. Freedom Wealth Solutions Private Limited (FWSPL)
Pursuant to a Share Purchase Agreement (SPA) executed during the Financial Year 2025-26, the Company divested its entire equity stake in its subsidiary, Freedom Wealth Solutions Private Limited (FWSPL).
Accordingly, FWSPL has ceased to be a subsidiary of the Company with effect from the date of completion of the transaction i.e. 17 December 2025.
The aforesaid divestment was undertaken as part of the Companys strategic review and rationalization of its business structure, with a view to enhancing operational efficiency and sharpening focus on its core wealth solutions business.
The company earned total income of H36.79 Lakhs and PAT of H27.51 Lakhs (from 01 April 2025 to 17 December 2025).
4. A nand Rathi Wealth (UK) Limited
Anand Rathi Wealth (UK) Limited, incorporated in London, UK to expand the global footprint in UK market. Accordingly, the Company is registered with the Registrar of Companies for England and Wales, UK, as a Wholly Owned Subsidiary of the Company. The Subsidiary Company has received authorization as a Non-MiFID Adviser and Arranger from the Financial Conduct Authority (FCA), UK.
Anand Rathi Wealth Limited (the Holding Company) has infused capital of GBP 5,00,000/- in the Subsidiary during the quarter ended 31 December 2025.
The salient features of the financial position of the
Subsidiary are disclosed in Form AOC-1 annexed to this
Report, as required under Section 129(3) of the Companies Act, 2013. Necessary disclosures under Regulation 30 of the SEBI Listing Regulations have been duly made to the Stock Exchange(s) within prescribed timelines.
5. A nand Rathi FME (IFSC) Private Limited
During the year under review, Anand Rathi FME (IFSC) Private Limited was incorporated on 16 February 2026 as a wholly-owned subsidiary of ARWL. The subsidiary is established in GIFT City, Gujarat, India, with the strategic objective of acting as a fund management entity, specifically to set up and manage Alternate Investment Funds (AIFs) in compliance with International Financial Services Centres Authority (IFSCA) Regulations. Being a wholly-owned subsidiary, the incorporation and funding did not constitute a related party transaction requiring arms length disclosures. The Company continues to provide oversight and support to the subsidiary, ensuring alignment with its regulatory, governance, and operational standards.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
In compliance with Section 134(3)(m) of the Act, as elaborated by Rule 8 of the Companies (Accounts) Rules, 2014, we provide an annual disclosure on key operational aspects, namely energy conservation, technology absorption, and foreign exchange earnings and outgo.
Energy Conservation
Your company along with its subsidiaries, primarily offers financial services-a sector not traditionally associated with high energy consumption. Despite this, we continuously explore avenues to reduce our operational carbon footprint, although the direct impact remains minimal due to the nature of our business activities.
Technology Absorption and Innovation
We operate on a technology-driven model, encompassing an in-house team dedicated to innovation and digital infrastructure. Our commitment to technology underpins our strategy to enhance wealth solutions and elevate client servicing through superior engagement platforms. Each segment of our operation, from back office processes to client-facing interfaces, is supported by proprietary technology developed internally using advanced, scalable frameworks.
The introduction of Workstation, a comprehensive web and mobile platform for our Relationship Managers (RMs), exemplifies our innovative approach. This tool not only facilitates seamless access to client data and transaction capabilities but also integrates daily internal workflows, such as RM and specialist collaborations, into a singular digital environment.
Moreover, our investment in a fully cloud-based infrastructure allows us to scale operations efficiently while maintaining robust security measures against cyber threats. Current development efforts are focused on enhancing user autonomy through advanced self-service options, such as chatbots and analytical tools, which enable our product teams to refine advisory services and further enrich client interactions.
Research and Development (R&D)
The Companys R&D endeavors are concentrated on the continuous evaluation of financial products, economic trends, and industry developments. Our dedicated team, comprising over 80 research analysts, works closely with RMs to ensure that insights are effectively translated into actionable strategies for our clients.
Foreign Exchange Earnings and Outgo
During the financial year under review, the Company recorded foreign exchange earnings of 0.40 Lakhs, as compared to nil in the previous year. However, our foreign exchange expenditure saw a significant increase to 49.98 Crores from 29.94 Crores in the preceding year, underscoring a heightened activity in global financial engagements that align with our expanding market strategy.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Pursuant to the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company has constituted a Corporate Social Responsibility (CSR) Committee and adopted a CSR Policy outlining its approach towards the Companys Corporate Social Responsibility initiatives.
The CSR Committee of the Company comprises the following
Directors as on 31 March 2026:
I. Mr. Anand Nandkishore Rathi (DIN: 00112853), Chairman II. Mr. Pradeep Navratan Gupta (DIN: 00040117), Member III. Mr. Adesh Kumar Gupta (DIN: 00020403), Member During the Financial Year 2025-26, the CSR Committee met
2 times. The details of the meetings held and attendance of members thereat form part of the Annual Report on CSR Activities annexed to this Report.
For the Financial year 2025-26, the CSR obligation of the
Company was 620.84 Lakhs. The Company adjusted a surplus of 14.84 Lakhs carried forward from previous financial years, comprising 0.29 Lakhs pertaining to FY 2023 24 and 14.55 Lakhs pertaining to FY 2024 25. Accordingly, the net CSR obligation for the year stood at 606.00 Lakhs, which has been fully spent on CSR activities in accordance with the applicable provisions of the Act and the Companies (Corporate Social Responsibility Policy) Rules, 2014 or (CSR Rules). Further, a surplus of
19.86 Lakhs pertaining to FY 2024 25 remains available for set-off against CSR obligations of the succeeding financial years. In terms of Rule 8(1) of the CSR Rules, the Annual Report on CSR activities for the Financial Year ended 31 March 2026 is annexed to this Report as Annexure II and forms an integral part hereof. The said report contains details of the CSR Policy, composition of the CSR Committee, approved projects, amount spent, unspent amount (if any) and other prescribed disclosures.
CORPORATE GOVERNANCE
The Company is firmly committed to upholding the highest standards of Corporate Governance and continuously benchmarks its governance framework against best practices. The Company believes that sound governance is fundamental to sustaining long-term shareholder value, strengthening stakeholder trust and ensuring responsible business conduct. The Corporate Governance framework of the Company is designed to ensure transparency, accountability, fairness and integrity in all its dealings. Robust systems and processes are in place to ensure compliance with the provisions of the Act and SEBI Listing Regulations.
Further demonstrating our compliance, a certificate from M/s. Rathi & Associates, Company Secretaries based in Mumbai, has been obtained. This certificate confirms our adherence to the conditions of corporate governance stipulated under SEBI Listing Regulations. For detailed verification and reference, this certificate is attached as Annexure III to this report.
DISCLOSURE OF EMPLOYEES
Pursuant to Section 197(12) of the Companies Act, 2013 read with Rules 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
In accordance with the provisions of Section 197(12) of the
Act read with Rules 5(1), 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 (Remuneration Rules), the prescribed disclosures relating to remuneration of Directors, Key Managerial Personnel and other employees form part of this Report.
The information required under Rule 5(1) of the Remuneration Rules is provided in Annexure IV to this Report and forms an integral part of the Annual Report.
Further, the statement containing particulars of employees as required under Rules 5(2) and 5(3) of Remuneration Rules, including the names and other prescribed details of employees drawing remuneration in excess of the limits set out in the Remuneration Rules, is maintained in accordance with the provisions of the Act.
However, pursuant to the provisions of Section 136 of the Act, the Annual Report and Financial Statements circulated to the Members do not include the said statement. Any Member interested in obtaining a copy of the same may write to the Company Secretary at csarwsl@rathi.com, and the same will be provided upon request.
INTERNAL FINANCIAL CONTROLS
TheCompanyhasestablishedadequateInternalFinancialControls (IFC) with reference to Financial Statements in accordance with the provisions of Section 134(5)(e) of the Act. The IFC framework is designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of Financial Statements in accordance with applicable Accounting Standards.
The framework ensures orderly and efficient conduct of business, adherence to applicable policies, laws and regulations, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information.
The internal audit function, along with management oversight, evaluates the adequacy and operating effectiveness of controls on an ongoing basis. The Audit Committee periodically reviews internal audit reports, risk assessments, and management responses to strengthen the overall control environment.
Based on such review, the Board of Directors confirms that the Internal Financial Controls with reference to Financial Statements were adequate and operating effectively during the
Financial Year 2025-26, commensurate with the size, scale, and complexity of the Companys operations.
The Statutory Auditors have also issued their report on the adequacy and operating effectiveness of IFC under Section 143(3)(i) of the Act, which forms part of the Annual Report.
RISK MANAGEMENT
The Company has adopted a comprehensive Risk Management Policy in accordance with the provisions of the Act and Regulation
17(9) of the SEBI Listing Regulations. The Policy provides for a structured and disciplined approach to risk identification, assessment, mitigation, monitoring and reporting.
Risk management is integral to the Company and is fundamental to ensuring sustained profitability, capital protection, operational resilience and long-term stability. In an evolving economic, geopolitical, regulatory and financial environment, the Company continues to strengthen and leverage its risk management frameworks to address emerging risks proactively.
The Risk Management Committee oversees the implementation and effectiveness of the risk management framework and periodically reviews key risk indicators, mitigation measures and emerging risk trends.
The Board, after reviewing the risk management framework and the risk assessment reports, is of the opinion that there are no material risks that may threaten the existence of the Company.
Market Risk
Fluctuations in equity markets, interest rates, and currency movements directly impact client AUM valuations and fee income. Managed through continuous portfolio surveillance and asset allocation frameworks aligned to client risk profiles.
Regulatory & Compliance Risk
Operations governed by a multi-regulatory framework SEBI
Listing Regulations, RBI (FEMA for NRI clients), the Companies Act, 2013 and other laws as may be applicable from time to time. Non-compliance may result in imposition of penalties, etc. A dedicated team ensures adherence to all applicable and evolving regulations.
IT & Cyber Security Risk
Digital platforms and client data repositories are vulnerable to cyber-attacks, data breaches, and system failures. Mitigated through Data Loss Prevention (DLP), multi-factor authentication, regular vulnerability assessments, and ISO-aligned IT governance.
Reputational Risk
Being a trust-driven, relationship-intensive business, any instance of mis-selling, conflict of interest, or unsuitable product recommendation can severely impact client retention and brand equity. Managed through strict suitability assessments, transparent fee disclosures, and a robust grievance redressal mechanism.
Key Person & Talent Risk
Heavy dependence on KMP and experienced Relationship Managers makes attrition a critical business risk. Mitigated through succession planning, competitive compensation structures, and a strong internal talent pipeline.
RISK MANAGEMENT POLICY
The Company has a well-defined risk management framework that is embedded into its operational and strategic processes.
The framework enables systematic identification, assessment, and mitigation of risks, ensuring continuity of business operations and informed decision-making.
Key business risks and their mitigation strategies are reviewed periodically and are integrated into the Companys annual and strategic business planning processes. The risk management framework is supported by robust mitigation controls and a structured reporting mechanism that ensures timely escalation and resolution of risk-related matters.
In compliance with Regulation 21 of the SEBI Listing Regulations, the Board of Directors has constituted a Risk Management Committee. The Committee is entrusted with the responsibility of overseeing the Companys risk management plans, monitoring emerging risks, reviewing the adequacy of mitigation measures, and ensuring that the overall risk management framework remains relevant and effective in the face of evolving business and regulatory environments.
The Board is of the opinion that the risk management framework of the Company is adequate and commensurate with the nature, size, and complexity of its operations.
Details of the composition of the Risk Management Committee, its terms of reference, and meetings held during the Financial Year are provided in the Report on Corporate Governance forming part of the Annual Report.
RISK MANAGEMENT REPORT
Pursuant to the provisions of Section 134(3)(n) of the Act and Regulation 21 of SEBI Listing Regulations, the Company has a robust and structured Risk Management framework in place.
The Board of Directors has constituted a Risk Management Committee which is responsible for overseeing the identification, assessment, monitoring, and mitigation of material risks that could potentially impact the business objectives and operations of the Company.
The Board is satisfied that there are no risks which in its opinion threaten the existence of the Company.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to the provisions of Section 177(9) and (10) of the Act 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 and Whistle Blower Policy for its Directors, employees, and other stakeholders.
The Policy provides a formal and confidential channel for reporting genuine concerns relating to unethical behaviour, actual or suspected fraud, violations of the Companys Code of Conduct, or any other improper activity. The Policy ensures adequate safeguards against victimisation of persons who avail of the mechanism and provides for direct access to the Chairman of the Audit Committee in appropriate or exceptional cases. The Audit Committee of the Board oversees the functioning of the Vigil Mechanism and reviews its adequacy and effectiveness on a periodic basis.
During the Financial Year 2025-26, no complaints were received under the Whistle Blower Policy.
The Whistle Blower Policy of the Company is available on the Companys website at www.anandrathiwealth.in/ company-policies.php.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company is committed to providing a safe, secure, and dignified work environment for all its employees, free from any form of sexual harassment. In accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act) and the Rules made thereunder, the Company has in place a Policy for Prevention, Prohibition and Redressal of Sexual Harassment of Women at the Workplace. The Company has constituted an Internal Complaints Committee (ICC) in accordance with the requirements of Section 4 of the POSH Act, comprising the prescribed composition, including an external member, as mandated under the POSH Act, to receive, inquire into, and redress complaints pertaining to sexual harassment at the workplace.
Pursuant to Section 22 of the POSH Act, the Board of Directors hereby confirms that during the Financial Year 2025-26, no complaint of sexual harassment was filed, disposed of, or remained pending before the ICC for a period of more than ninety days. The Company conducts periodic awareness programmes and training sessions to sensitise employees on the provisions of the POSH Act and the redressal mechanism available to them.
FINANCIAL STATEMENTS
The Board of Directors, at its meeting held on 09 April 2026, approved the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended 31 March 2026, prepared in accordance with the Companies Act, 2013, applicable Indian Accounting Standards (Ind AS), and SEBI Listing Regulations. The said Financial Statements form part of this Annual Report.
The audited Financial Statements and related documents are available on the Companys website at www.anandrathiwealth. in/financial.php. Members may also inspect the same at the Registered Office of the Company upon prior intimation at csarwsl@rathi.com.
Directors and Key Managerial Personnel
The Board of Directors (Board) of the Company is strategically composed to ensure an optimal balance of Executive, Non-
Executive and Independent Directors, including an Independent Woman Director, in full compliance with the provisions of the Act and the SEBI Listing Regulations. The Board brings together diverse professional expertise, knowledge and experience, providing strategic guidance and oversight across all aspects of the Companys operations.
The details of Directors of the Company during the Financial Year ended 31 March 2026 are as follows.
| Sr. No. | Name | Designation | DIN | Date of Appointment | Date of Cessation | No. of Board Meetings Attended |
| 1. | Mr. Anand Nandkishore Rathi | Chairman & Non- Executive Director | 00112853 | 18 March 2005 | - | 4 |
| 2. | Mr. Pradeep Navratan Gupta | Non-Executive Director | 00040117 | 18 March 2005 | - | 4 |
| 3. | Mr. Rakesh Rawal | Whole-time Director & CEO | 02839168 | 01 April 2017 | - | 4 |
| 4. | Mr. Mohan Vasant Tanksale | Non-Executive Independent Director | 02971181 | 06 February 2018 | 05 February 2026 | 4 |
| 5. | Mr. Kishan Gopal Somani | Non-Executive Independent Director | 00014648 | 15 March 2018 | 14 March 2026 | 3 |
| 6. | Mr. Ramesh Chandak | Non-Executive Independent Director | 00026581 | 15 March 2018 | 14 March 2026 | 4 |
| 7. | Mrs. Sudha Pravin Navandar | Non-Executive Independent Director | 02804964 | 15 March 2018 | 14 March 2026 | 4 |
| 8. | Mr. Adesh Kumar Gupta | Non-Executive Independent Director | 00020403 | 12 January 2026 | - | 1 |
| 9. | Mr. Debasish Panda | Non-Executive Independent Director | 06479085 | 12 January 2026 | - | 1 |
| 10. | Mrs. Deena Asit Mehta | Non-Executive Independent Director | 00168992 | 12 January 2026 | - | 1 |
CHANGES TO THE BOARD OF DIRECTORS DURING FY 2025-26
Appointments of Independent Directors
Based on the recommendations of the Nomination and Remuneration Committee (NRC) and pursuant to the provisions of the Act, the Board, at its meeting held on 12 January 2026, appointed the following persons as Additional Directors in the category of Non-Executive Independent Directors, for a term of five consecutive years commencing from 12 January 2026 up to and including 11 January 2031, not liable to retire by rotation, in accordance with Section 149 read with Schedule IV to the Act and applicable SEBI Listing Regulations:
Mr. Debasish Panda (DIN: 06479085)
Mr. Adesh Kumar Gupta (DIN: 00020403)
Mrs. Deena Asit Mehta (DIN: 00168992)
The Shareholders of the Company approved the respective appointment of above named three Non-Executive, Independent
Directors by passing Special Resolutions through Postal Ballot on 15 February 2026.
Brief profile of the newly appointed Independent Directors
Mr. Adesh Kumar Gupta is a Chartered Accountant, Company Secretary, and AMP from Harvard Business School with over 40 years of experience in corporate strategy, mergers and acquisitions, business restructuring, fund raising, and taxation. He has held senior board positions across multiple companies at the Aditya Birla Group and currently serves as an Independent Director on the boards of Grasim Industries Limited and Krsnaa Diagnostics Limited.
Mr. Debasish Panda is a Senior IAS officer of the 1987 batch with deep expertise in financial services regulation. He served as Secretary in the Department of Financial Services, Government of India, before being appointed as Chairman of the Insurance Regulatory and Development Authority of India (IRDAI). His regulatory experience spans health, family welfare, and financial services sectors.
Mrs. Deena Asit Mehta is a pioneering figure in Indian capital markets - the first woman to enter the BSE trading ring. A Chartered Accountant with a Masters in Management (Finance), she brings over 150 Board years of experience and has served on the boards of BSE, CDSL, ITI Limited, and the National Payments Corporation of India (NPCI).
The expertise of the newly appointed Independent Directors will be of immense value to the Board and the Company.
Re-appointment of Whole-time Director & CEO
Based on the recommendation of the NRC, the Board approved re-appointment of Mr. Rakesh Rawal (DIN: 02839168) as Whole-time Director & Chief Executive Officer of the Company for a further term of three years, effective for the period from 01 April 2026 to 31 March 2029. The Shareholders approved his appointment via a Special Resolution passed through
Postal Ballot on 15 February 2026, with 92.67% of valid votes cast in favor.
Cessation of Independent Directors
During the year under review, the following Independent Directors completed their maximum permissible tenure as prescribed under Section 149(11) of the Act and accordingly ceased to be
Independent Directors of the Company:
Mr. Mohan Vasant Tanksale (DIN: 02971181) completed his second consecutive term of five years as an Independent Director and accordingly ceased to be Independent Director and Member of the Board with effect from the close of business hours on 05 February 2026.
Mr. Kishan Gopal Somani (DIN: 00014648), Mr. Ramesh Chandak (DIN: 00026581), and Mrs. Sudha Pravin Navandar (DIN: 02804964) completed their second consecutive term of five years as Independent Directors and accordingly ceased to be Independent Directors and Members of the Board with effect from the close of business hours on 14 March 2026.
Their cessation was solely on account of completion of tenure and was not attributable to any resignation, disqualification, or any other reason. Consequent to their cessation, they also ceased to be Chairman or Members of the respective Board Committees on which they served.
The Board of Directors places on record its deep appreciation for the invaluable guidance, wisdom, and contribution made by Mr. Mohan Vasant Tanksale, Mr. Kishan Gopal Somani, Mr. Ramesh Chandak, and Mrs. Sudha Pravin Navandar during their long and distinguished association with the Company.
The Company reaffirms that the Company has been in compliance with the requirements relating to the composition of the Board of Directors, including the minimum number of
Independent Directors, as prescribed under Regulation 17 of the
SEBI Listing Regulations at all times during the year.
KEY MANAGERIAL PERSONNEL
Pursuant to the provisions of Sections 2(51) and 203 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the following are the Key Managerial Personnel (KMP) of the Company as on 31 March 2026:
Mr. Rakesh Rawal Whole-time Director & Chief
Executive Officer
Mr. Feroze Azeez - Joint Chief Executive Officer (with effect from 10 April 2025)
Mr. Rajesh Kumar Bhutara Chief Financial Officer
Mr. Pravin Rajendraprasad Jogani Company Secretary &
Compliance Officer (with effect from 13 October 2025)
Directors Retiring by Rotation
In accordance with the Companies Act, 2013, Mr. Anand
Nandkishore Rathi (DIN: 00112853), who serves as a Non-Executive Director and Chairman, is set to retire by rotation at the upcoming Annual General Meeting (AGM) on Thursday, 21 May 2026.
Being eligible, he has offered himself for re-appointment. The resolution for his re-appointment is included in the AGM Notice, which also contains his detailed profile, professional experience, and the specific attributes that qualify him for continued Board membership.
Changes in Company Secretary & Compliance Officer
During the year under review, Ms. Jaee Sarwankar (ICSI Membership No. A38080) resigned from the post of Company Secretary and Compliance Officer of the Company with effect from 30 August 2025.
Ms. Anupama Sharma (ICSI Membership No. F11356) was designated as the Compliance Officer of the Company from
1 September 2025 till 12 October 2025, in compliance with Regulation 6 of the SEBI Listing Regulations.
The Board of Directors thereafter, at its meeting held on
13 October 2025, appointed Mr. Pravin Rajendraprasad Jogani
(ICSI Membership No. A25413) as the Company Secretary and ComplianceOfficeroftheCompanywitheffectfromthesaiddate.
MEETINGS OF THE BOARD OF DIRECTORS
During the Financial Year 2025-26, four (4) meetings of the Board of Directors were duly convened and held on 10 April 2025, 10 July 2025, 13 October 2025 and 12 January 2026 in compliance with the provisions of the Act, Secretarial Standard-1 (SS-1) on
Meetings of the Board of Directors, and the applicable provisions of the SEBI Listing Regulations. The maximum interval between any two consecutive Board meetings did not exceed the period prescribed under the Act and the SEBI Listing Regulations.
BOARD AND COMMITTEE MEETINGS
In compliance with the provisions of the Companies Act, 2013 (the Act) and the SEBI Listing Regulations, the Board of Directors has constituted the following Committees to ensure effective governance, regulatory compliance, and oversight of the
Companys operations:
| Sr. No. | Committee | Statutory Reference |
| 1. | Audit Committee | Section 177 Companies Act, 2013 & Regulation 18 of SEBI Listing Regulation, 2015 |
| 2. | Nomination and Remuneration Committee | Section 178 Companies Act, 2013 & Regulation 19 SEBI Listing Regulation, 2015 |
| 3. | Stakeholders Relationship Committee | Section 178 Companies Act, 2013 & Regulation 20 SEBI Listing Regulation, 2015 |
| 4. | Risk Management Committee | Regulation 21 \u2013 SEBI Listing Regulations, 2015 |
| 5. | Corporate Social Responsibility Committee | Section 135 \u2013 Companies Act, 2013 |
During the Financial Year 2025-26, the Board, its Committees, and the Independent Directors convened on multiple occasions to deliberate on matters relating to the Companys strategy, operations, governance, and compliance.
The details of meetings held are as follows:
| Sr. No. | Body | No. of Meetings | Dates |
| 1. | Board of Directors | 4 | 10 April 2025; 10 July 2025; 13 October 2025; 12 January 2026 |
| 2. | Audit Committee | 4 | 10 April 2025; 10 July 2025; 13 October 2025; 12 January 2026 |
| 3. | CSR Committee | 2 | 10 April 2025; 12 January 2026 |
| 4. | Nomination and Remuneration Committee | 4 | 10 April 2025; 10 July 2025; 13 October 2025; 12 January 2026 |
| 5. | Stakeholders Relationship Committee | 1 | 12 January 2026 |
| 6. | Risk Management Committee | 2 | 10 July 2025; 12 January 2026 |
| 7. | Independent Directors | 2 | 13 October 2025; 12 January 2026 |
All Committees have been constituted with the requisite composition, including mandatory Independent Director representation, and operate within their respective terms of reference as approved by the Board.
The Board also constituted four (4) special purpose Committees, namely the Buy-Back Committee, Bonus Allotment Committee,
IPO Committee and Management Committee for the efficient execution of specific purposes to be undertaken during the year.
The frequency, quorum, and conduct of all Board and Committee meetings were in compliance with the Act, Secretarial Standard
- 1 issued by the Institute of Company Secretaries of India
(SS-1), and SEBI Listing Regulations.
A comprehensive disclosure on the composition, terms of reference, meetings held, and attendance of members is provided in the Report on Corporate Governance forming part of the Annual Report.
Meeting and Governance Overview
Shareholders Meetings
The Company held its most recent Annual General Meeting (AGM) on 23 May 2025.
Independent Directors Meetings
On 13 October 2025 and 12 January 2026, respectively the Independent Directors met privately to evaluate the performance of Non-Independent Directors, the Board, and its committees. This assessment utilized a detailed questionnaire focusing on:
The performance of Non-Independent Directors and the
Board as a whole;
The performance of the Chairperson of the Company; and
The quality, quantity and timeliness of information flow between the management and the Board.
The Independent Directors expressed satisfaction with the overall functioning, governance standards and effectiveness of the Board and its Committees during the Financial Year 2025-26.
Evaluation Results and Strategy
The feedback from this process was consolidated into a formal report for the Nomination and Remuneration Committee and the Board. This report serves as a roadmap for enhancing Board effectiveness. The Directors expressed high satisfaction with the process, noting its value in strengthening the companys governance and operational efficiency.
DECLARATION BY INDEPENDENT DIRECTORS
In accordance with the provisions of Section 149(7) of the
Act and Regulation 25(8) of SEBI Listing Regulations, all Independent Directors of the Company have submitted the requisite written declarations confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of SEBI Listing Regulations and that they are independent of the management. The Board has taken on record the said declarations after due assessment.
All Independent Directors of the Company have valid registrations in the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs (IICA) in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014 and have complied with the applicable proficiency and renewal requirements prescribed thereunder.
The Board, after due review and evaluation, is of the opinion that all Independent Directors consistently demonstrate integrity, expertise, and experience, and are significantly contributing to the governance of the Company. Additionally, all Directors of the Company have confirmed that there are no disqualifications against them for appointment as directors in accordance with Section 164 of the Companies Act, 2013.
FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS
The Company has a structured Familiarisation Program for Independent Directors to familiarise them with the Companys business, operations, industry, roles, rights, and responsibilities. At the time of appointment and on an ongoing basis, Independent Directors are provided with relevant information about the Companys operations, business environment, and regulatory framework to enable them to effectively discharge their duties.
The details of the Familiarisation Program are disclosed in the Corporate Governance Report and are also available on the Companys website in compliance with the SEBI Listing Regulations.
ANNUAL PERFORMANCE EVALUATION
Pursuant to the provisions of Section 134(3)(p) and Section 178 of the Companies Act, 2013 and Regulation 17(10) of the SEBI
Listing Regulations, the Company has instituted a structured framework for the annual performance evaluation of the Board as a whole, its Committees, and Individual Directors.
RELATED PARTY TRANSACTIONS
The Company has in place a Policy on Related Party Transactions (RPT Policy), duly approved by the Board of Directors, in accordance with the provisions of Section 188 of the Act read with the Rules made thereunder and Regulation 23 of the SEBI Listing Regulations. The RPT Policy outlines the framework for identification, approval, reporting, and disclosure of related party transactions and is available on the Companys website at www.anandrathiwealth.in/company-policies.php.
During the Financial Year 2025-26, all contracts, arrangements, and transactions entered into by the Company with related parties were:
in the ordinary course of business; on an arms length basis; and
in compliance with the applicable provisions of the Act All related party transactions were placed before the Audit Committee for prior approval. Omnibus approval was obtained for related party transactions that were repetitive in nature and fulfilled the criteria prescribed under the applicable provisions. Wherever required, approvals of the Board of Directors and the Members of the Company were duly obtained.
The particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Act, in the prescribed Form
AOC-2, are annexed to this Report as Annexure V.
Details of related party transactions as required under Indian
Accounting Standard (Ind AS-24) are disclosed in the Notes to the Standalone and Consolidated Financial Statements forming part of this Annual Report.
The Company had obtained approval of the Members through
Postal Ballot by way of remote e-voting for certain Material
Related Party Transactions with Anand Rathi Global Finance Limited, and Anand Rathi Financial Services Limited, being
Related Parties, for the Financial Year 2025-26, in terms of
Regulation 23(4) of SEBI Listing Regulations.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013, the Board of Directors of Anand Rathi Wealth Limited, to the best of its knowledge and ability, hereby confirms and states that:
(a) in the preparation of the Annual Accounts for the Financial Year ended 31 March 2026, the applicable Accounting Standards have been followed and there are no material departures therefrom;
(b) the Directors 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 March 2026 and of the profit of the Company for the Financial Year ended on that date;
(c) the Directors 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) the Annual Accounts have been prepared 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.
Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the Internal Auditors, Statutory Auditors, and Secretarial Auditors, and the reviews conducted by the Management and the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and operating effectively during the
Financial Year 2025-26.
BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT (BRSR)
In accordance with the requirements of Regulation 34(2)(f) of the SEBIListingRegulations,theCompanypresentsacomprehensive account of its initiatives and performance across Environmental, Social, Governance and Sustainability dimensions through its Business Responsibility and Sustainability Report (BRSR). The BRSR forms a dedicated section of the Annual Report and is separately accessible on the Companys official website at www.anandrathiwealth.in.
The BRSR has been structured in alignment with the nine (9) Principles of the National Guidelines on Responsible Business Conduct (NGBRCs) issued by the Ministry of Corporate Affairs. For each of the nine Principles, a detailed report has been prepared encompassing both Essential Indicators - which are mandatory disclosures - and Leadership Indicators - which reflect the Companys voluntary commitments and higher-order sustainability practices beyond statutory obligations.
In a significant regulatory development, SEBI, vide its Circular
No. SEBI/HO/CFD/CFDSEC-2/P/CIR/2023/122 dated
12 July, 2023, introduced the concept of BRSR Core - a focused subset of the BRSR framework comprising specific Key Performance Indicators (KPIs) mapped across nine (9)
ESG attributes. These KPIs are now subject to mandatory reasonable assurance by an Independent Third-Party Assurance Provider, applicable with effect from Financial Year 2025-26 to the Company.
In compliance with the aforesaid regulatory requirement, the Company has engaged M/s. Rathi & Associates as its Independent Assurance Provider for the Financial Year 2025-26.
Their independent assurance report on the BRSR Core KPIs of the
Company for Financial Year 2025-26 forms part of this Report.
The overall governance and oversight of the BRSR framework, including review of related policies and sustainability disclosures, is vested with the Business Responsibility and Sustainability
Committee of the Board, which periodically evaluates the Companys performance and ensures continued alignment with evolving regulatory and stakeholder expectations.
CORPORATE GOVERNANCE REPORT
The Company remains committed to maintaining the highest standards of transparency, accountability, and ethical conduct in its operations. The Corporate Governance Report, prepared in accordance with Regulation 34(3) read with Schedule V of the SEBI Listing Regulations, is annexed and forms part of the Annual Report.
RECLASSIFICATION OF PROMOTER GROUP SHAREHOLDER
The Company had received a request from Mr. Amit Rathi, forming part of the Promoter Group, for reclassification of his status from Promoter Group to Public shareholder under Regulation 31A of the SEBI Listing Regulations.
The Board of Directors, at its meeting held on 13 January 2025, approved the said request, subject to approval of the Stock
Exchanges and the Members of the Company. The Company received No-Objection letters from The BSE Limited and National
Stock Exchange of India Limited on 28 March 2025.
The Members approved the reclassification by way of an Ordinary Resolution at the 30th Annual General Meeting held on 23 May 2025. Accordingly, Mr. Amit Rathi (holding 38,00,000 equity shares representing 4.58% of the paid-up equity share capital) stands reclassified as a Public shareholder with effect from 23 May 2025.
The Company continues to comply with the minimum public shareholding requirements under Regulation 31A of the SEBI Listing Regulations and all other applicable regulatory provisions.
PROMOTER SHAREHOLDING
As on 31 March 2026, the Promoter and Promoter Group of the
Company held 3,57,93,582 equity shares, representing 43.11% of the paid-up equity share capital of the Company.
The Company confirms that the promoter shareholding continues to remain in compliance with applicable regulatory requirements.
AUDITORS
Statutory Auditors
Pursuant to Section 139 of the Companies Act, 2013, M/s. kkc & Associates llp, Chartered Accountants (formerly Khimji Kunverji & Co. LLP), Mumbai (Firm Registration No. 105146W/W100621), were re-appointed as the Statutory Auditors of the Company for a second consecutive term of five years at the 27th Annual General
Meeting held on 12 August 2022, to hold office until the conclusion of the 32 nd Annual General Meeting to be held in the year 2027.
M/s. kkc & Associates llp have confirmed that their appointment is within the limits prescribed under Section 141(3)(g) of the Companies Act, 2013 and that they are not disqualified from continuing as Statutory Auditors of the Company within the meaning of Section 141 of the Act and the Rules made thereunder.
Statutory Auditors Report
The Statutory Auditors have audited the Standalone and Consolidated Financial Statements of the Company for the Financial Year ended 31 March 2026. Their report forms part of the Annual Report.
The Auditors Report for the Financial Year 2025-26 is unmodified and does not contain any qualification, reservation, adverse remark, or disclaimer. The observations and comments, if any, in the Auditors Report, read together with the relevant Notes to the Financial Statements, are self-explanatory and do not call for any further explanation or comments by the Board under Section 134(3)(f) of the Act.
Pursuant to Section 143(12) of the Companies Act, 2013, the Statutory Auditors have not reported any instance of fraud committed against the Company by its officers or employees to the Audit Committee or the Board of Directors during the Financial Year under review.
Secretarial Auditors
Appointment of Secretarial Auditors in the previous AGM
Pursuant to Regulation 24A of the SEBI Listing Regulations, the Company has approved the appointment of M/s. Rathi &
Associates, Practicing Company Secretaries, Peer Reviewed Practicing Company Secretaries, as the Secretarial Auditor of the Company for a term of five (5) consecutive financial years, commencing from Financial Year 2025-26 to Financial Year 2029-
30, at the previous Annual General Meeting of the Company.
In compliance with the provisions of Section 204 of the Companies Act, 2013 read with the Rules made thereunder, the
Board of Directors appointed M/s. Rathi & Associates, Practicing Company Secretaries, Mumbai (FRN: P1988MH011900) (Peer Review Certificate No.: 6391/2025) as the Secretarial Auditor of the Company to conduct the Secretarial Audit of the records, registers, and documents of the Company for the Financial Year
2025-26 to Financial Year 2029-30.
Secretarial Auditors Report
The Secretarial Audit Report in the prescribed Form MR-3 for the
Financial Year ended 31 March 2026 is annexed to this Report as Annexure VI. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark, or disclaimer.
Further, pursuant to Regulation 24A of the SEBI Listing Regulations, the Annual Secretarial Compliance Report confirming compliance with all applicable SEBI Listing Regulations and Guidelines for the financial year ended 31 March 2026 has been duly submitted to the Stock Exchange(s) within the prescribed timelines.
Internal Auditor
Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, the Board of Directors has appointed AGP Advisors Private Limited as the Internal
Auditor of the Company for the Financial Year 2025-26.
The Internal Auditor conducts periodic audits of the Companys operations, financial processes, and internal control systems to assess their adequacy and effectiveness. Internal audit reports are placed before the Audit Committee of the Board for review and appropriate action on a periodic basis.
Cost Audit
The provisions relating to maintenance of cost records and appointment of a Cost Auditor under Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 are not applicable to the Company for the Financial Year 2025-26.
Secretarial Standards
The Board of Directors confirms that during the Financial Year
2025-26, the Company has duly complied with all applicable mandatory Secretarial Standards issued by the Institute of
Company Secretaries of India, namely SS-1 (Secretarial Standard on Meetings of the Board of Directors) and SS-2 (Secretarial
Standard on General Meetings).
ANNUAL RETURN
Pursuant to the provisions of Section 134(3)(a) read with Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company for the Financial Year ended 31 March 2026 in the prescribed Form MGT-7 is available on the website of the
Company and can be accessed at www.anandrathiwealth.in/ annual-submission.php.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL
During the Financial Year under review, no significant or material orders were passed by any Regulator, Court, or Tribunal that would impact the going concern status or the future operations of the Company. Members attention is, however, drawn to the statement on contingent liabilities and commitments in the Notes to the Financial Statements forming part of this Annual Report.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Particulars of loans given, guarantees provided, and investments made during the Financial Year 2025-26, in accordance with the provisions of Section 186 of the Companies Act, 2013 read with the Rules made thereunder, are disclosed in the Notes to the Financial Statements forming part of the Annual Report.
CONSERVATIONOFENERGY,TECHNOLOGYABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology absorption, and foreign exchange earnings and outgo, as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure VII.
DEPOSITS
In terms of the provisions of Section 73 and Section 76 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014, the Company has neither invited nor accepted nor renewed any deposits from the public or its Members during the financial year ended 31 March 2026. Consequently, no amount of principal or interest remained outstanding or unclaimed as on 31 March 2026, and there has been no default in this regard.
GLOBAL FORAYS
Redefining Global Wealth Solution with Precision, Purpose, and Performance.
In FY 2025-26, your Company strengthened its position as a leading wealth solutions firm with a growing outlook. With an established presence across India and a strategic footprint in Dubai, the Company continues to expand its global relevance and expand its international presence and is in preliminary discussions to establish a presence in the Kingdom of Bahrain, subject to necessary approvals and regulatory requirements.
Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report
There are no material changes or commitments, affecting the financial position of the Company, that have occurred between the end of the Financial Year ended 31 March 2026 and the date of this Report, which require disclosure pursuant to Section 134(3)(I) of the Act and the applicable provisions of the SEBI Listing Regulations.
MARKET AND FUTURE PROSPECTS
A detailed overview of the industry structure, opportunities, risks, outlook, and future prospects of the Company is provided in the Management Discussion and Analysis Report, which forms an integral part of the Annual Report.
The Management Discussion and Analysis Report provides comprehensive insights into the macroeconomic environment, sectoral developments, operational performance, risk management framework, and strategic initiatives undertaken by the Company.
CHANGE IN REGISTERED OFFICE
During the Financial Year under review, the Registered Office of the Company was shifted within the local limits of Mumbai city with effect from 12 January 2026.
Accordingly, the Registered Office of the Company was shifted from: Floor No. 10, A wing, Express Zone, Western Express
Highway, Goregaon (East), Mumbai - 400 063. To
Floor No. 2, Block B & C, E-Wing, Trade Link, Kamala Mills
Compound, Senapati Bapat Marg, Lower Parel, Mumbai, Maharashtra - 400 013.
The aforesaid change was carried out in compliance with the applicable provisions of the Act and the SEBI Listing Regulations. The necessary filings and intimations, as required, were duly made with the Registrar of Companies and Stock Exchanges. The shifting of the Registered Office does not affect the operations, financial position, or business activities of the Company.
COMPANYS POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION
Pursuant to the provisions of Section 178 of the Act and
Regulation 19 of the SEBI Listing Regulations, the Company has formulated a Nomination and Remuneration Policy (NRC Policy) which lays down the framework for appointment, qualification, evaluation, remuneration of Directors, Key Managerial Personnel (KMP) and Senior Management.
The Policy is designed to ensure that the composition of the Board is appropriate to discharge its fiduciary and governance responsibilities effectively, while maintaining a balance of skills, experience, independence and diversity. The Nomination and Remuneration Policy is annexed herewith as Annexure- VIII to this Report.
BOARD POLICIES
All prescribed policies (CSR, Remuneration, Risk Management, Whistleblower, Related Party Transactions, etc.) are approved and adopted by the Board, reviewed as required, and published on the Company website.
GENERAL MEETINGS
ANNUAL GENERAL MEETING (AGM)
The thirtieth (30th) Annual General Meeting (AGM) of the Company for the Financial Year ended 31 March 2025 was held on Friday, 23 May 2025 through Video Conferencing / Other Audio Visual Means (VC/OAVM), in compliance with the applicable provisions of the Companies Act, 2013, the relevant circulars issued by the Ministry of Corporate Affairs (MCA), and SEBI Listing Regulations.
The proceedings of the AGM were conducted in a fair and transparent manner, and the requisite quorum was present throughout the meeting. The voting on all resolutions was carried out through remote e-voting and e-voting during the AGM in accordance with the applicable statutory framework.
POSTAL BALLOT - VOTING RESULTS FOR VARIOUS APPROVALS
During the year under review, Anand Rathi Wealth Limited had sought approval of the Members through Postal Ballot conducted in compliance with Section 110 of the Act read with applicable Rules, the MCA Circulars and Regulation 44 of the SEBI Listing Regulations.
The Postal Ballot Notice dated 12 January 2026 (including Corrigendum dated 06 February 2026) was circulated to
Members and the remote e-voting facility was provided from 17 January 2026 to 15 February 2026.
Based on the Scrutinizers Report dated 16 February 2026 issued by Mr. Himanshu S. Kamdar, Partner, M/s. Rathi & Associates,
Practicing Company Secretaries, the Members have duly approved the following resolutions with requisite majority:
Re-appointment of Mr. Rakesh Rawal (DIN: 02839168) as Whole-time Director & CEO and approval of remuneration
(Special Resolution).
Appointment of Mr. Debasish Panda (DIN: 06479085) as Non-Executive Independent Director (Special Resolution).
Appointment of Mr. Adesh Kumar Gupta (DIN: 00020403) as Non-Executive Independent Director (Special Resolution).
Appointment of Mrs. Deena Asit Mehta (DIN: 00168992) as Non-Executive Independent Director (Special Resolution).
Approval of Material Related Party Transaction(s) with Anand Rathi Global Finance Limited (Ordinary Resolution).
Approval of Material Related Party Transaction(s) with Anand Rathi Financial Services Limited (Ordinary Resolution).
All the above resolutions were passed with the requisite majority through remote e-voting. Promoter and Promoter Group members, being related parties, abstained from voting on the material related party transaction resolutions, in compliance with applicable regulatory provisions.
The detailed voting results pursuant to Regulation 44(3) of SEBI Listing Regulations and the Scrutinizers Report have been submitted to the Stock Exchanges and are available on the website of the Company.
INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
Pursuant to the provisions of Sections 124 and 125 of the Act read with the Investor Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company is required to transfer unpaid or unclaimed dividends and corresponding shares to the Investor Education and Protection Fund (IEPF) after completion of seven consecutive years.
The Company has complied with all applicable provisions relating to the IEPF and continues to take proactive steps to communicate with shareholders for timely claim of their dividends.
INSIDER TRADING CODE
The Company has adopted a Code of Conduct to Regulate, Monitor and Report Trading by Designated Persons, in compliance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, (PIT Regulations) as amended.
The Company has also adopted a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI), including a policy for determination of legitimate purposes.
Further, the Company has established adequate internal controls, including maintenance of a Structured Digital Database, to ensure compliance with the applicable provisions of the PIT Regulations.
ARCHIVAL POLICY
The Company has adopted an Archival Policy in accordance with the requirements of SEBI Listing Regulations. The policy is available on the Companys website.
HUMAN RESOURCES
Human Resources plays an instrumental role in securing the long-term success of the Company. With a forward-looking approach, the HR function partners closely with the business to create an environment where employees can thrive and contribute to sustainable organizational performance.
The Company remains committed to attracting, retaining, and nurturing exceptional talent across its operations. As on 31 March 2026, the Company had 1,256 employees.
The HR philosophy focuses on building a strong and future-ready workforce through four key pillars:
Building Capabilities
Talent Management & Succession Planning
Employee Wellness & Engagement and
Learning & Development
These principles enable the Company to retain, develop, and attract talent with the requisite skills, while fostering a culture of engagement and motivation.
The Company continues to promote internal growth through structured career progression and internal promotion opportunities, ensuring that deserving employees are recognized and provided with avenues for advancement.
In addition, the Company undertakes various employee welfare initiatives aimed at strengthening engagement and productivity. These include programs such as annual offsites, festive events where employees families are invited, fostering stronger interpersonal relationships and team cohesion.
The Company confirms compliance with all applicable labour laws, including the Prevention of Sexual Harassment (POSH) Act, 2013. An Internal Complaints Committee (ICC) is duly constituted and operational.
REGULATORY COMPLIANCE - AMFI CIRCULARS
During FY 2025-26, the Company ensured full compliance with AMFI and applicable laws. The Company adhered to:
AMFI Circular dated 02 April 2025 - maintaining valid ARN status for all Mutual Fund distributors and ensuring commissions were paid as per regulatory guidelines.
AMFI Circular dated 30 July 2025 - compliance with updated suitability, disclosure, and reporting norms.
AMFI Circular dated 17 October 2025 implementation of prescribed risk management, client disclosure, and compliance practices.
AMFI Circular CIR/ARN-30/2025-26 dated 27 October 2025
- revised timelines for transfer of AUM and cancellation of ARN in the event of a distributors demise, extending the submission period for nominees/legal heirs from
6 to 12 months.
AMFI Circular dated 31 December 2025 - amendments to registration guidelines under CIR/ARN-01/02-03, strengthening due diligence, registration norms, and oversight of mutual fund distributors.
AMFI Master Circular dated 14 January 2026 - consolidation of all prior AMFI circulars on registration, conduct, reporting, AUM transfer, commission structures, and distributor obligations, ensuring all intermediaries adhere to the unified framework.
The Company confirms that all Relationship Managers and distributor intermediaries continue to maintain valid registrations, adhere to updated guidelines, and operate in accordance with SEBI and AMFI standards, reflecting its unwavering commitment to regulatory compliance, ethical conduct, transparency, and investor protection.
CEO / CFO CERTIFICATION
Pursuant to the requirements of Regulation 17(8) read with
Schedule II of the SEBI Listing Regulations, the Chief Executive Officer (CEO) and Chief Financial Officer (CFO) of the Company have issued the prescribed certification to the Board of Directors.
The certification confirms that the financial statements and other financial information present a true and fair view of the Companys affairs, and that appropriate internal controls and financial reporting systems are in place and operating effectively. It also confirms compliance with applicable laws and that no material irregularities have been observed during the year.
The CEO/CFO Certificate forms part of the Corporate Governance
Report included in the Annual Report.
OTHER DISCLOSURES
Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Board of Directors hereby confirms and discloses the following:
a) The Companys book of accounts are kept at CYB-2 Cyber Park, Heavy Industrial Area, Jodhpur, Rajasthan 342001.
b) There has been no change in the nature of business of the Company during the Financial Year under review.
c) The financial statements of the Company remained unaltered, reflecting the commitment to transparency and accuracy in financial reporting by the Company.
d) No application was made, and no proceeding was pending against the Company under the Insolvency and Bankruptcy Code, 2016 during the Financial Year under review.
e) The Company did not enter into any one-time settlements with banks or financial institutions, reflecting prudent financial management and stable creditor relations.
f) During the year, the Company has not issued any equity shares with differential voting rights or any convertible securities.
g) The Whole-time Director of the Company did not receive any remuneration or commission from any holding/ subsidiary company. Hence, disclosure under this requirement is not applicable.
h) The Company has paid the annual listing fees for the Financial Year to the stock exchanges where its equity shares are listed, namely The BSE Limited and National Stock Exchange of India Limited.
i) The equity shares of the Company are dematerialized form through National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). The ISIN of the Companys equity shares is INE463V01026 and Scrip Code of the Company on BSE: 543415 and NSE: ANANDRATHI. This system facilitates easy transfer and settlement of securities in electronic form. j) During the year, the Company has complied with all applicable corporate action requirements under the regulations of the Securities and Exchange Board of India and the stock exchanges. No default or non-compliance was observed during the year. k) The Registrar and Share Transfer Agent (RTA) of Anand Rathi Wealth Limited is MUFG Intime India Private Limited (Formerly known as Link Intime India Private Limited).
Telephone: +91 22 4918 6000. Email: investor.helpdesk@ in.mpms.mufg.com. The RTA handles share transfer, dematerialization, investor queries and other related services for the Companys shareholders. l) The company is in compliance with respect to the provisions relating to the Maternity Benefit Act, 1961.
ACKNOWLEDGEMENT
The Board of Directors expresses sincere gratitude to the Securities and Exchange Board of India, The BSE Limited, National Stock Exchange of India Limited, the Ministry of Corporate Affairs, and other regulatory authorities for their continued support during the year.
We also thank our clients, stakeholders, and partners for their trust and confidence, which is integral to our success.
Further, the Board acknowledges the dedication and efforts of all employees of the Company and its subsidiaries, whose commitment has been instrumental in driving profitable growth and achieving strategic objectives during the Financial Year 2025-26.
We look forward to their continued support as we advance towards future goals, maintaining the highest standards of corporate governance, compliance, and transparency in line with SEBI Listing Regulations.
For and on behalf of the Board
Anand Rathi Wealth Limited
| Anand Nandkishore Rathi | |
| Place: Mumbai | Chairman & Non-Executive Director |
| Date: 09 April 2026 | (DIN: 00112853) |
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
Download The App Now
Follow us on
2026, IIFL Capital Services Ltd. All Rights Reserved
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, PMS SEBI Regn. No: INP000002213, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099
This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.
