BSE Ltd Directors Report

The Board of Directors ("Board") presents the 21^st Annual Report of BSE Limited ("the Company" or "BSE" or "Exchange") together with the audited financial statements for the Financial Year ended March 31, 2026.

1. STATE OF COMPANYS AFFAIRS

A. FINANCIAL SUMMARY AND HIGHLIGHTS

The financial performance for Financial Year ("FY") 2025-26 is summarised in the following table:

( Rs in Lakhs)

Particulars	Standalone		Consolidated
	2025-26	2024-25	2025-26	2024-25
Total revenue	4,83,634	2,91,275	5,14,810	3,23,631
Total expenses	1,68,807	1,34,759	1,83,742	1,48,063
Profit before contribution to core settlement guarantee fund	3,14,827	1,56,516	3,31,068	1,75,568
Contribution to core settlement guarantee fund	7,696	9,000	7,696	9,000
Profit before exceptional items & tax	3,07,131	1,47,516	3,23,372	1,66,568
Exceptional items (income)	1,590	-	-	-
Profit before tax and share of profits of associates	3,08,721	1,47,516	3,23,372	1,66,568
Share of profits of associates	-	-	6,542	8,259
Profit before tax	3,08,721	1,47,516	3,29,914	1,74,827
Tax expenses	75,305	36,271	82,384	43,121
Net profit for the year from continuing operation	2,33,416	1,11,245	2,47,530	1,31,706
Net profit for the year from discontinued operation	-	-	1,195	526
Net Profit for the year from total operation	2,33,416	1,11,245	2,48,725	1,32,232
Net profit attributable to the Shareholders of the Company	2,33,416	1,11,245	2,49,698	1,32,589
Net profit attributable to the non-controlling interest	-	-	(973)	(357)
Other comprehensive income	57	(278)	3,744	501
Total comprehensive income for the year	2,33,473	1,10,967	2,52,469	1,32,733
Total comprehensive income attributable to the Shareholders of the Company	2,33,473	1,10,967	2,52,061	1,32,773
Total comprehensive income attributable to the non-controlling interest	-	-	408	(40)
Basic and diluted EPS before exceptional items – Continuing operations (Rs)	56.27	27.00*	60.32	32.06*
Basic and diluted after exceptional items – Continuing operations (Rs)	56.66	27.00*	60.32	32.06*
Basic and diluted after exceptional items – Discontinued operations (Rs)	-	-	0.29	0.12*
Basic and diluted after exceptional items – Total operations (Rs)	56.66	27.00*	60.61	32.18*

* Pursuant to the approval of the Shareholders through Postal ballot, the Company had issued 27,46,52,718 bonus equity shares of face value Rs 2/- each, in the ratio of 2 (Two) equity shares for every 1 (one) equity share held by the equity shareholders whose names appeared in the Register of Members on May 23, 2025, being the "Record Date".Accordingly, as per IND AS 33 - Earnings per share, the basic and diluted earnings per share for the previous year have been adjusted and restated.

I. Consolidated Results

The total income of the Company during FY 2025-26 was Rs 5,14,810 Lakh, reflecting an increase of Rs 1,91,179 Lakh (up by 59%) from Rs 3,23,631 Lakh over previous FY 2024-25. The net profit after tax was higher by Rs 1,16,493 Lakh (up by 88%) from Rs 1,32,232 Lakh in previous FY 2024-25 to Rs 2,48,725 Lakh in the current FY 2025-26.

II. Standalone results

The total income of the Company during the FY 2025-26 was Rs 4,83,634 Lakh, reflecting an increase of Rs 1,92,359 Lakh (up by 66%) from Rs 2,91,275 Lakh over previous FY 2024-25. The net profit after tax was higher by Rs 1,22,171 Lakh (up by 110%) from Rs 1,11,245 Lakh for the previous FY 2024-25 to Rs 2,33,416 Lakh for current FY 2025-26.

B. DIVIDEND

Pursuant to the Dividend Distribution Policy of the Company, the Board of Directors at their Meeting held on May 7, 2026, has recommended a final dividend of Rs 10/- per equity share of face value of Rs 2/- each fully paid up for the FY ended March 31, 2026. This proposal is subject to approval by the Shareholders at the Twenty-First Annual General Meeting ("AGM") scheduled on August 19, 2026, and will result in a total payout of Rs 41,198 Lakh. Shareholders holding shares as on Friday, July 10, 2026, ("Record Date"), will receive the dividend, which will be paid within statutory timelines after tax deductions.

For more information on tax deductions, please see the section titled Tax Deducted at Source ("TDS") on Dividend in the notes accompanying the AGM Notice. Further, for shares held in abeyance under Clause 5.3 of the BSE (Corporatisation and Demutualisation) Scheme, 2005 (hereinafter referred to as the "BSE Demutualisation Scheme") dividend as may be declared by the Company from time to time are being provided for and would be payable on the allotment of these shares. Brief details about the shares being kept in abeyance by the Company are given in ‘Share Capital section.

C. TRANSFER TO RESERVES

The Company has not transferred any amount to the reserves during the year under review.

D. INVESTOR RELATIONS

The Company is committed to setting a high standard in investor relations by adopting best practices and fostering mutual understanding with both Domestic and International investors.

To achieve this, the Company strives for excellence in its investor engagement efforts through various formats, including physical, video, and audio meetings, structured conference calls, and regular interactions such as one-on-one meetings, investor conferences, quarterly earnings calls, and analyst meetings.

The leadership team, including the MD & CEO, Chief Financial Officer, Chief Business Officer, Chief – Product, Policy & Strategy, and Investor Relations Officer, invested significant time in investor engagement, conducting forty-six one-on-one meetings and participating in thirty investor conferences organized by reputable broking houses. Throughout the year, the Company held four quarterly earnings calls that were well attended by both investors and analysts. It is important to note that no unpublished price-sensitive information (UPSI) was shared in any of the abovementioned meetings. The Company ensures access to important information for all investors by publishing it on the National Stock Exchange of India Limited (NSE), where the Companys securities are listed. In addition, such information is simultaneously made available on the Companys website.

E. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE COMPANY

There were no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this report. Further, there has been no change in the nature of the Companys business during the year under review.

F. SIGNIFICANT AND MATERIAL ORDERS

There were no significant and material orders passed by the Regulators, Courts or Tribunals during the year impacting the going concern status and the operations of the Company in future.

2. SHARE CAPITAL

As of March 31, 2026, the total paid-up equity share capital of the Company stood at Rs 81,57,68,154 comprising 40,78,84,077 equity shares of face value Rs 2/- each.

The paid-up equity share capital increased from Rs 27,07,52,718 (13,53,76,359 equity shares) to Rs 81,57,68,154 (40,78,84,077 equity shares) during the year pursuant to the issue of bonus shares and subsequent allotment of shares held in abeyance under the BSE Demutualisation Scheme, as detailed below:

CHANGE IN PAID-UP SHARE CAPITAL Bonus Issue:

The Board of Directors at their meeting held on March 30, 2025, recommended the issue of bonus equity shares, in the ratio of 2:1, i.e., 2 (Two) bonus equity Shares for every 1 (One) fully paid-up Equity Share of Rs2/- each. Accordingly, the Shareholders approved the issue of 27,46,52,718 bonus equity shares through postal ballot on May 9, 2025. Subsequently, the Company allotted 27,07,52,718 bonus equity shares on May 26, 2025, to the eligible shareholders holding shares as on May 23, 2025, being the record date fixed for this purpose.

Further, the allotment of bonus equity shares in respect of 39,00,000 equity shares of Rs2/- each held by 10 trading members of erstwhile BSE, pursuant to BSE Demutualisation Scheme, was kept in abeyance, along with the accumulated corporate benefits thereon, and the same forms part of issued share capital of the Company.

Accordingly, the share allotments pursuant to the bonus issue resulted in an increase in paid-up equity share capital of the Company from 13,53,76,359 equity shares of Rs 2/- each to 40,61,29,077 equity shares of Rs2/- each.

Allotment of shares held in Abeyance:

Pursuant to Clause 5 of the BSE Demutualisation Scheme, which was approved by SEBI vide its notification dated May 20, 2005, every Trading Member holding membership rights of the Exchange, or their nominee, as applicable, as of the specified record date, was entitled to receive 10,000 equity shares of face value Rs 1/- each in exchange for their membership rights of erstwhile BSE. Subsequently, upon consolidation of Companys share capital, such entitlement has been revised to 5,000 equity shares with a face value of Rs 2/- each. All corporate benefits, including dividends and bonus shares, declared by the Company from time to time in respect of the shares kept in abeyance are being accounted for and shall be payable upon the allotment of such shares.

During FY 2025-26, the Company allotted a total of 17,55,000 equity shares of face value of Rs 2/- each, along with the applicable corporate benefits, in respect of three abeyance cases where the entitlement to shares had been kept in abeyance pursuant to the BSE Demutualisation Scheme. Accordingly, the said allotment resulted in an increase in the paid-up equity share capital of the Company from 40,61,29,077 equity shares of Rs2/- each to 40,78,84,077 equity shares of Rs2/- each.

As of March 31, 2026, the entitlements of seven Trading Members continue to remain in abeyance due to various reasons. All corporate benefits, including dividends, accruing on such shares are being appropriately accounted for and shall be disbursed upon the eventual allotment of these shares.

3. INVESTOR EDUCATION AND PROTECTION FUND_ A. TRANSFER OF UNCLAIMED DIVIDEND

As per Section 124 of the Companies Act, 2013 ("the Act") and the Investor Education and Protection Fund Authority ("IEPF") Rules, any unpaid or unclaimed dividend for seven consecutive years must be transferred to the IEPF Authority set up by the Central Government. Consequently, the Company has transferred the following amounts to the IEPF Authority this financial year:

Type of Dividend	Financial Year	Dividend Per Share	Date of Declaration	Date of Transfer	Amount Transferred
1. Final Dividend	2017-2018	Rs 31/-	August 2, 2018	October 01, 2025	Rs 22,73,137
2. Interim Dividend	2018-2019	Rs 5/-	November 30, 2018	January 27, 2026	Rs 3,12,875

B. TRANSFER OF SHARES

As per IEPF Rules, 2016, equity shares with unclaimed dividends for seven consecutive years must be transferred to the IEPF Authoritys Demat Account within thirty days of becoming due. The Company had sent periodical reminders /issued public notices to claim such unclaimed dividends in order to avoid transfer of corresponding shares to IEPF Authority.

Accordingly, the Company has transferred the following shares to the IEPF Authority this financial year:

Type of Dividend	Financial Year	Date of Transfer of Shares to IEPF Authority	No. of Shares Transferred to IEPF Authority	No. of shareholders whose shares were transferred to IEPF Authority
1. Final Dividend	2017-2018	September 29, 2025	1,762	12
2. Interim Dividend	2018-2019	January 28, 2026	3,102	21

Shareholders can reclaim both unclaimed dividends and shares from the IEPF Authority by following the procedure as prescribed under IEPF Rules, 2016, as amended from time to time.

The Shareholders whose unclaimed dividend(s) and/or share(s) have been transferred to IEPF, may contact the Company or Registrar & Transfer Agent (RTA) and submit the required documents for issuance of Entitlement Letter. The Shareholders shall attach the Entitlement Letter and other required documents and file web Form IEPF-5 available on www.mca.gov.in for claiming the dividend(s) and/or share(s).

No claims shall lie against the Company in respect of the unclaimed dividends and shares transferred to the IEPF Authority and all benefits accruing on such shares, if any, shall also be transferred to the IEPF Authority.

C. DETAILS OF NODAL OFFICER

Name : Shri Vishal Bhat, Company Secretary & Compliance Officer E-mail : vishal.bhat@bseindia.com

D. YEARLY AMOUNT OF UNCLAIMED DIVIDENDS REMAINING IN THE UNPAID ACCOUNT AS OF MARCH 31, 2026, ALONG WITH THE ASSOCIATED SHARES THAT ARE SUBJECT TO TRANSFER TO THE IEPF, INCLUDING THE DEADLINES FOR SUCH TRANSFER:

Date of declaration of Dividend	Number of Shareholders against whom Dividend amount is unclaimed	Number of shares against whom Dividend amount is unclaimed	Amount Unclaimed as on March 31, 2026 ( Rs )	Due date of transfer of Unclaimed Dividend to IEPF*
14th Final Dividend (FY 2018-19) AGM held on July 15, 2019	1,458	49,814	12,45,350	August 18, 2026
15th Final Dividend (FY 2019-20) AGM held on July 30, 2020	1,857	91,450	14,10,698	August 30, 2027
16th Final Dividend (FY 2020-21) AGM held on August 24, 2021	2,099	1,02,523	19,49,666	September 23, 2028
17th Final Dividend (FY 2021-22) AGM held on July 14, 2022	2,783	1,69,162	21,89,208	August 16, 2029
18th Final Dividend (FY 2022-23) AGM held on August 31, 2023	2,574	1,62,881	18,76,242	October 2, 2030
19th Final Dividend (FY 2023-24) AGM held on July 15, 2024	3,421	1,74,482	24,63,496	August 15, 2031
20th Final Dividend (FY 2024-25) AGM held on August 20, 2025	3,190	1,22,667	26,71,610	September 19, 2032

* The unclaimed and unpaid amount as on the due date will be transferred within 30 days.

Shareholders are encouraged to claim their outstanding or unclaimed dividends to prevent the transfer of such dividends and the related shares to the IEPF by contacting our RTA, KFin Technologies Limited at einward.ris@kfintech.com or to the Company at bse.shareholders@ bseindia.com.

4. MANAGEMENT

A. DIRECTORS AND KEY MANAGEMENT PERSONNEL

As of March 31, 2026, the Board consists of eight Directors, which includes six Public Interest Directors ("PIDs") and two Non-Independent Directors ("NIDs"), one of whom holds the position of Managing Director & CEO. Pursuant to the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations 2018, ("SECC Regulations"), the Company has 15 Key Management Personnel (including Key Managerial Personnel as defined under the Companies Act, 2013) as of March 31, 2026. These individuals have also been designated as Senior Management of the Company as per the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations").

As of the date of this report, in accordance with Section 203(1) of the Companies Act, 2013, Shri Sundararaman Ramamurthy, Managing Director & CEO, Shri Deepak Goel, Chief Financial Officer, and Shri Vishal Bhat, Company Secretary & Compliance Officer, are designated as the Key Managerial Personnel ("KMPs") of the Company.

CHANGES DURING THE YEAR AND THEREAFTER:

Shri Rajiv Bansal and Dr. Santanu Paul were appointed as a PID, effective April 1, 2025, and January 14, 2026, respectively, for a term of three years. In the opinion of the Board, Shri Rajiv Bansal and Dr. Santanu Paul are persons of integrity and fulfil the requisite conditions as prescribed under the applicable laws.

Sushri Jayshree Vyas, PID, completed her second term and accordingly ceased to be PID w.e.f. closure of working hours on April 24, 2025.

Shri Nandkumar Saravade stepped down from his position as a PID, effective August 21, 2025. The resignation letter, along with the accompanying reasons, was disseminated by the Company to the Stock Exchange vide intimation dated August 21, 2025.

Shri Jagannath Mukkavilli, NID, was subject to retirement by rotation and, being eligible, was re-appointed during the 20^th AGM on August 20, 2025. Necessary approval from SEBI was received. As the sole director subject to retirement by rotation, he will be retiring at the upcoming AGM and has expressed his willingness to be re-appointed. A resolution requesting shareholders approval, along with other necessary details, is included in the Notice of the 21^st AGM.

During the year, there was no change in the Key Managerial Personnel

(as per the Companies Act, 2013) of the Company. For changes in Key Management Personnel (as per SECC Regulations) / Senior Management (as per Listing Regulations) please refer the relevant section of the Corporate Governance Report.

B. DECLARATIONS BY PUBLIC INTEREST DIRECTORS

The Company has received confirmations from all PIDs, as per Section 149(7) of the Act, that they meet the independence criteria as per Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. Additionally, all PIDs have declared that they satisfy the ‘fit and proper criteria under Regulation 20 of the SECC Regulations. They have also adhered to the Code for Independent Directors in Schedule IV of the Act and submitted their annual compliance affirmation with the Companys Code of Conduct for Governing Board, Directors, Committee Members, KMP and Senior Management. Furthermore, all PIDs have provided declarations in line with Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, confirming no circumstances exist that could impair their independent judgment or influence their duties. There have been no changes affecting their status as PIDs.

C. DECLARATION BY THE COMPANY

None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section 164(2) of the Act read with Rule 14 of Companies (Appointment and Qualifications of Directors) Rules, 2014.

D. MEETINGS OF THE BOARD AND ITS VARIOUS COMMITTEES

Eight (8) Meetings of the Board of Directors were held during FY 2025-26. The details of Meetings of Board and Committees held during the year, attendance of Directors at the Meetings and constitution of various Committees of the Board are included separately in the Corporate Governance Report forming part of this Annual Report.

E. AUDIT COMMITTEE RECOMMENDATIONS

All recommendations of Audit Committee were approved by the Board of Directors during the year.

F. PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES, INDIVIDUAL DIRECTORS AND INDEPENDENT EXTERNAL PROFESSIONALS

The annual performance evaluation of the Directors (including Chairperson), Independent External Professionals, Committees and the Board as a whole was carried out in compliance with the requirements of applicable Act and Regulations. For criteria and manner of performance evaluation kindly refer the relevant section of the Corporate Governance Report.

G. REMUNERATION OF DIRECTORS, KMPs AND EMPLOYEES

In compliance with the requirements of Section 197(12) of the Act, read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and SECC Regulations, a statement containing the remuneration details of Directors, KMPs and employees is annexed as Annexure A.

H. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, the Board, to the best of its knowledge and ability, confirms that:

a) In the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable Accounting Standards had been followed along with proper explanation relating to material departures;

b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as of March 31, 2026, and of the profit of the Company for the financial year ended March 31, 2026;

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

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

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

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

I. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has maintained adequate internal financial controls over financial reporting. These include policies and procedures

–a) Pertaining to the maintenance of records that are detailed, accurately, and fairly reflect the transactions and dispositions of the assets of the Company.

b) Provide reasonable assurance that transactions are appropriately recorded to permit preparation of financial statements in accordance with Indian Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time, and that receipts and expenditures of the Company are being made only in accordance with authorization of management and Directors of the Company, and

c) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Companys assets that could have a material impact on the financial statements. Such internal financial controls over financial reporting were operating effectively as of March 31, 2026, based on the criteria established in the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

J. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and such systems are adequate and operating effectively.

K. IMPLEMENTATION OF CORPORATE ACTION

During the year under review, the Company has complied with the specified time limit for implementation of Corporate Actions.

L. ANNUAL RETURN

The draft Annual Return in Form MGT-7, prepared as per Section 92(3) of the Act for the FY 2025-26 is placed on the website of the Company at https://www.bseindia.com/investor-relations/annual-reports

5. SUBSIDIARIES AND ASSOCIATES

Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial statements of the Companys subsidiaries and associates in Form AOC-1 is attached to the financial statements of the Company.

Further, pursuant to the provisions of Section 136 of the Act, the standalone and consolidated financial statements of the Company, along with relevant documents and separate audited financial statements in respect of subsidiaries, are available on the website of the Company at https://www. bseindia.com/investor-relations/annual-reports.

Additionally, during the year under review and up to this Report, the following changes occurred:

BSE Institute Limited ceased to be the subsidiary of the Company w.e.f. May 2, 2025.

BFSI Sector Skill Council of India ceased to be the subsidiary of the

Company and became an Associate w.e.f. May 2, 2025.

BSE Institute of Research Development & Innovation ceased to be subsidiary of the Company w.e.f. May 2, 2025.

BSE Technologies Private Limited (BTPL), a wholly owned subsidiary of BSE Limited divested its entire stake in Ebix Insuretech Private Limited (formerly known as BSE Ebix Insuretech Private Limited) w.e.f. December 9, 2025.

BSE Investments Limited and BSE Administration & Supervision Limited (wholly owned subsidiaries of the Company) merged with BTPL w.e.f. April 23, 2026, with the appointed date being April 1, 2025.

6. PUBLIC DEPOSITS

The Company has neither accepted nor has any outstanding deposits from the public within the meaning of Section 73 & Section 76 of the Act and the Rules made thereunder.

7. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The particulars of investments made by the Company are provided in Note Nos. 7, 8 & 9 of the Notes to the Standalone Financial Statements. Further, the Company has not issued any guarantees or securities to any person or entity and has not engaged in making loans or advances that could be classified as loans to firms or companies where the directors of the Company hold an interest.

8. AUDITORS

A. STATUTORY AUDITORS

S.R. Batliboi & Co. LLP, Chartered Accountants (Firm Registration No. 301003E/E300005), Mumbai, are the Statutory Auditors of the Company and are appointed for a term of five years till the conclusion of 22^nd AGM of the Company to be held in the year 2027.

The Statutory Auditors have confirmed that they are not disqualified from continuing as Auditors of the Company.

The Statutory Auditors have issued the Reports with an unmodified opinion, and their Reports do not contain any qualification, reservation, observation, adverse remark or disclaimer on the financial statements of the Company for FY 2025-26. During the year, the Auditors have not reported any fraud to the Audit Committee or the Board.

B. SECRETARIAL AUDIT AND SECRETARIAL AUDITORS REPORT

During the FY 2025-26, Dhrumil M. Shah & Co. LLP (Firm Registration: L2023MH013400), Practicing Company Secretaries, were appointed as the Secretarial Auditor of the Company for a term of five consecutive years commencing from FY 2025-26 till FY 2029-30.

Dhrumil M. Shah & Co. LLP have conducted the Secretarial Audit of the Company for FY 2025-26. The Secretarial Auditors report does not contain any qualifications, reservations, or adverse remarks for FY 2025-26, and is enclosed as Annexure B to this report.

C. INTERNAL AUDITOR

M/s. Aneja Associates, the Internal Auditors of the Company have carried out Internal Audit for FY 2025-26. The reports and findings of the Internal Auditors are reviewed by the Audit Committee.

D. COST RECORDS AND COST AUDIT

Maintenance of cost records and requirement of Cost Audit as prescribed under the provisions of Section 148(1) of the Companies Act, 2013 are not applicable for the business activities carried out by the Company.

9. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO: A. CONSERVATION OF ENERGY

I. The steps taken and their impact on conservation of energy:

The Company remains committed to optimizing its operational energy footprint by continuously upgrading its corporate infrastructure to state-of-the-art, energy-efficient technologies. During the FY 2025-26, the Company focused on expanding the scale, depth, and footprint of its ongoing energy-saving initiatives across its premises. Key interventions and progress achieved during the year include:

HVAC Infrastructure & Demand-Based Cooling: Building upon prior structural shifts, the Company progressively expanded the installation of floor-wise Variable Refrigerant Flow (VRF) systems to replace conventional split air conditioning systems. This has enhanced part-load efficiency and enabled precise, demand-based cooling across renovated operational zones. Additionally, Time-of-Day (ToD) optimization protocols were rigorously implemented within central chiller operations to systematically shift heavy energy loads to lower-tariff periods, achieving notable cost and resource efficiencies.

Smart Lighting Automation: The transition to high-efficiency Light Emitting Diode (LED) fixtures was scaled up significantly across the facility. To maximize energy conservation, these installations were systematically coupled with localized motion sensor-based automation across newly renovated floors, ensuring zero idle energy consumption by automatically extinguishing lights in unoccupied zones.

Advanced Air Handling Units (AHUs): The Company successfully scaled its Proof of Concept (PoC) for Brushless Direct Current (BLDC) motors within its Air Handling Units. This transition to variable speed operation has demonstrated significantly low baseline electricity consumption while enhancing thermal comfort management.

Vertical Transportation Efficiency: Modernization of the buildings vertical transit infrastructure continued through the deployment of gearless lift systems equipped with regenerative braking technology. This system captures kinetic energy during operation and feeds it back into the buildings internal power grid, optimizing cumulative operational efficiency.

Impact of Mitigation Measures: The cumulative effect of these expanded technological interventions spanning automated climate control, smart lighting systems, and regenerative mechanics has resulted in a measurable reduction in baseline energy intensity across the Companys headquarter facilities, directly supporting our corporate carbon mitigation goals.

II. The steps taken by the Company for utilizing alternate sources of energy:

The Company has taken proactive steps to transition its energy mix toward cleaner, sustainable alternatives.

During the year under review, the Company entered into a strategic green energy procurement arrangement with its electricity distribution licensee, the Brihanmumbai Electric Supply and Transport (BEST) Undertaking. Under this initiative, the Company has committed to sourcing 25% of its total institutional power consumption through BESTs certified green energy pool, derived entirely from renewable sources.

While this green tariff arrangement represents an increased financial outlay by way of a premium rate, it underscores the Companys commitment to indirectly funding and expanding the renewable energy ecosystem in India. This procurement strategy is further complemented by the structural integration of high-performance, double-glazed fa?ade glass across the building envelope, minimizing solar heat gain and maximizing natural daylighting to reduce overall dependence on grid power.

III. The capital investment on energy conservation equipment-

Capital investments in energy conserving assets are systematically integrated into ongoing physical infrastructure upgrade.

During the FY 2025-26, the Company allocated a total capital expenditure of Rs 15.32 Crores towards high efficiency technological upgrades, including building fa?ade modernization by replacing conventional glass layers with high performance double-glazed insulated units (DGUs) which is certified for thermal isolation, floor-wise Variable Refrigerant Flow (VRF) systems, variable speed/BLDC motors for Air Handling Units (AHUs), sensor integrated smart LED fixtures, and gearless vertical transportation system.

B. TECHNOLOGY ABSORPTION

The Company continues to play a crucial role in the growth narrative of India, serving as a significant facilitator of capital formation. Technology continues to remain the cornerstone of the Companys operations, enabling sustainable growth, enhanced market efficiency, and regulatory compliance.

I. Resilience in technology and processes of MII, in delivery of its core functions

During FY 2025-26, BSE continued to strengthen the resilience of its technology infrastructure and operating processes that support its core market functions. The organization maintained 100% availability across its core and critical systems during the year, thereby ensuring uninterrupted delivery of essential services and reinforcing confidence in the reliability and stability of its market infrastructure.

II. Advanced Trading Infrastructure

The company undertook significant capacity enhancement measures during the year. In the equity derivatives segment, order processing capacity was increased from 1,200 crore to 2,000 crore order messages per day, while peak burst-handling capability improved from 14 lakh to 22 lakh orders per second.

These measures, supported by infrastructure augmentation, hardware upgrades, system optimisation, and improved monitoring, have enhanced scalability and created adequate headroom for future growth in trading activity.

III. Strengthening Risk Management

The Company continues to operate a comprehensive automated risk management and surveillance framework designed to maintain market integrity, ensure orderly trading, and protect investor interests. These systems are continuously upgraded to adapt to evolving regulatory requirements and market dynamics, thereby reinforcing investor confidence.

IV. Business Continuity and Disaster Recovery Preparedness

BSE further advanced its business continuity and disaster recovery preparedness by establishing one-to-one correspondence between the Primary Data Centre and the Disaster Recovery site, thereby enabling live trading from the DR environment at equivalent capacity. During the year, two unannounced live DR trading exercises were conducted successfully, with failover achieved within 45 minutes and operations sustained from the DR site for three consecutive days. The organisation also strengthened staffing readiness at the DR site through targeted role mapping, capability enhancement, and structured training interventions.

V. Technology upgrades in StAR MF platform

The Companys StAR Mutual Fund Platform is the leading mutual fund transaction processing platform in India.

The Company continues to strengthen the StAR Mutual Fund Platform, the leading mutual fund transaction processing platform in India, through targeted technology modernization initiatives. During the year, the platform was enhanced with an event-driven microservices architecture, enabling modular, API-driven integrations and improved scalability. These upgrades have resulted in faster transaction processing, increased system throughput, and enhanced operational reliability. Further, optimization of intra-day processes for sharing transaction and settlement data with Registrars and Transfer Agents has enabled a higher proportion of transactions to be processed and settled closer to the prescribed daily cutoff timelines, thereby improving overall efficiency.

VI. Implementation of Solace-based OTD Platform

The Exchange has successfully implemented a Solace-based Online Trade Dissemination (OTD) platform with integrated Disaster Recovery (DR) as part of its ongoing initiatives to strengthen core market infrastructure. The salient features of the implementation are as follows:

The platform delivers near-zero data loss (RPO 0) and rapid failover capabilities, thereby ensuring continuity of trade dissemination and minimizing disruption risks to member Risk Management Systems.

The platform is designed with a high-performance, low-latency architecture, enabling sub-millisecond message dissemination and supporting high-throughput event streaming during peak market conditions.

The solution enhances participant experience through reliable and real-time data feeds, improving risk monitoring efficiency for trading members.

The platform is scalable to support 2 3x growth in transaction volumes, providing a robust and future-ready foundation to accommodate increasing market activity and product expansion while maintaining resilience and operational efficiency.

VII. Technology Modernization Initiatives

In parallel, BSE progressed its technology modernization agenda through the deployment of six AI-based projects, implementation of the ITRS Geneos real-time full-stack observability platform, and continued modernization of data centre infrastructure, including upgrades to power and cooling systems, expansion of co-location capacity by 136 racks, and enhancement of automation and security controls. Taken together, these initiatives underscore BSEs continued commitment to resilient, scalable, and future-ready market infrastructure.

C. CYBER SECURITY, TECHNOLOGY ABSORPTION AND CERTIFICATION

Cyber security is a strategic pillar aligned with the Companys business and IT objectives, ensuring secure, resilient, and uninterrupted operations.

Through a Zero Trust framework, robust security controls, and a 24x7 Next-Generation Security Operations Centre (SOC) leveraging advanced analytics and machine learning, the Company proactively detects and responds to evolving cyber threats. Additionally, a dedicated Market Security Operations Centre (MSOC) has been established for Members and Brokers in compliance with SEBI requirements.

The Companys cyber security framework is built on a strong foundation of People, Process, and Technology, combining continuous security awareness, social engineering simulations, robust governance practices, secure-by-design principles, resilience testing, and SEBI-aligned cyber maturity assessments. This is further strengthened by a layered defence-in-depth architecture with integrated security controls across network, endpoint, application, data, and user environments. These initiatives enhance cyber resilience, protect critical assets, ensure regulatory compliance, and reinforce stakeholder trust.

Certification

The Company has successfully obtained Information Security Management System ISO 27001:2022 and Business Continuity Management System ISO 22301:2019 certifications

Disclosures a) The efforts made towards technology absorption

The Company continued to actively explore and adopt innovative technologies. The Company witnessed a significant increase in volumes during the year requiring the Company to invest in adopting new technologies.

The Company has taken the lead in implementation of:

Upgradation and enhancements in infrastructure

Implementation of newer technologies to meet key business and regulatory requirements

Enhancing the security posture across infrastructure and applications

Improving operational capabilities

b) The benefits derived like product improvement, cost reduction, product development or import substitution.

While the Company continues to invest in technology, it is conscious of costs pushing itself to build and adopt efficient technological solutions. There is significant focus on innovation in deployment of technology while supporting business growth and a fast-evolving regulatory landscape.

c) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) - Not Applicable.

i. Details of technology imported - Not Applicable

ii. Year of import - Not Applicable

iii. Whether the technology has been fully absorbed - Not Applicable

iv. If not fully absorbed, areas where absorption has not taken place, and the reasons thereof - Not Applicable

v. The expenditure incurred on Research and Development - Not Applicable

D. FOREIGN EXCHANGE EARNING AND OUTGO

The particulars of Foreign Exchange Earnings and outgo during the year under review are furnished hereunder: Foreign Exchange Earning: Rs 5,318 Lakh (Previous Year: Rs 3,895 Lakh) Foreign Exchange Outgo: Rs 560 Lakh (Previous Year: Rs 244 Lakh)

10. RISK MANAGEMENT AND COMPLIANCE

Risk Management is an integral part of BSEs governance and operational framework. The Company has established a Board-approved Enterprise Risk Management (ERM) Framework and Policy that provides a structured and comprehensive approach for identification, assessment, mitigation, monitoring, and reporting of risks across the enterprise. The framework covers business, operational, financial, compliance, and emerging risks, including geopolitical and external risks, and supports the achievement of strategic objectives while minimizing potential adverse impacts on the organization and its stakeholders.

The ERM Framework is aligned with applicable regulatory requirements and industry-leading governance practices, enabling the Company to proactively manage risks in an evolving business environment and strengthen organizational resilience.

The Companys Board of Directors has established a Risk Management Committee ("RMC") to supervise the ERM Framework, oversee risk mitigation, monitor the overall risk management function, and ensure its effectiveness. Additionally, the Audit Committee provides further oversight concerning financial risks and controls. The ERM is reviewed periodically by the RMC and the Board to ensure its effectiveness in identifying and mitigating risks.

Management at BSE identifies significant existing and emerging risks and prioritizes mitigation actions based on their potential impact on operations and shareholder value. These risks are assessed based on likelihood and impact on operations, financial performance and reputation, and are reviewed periodically in light of the dynamic business environment. Through its robust risk governance structure and proactive risk management practices, BSE seeks to enhance business sustainability, protect stakeholder interests, and create long-term value.

11. COMPANYS POLICIES

A. POLICY ON NOMINATION AND REMUNERATION

The Companys Nomination and Remuneration Policy (NRC Policy) outlines the criteria for assessing the qualifications, positive traits, and independence of a director. The NRC Policy offers direction regarding the appointment and dismissal of Directors & Key Managerial Personnel/ Key

Management Personnel / Senior Management (‘KMPs), as well as the remuneration for Directors, KMPs, and employees of the Company. During the year, in accordance with amendments to SECC Regulations and other relevant laws/Regulations, necessary modifications were implemented in the policy.

The NRC policy can be accessed on the Companys website at https://www.bseindia.com/investor-relations/corporate-governance/ corporategovernance

B. POLICY ON CORPORATE SOCIAL RESPONSIBILITY ("CSR")

The Company has constituted a Committee in accordance with Section 135 of the Act. The Annual Report on CSR activities as per the Companies (Corporate Social Responsibility Policy) Rules, 2014 has been annexed to this Report as Annexure C.

The CSR policy is available on the website of the Company at https://www.bseindia.com/investor-relations/corporate-governance/ corporategovernance.

C. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has in place a Vigil Mechanism / Whistle Blower Policy pursuant to Regulation 22 of the Listing Regulations and Section 177(9) and (10) of the Act and SECC Regulations, enabling stakeholders to report any concern of unethical behaviour, suspected fraud, or violation.

The said policy inter alia provides safeguard against victimization of the Whistle Blower. Stakeholders, including Directors and Employees, have direct access to the Chairperson of the Audit Committee.

During the year under review, no stakeholder was denied access to the Chairperson of the Audit Committee.

The Whistle Blower Policy is available on the website of the Company at https://www.bseindia.com/investor-relations/corporate-governance/ corporategovernance

D. POLICY ON RELATED PARTY TRANSACTIONS

All Related Party Transactions ("RPT") that were entered during the FY were on arms length basis and in the ordinary course of business and were in compliance with the applicable provisions of the Act and the Listing Regulations. There was no material RPT transacted by the Company during the year that required Shareholders approval under Regulation 23 of the Listing Regulations. None of the transactions with related parties fell under Section 188(1) of the Act. The disclosure of RPTs as required under Section 134(3)(h) of the Act in Form AOC-2 is not applicable to the Company for FY 2025-26 and hence does not form part of this report.

The RPT Policy Framework is available on the website of the Company at https://www.bseindia.com/investor_relations/corporategovernance.html

E. POLICY ON MATERIAL SUBSIDIARY

As required under Regulation 16(1)(c) of Listing Regulations, the Company has in place and adopted a policy for determining Material Subsidiaries.

For FY 2025-26, Indian Clearing Corporation Limited ("ICCL") is the material subsidiary of the Company. As per Regulation 24A of Listing Regulations, the Secretarial Audit Report of ICCL is annexed as Annexure D.

The Policy for determining Material Subsidiaries is available on the website of the Company at https://www.bseindia.com/investor_relations/ corporategovernance.html

F. INSIDER TRADING REGULATIONS

Pursuant to the provisions of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 (as amended from time to time), the Company has formulated a Code of Conduct for Prevention of Insider Trading ("Insider Trading Code") and Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive Information ("UPSI").

The Code of Practices and Procedures for fair disclosure of UPSI is available on the website of the Company at https://www.bseindia.com/ investor_relations/corporategovernance.html.

G. DIVIDEND DISTRIBUTION POLICY

The Dividend Distribution Policy containing the requirements of Regulation 43A of Listing Regulations is annexed as Annexure E and is also available on the website of the Company at https://www.bseindia.com/investor_ relations/corporategovernance.html.

12. DISCLOSURE AS REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company is committed to providing a safe and harassment free workplace for every individual working in its premises through various policies and practices. The Company always endeavours to create and provide an environment that is free from discrimination and harassment including sexual harassment.

The Company has adopted a policy on Prevention of Sexual Harassment (POSH) at Workplace which aims at prevention of harassment of employees and lays down the guidelines for identification, reporting, and prevention of undesired behaviour. An Internal Complaints Committee ("ICC") is already in place wherein the senior management (with women employees constituting the majority) personnel are its members. The ICC is responsible for redressal of complaints related to sexual harassment and follows the guidelines provided in the Policy.

The Company had conducted workshops on POSH for the employees on periodic basis. No complaints were pending at the beginning of the year, and no complaints were received or disposed of during the year ended March 31, 2026.

13. DISCLOSURE AS REQUIRED UNDER THE MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions under the Maternity Benefit Act, 1961 during the year.

14. RESOURCES COMMITTED TOWARDS STRENGTHENING REGULATORY FUNCTIONS AND TOWARDS ENSURING COMPLIANCEWITHAPPLICABLEREGULATORYREQUIREMENTS

As a recognised Stock Exchange, the Company operates under the regulatory oversight of the Securities and Exchange Board of India (SEBI). The Company ensures strict compliance with the regulations, rules, circulars and guidelines issued by SEBI from time to time and continues to strengthen its regulatory framework by adopting robust governance and oversight practices.

During the year under review, the Companys regulatory function was supported through a dedicated Regulatory Division comprising multiple specialised department functions to service various stakeholders like investors, members, IARAs, issuers and regulators.

As on March 31, 2026, a total of 333 resources across various designations were deployed towards regulatory and compliance functions. The entire regulatory framework operates under the leadership of the Chief Regulatory Officer (CRO), who reports to the Managing Director & CEO and the Regulatory Oversight Committee, ensuring independent oversight and effective governance.

The Company has put in place robust systems and processes to ensure timely disclosures of all mandatory regulatory requirements, along with systematic reporting to regulatory authorities, the Board of Directors and the relevant Committees.

For the FY ending on March 31, 2026, BSE incurred direct and indirect expenses amounting to Rs 6,567 Lakhs as per activity-based accounting methodology towards strengthening regulatory functions and towards ensuring compliance with regulatory requirements.

15. COMMUNICATIONS Strategic Communication

The FY 2025-26 marked a defining year for BSE, as the Exchange commemorated two landmark milestones-150 years of its institutional legacy and 40 years of SENSEX, Indias first equity benchmark. These milestones highlighted BSEs enduring role in shaping Indias capital markets while reinforcing its forward-looking, innovation-led approach. The 150-year milestone was formally celebrated on April 17, 2025, in Mumbai, with the Honble Finance Minister, Smt. Nirmala Sitharaman, gracing the occasion as the Chief Guest. The event was further graced by the presence of the Honble MoS Finance, Shri Pankaj Chaudhary, and the Chairman of SEBI, Shri Tuhin Kanta Pandey, as Guests of Honour. The event brought together capital market institutions, policymakers, regulators, and market participants.

Key highlights of the BSE@150 celebrations included:

Unveiling of the BSE@150 logo reflecting the exchanges legacy

Unveiling of the Rs 150 commemorative coin issued by the Government of India, marking national recognition of BSEs contribution to economic development

Launch of the BSE 150 Index, representing a diversified benchmark of leading listed companies

BSE CSR activities to celebrate the 150-year legacy and its way forward were unveiled

A curated audio-visual showcase, tracing BSEs evolution from its origins to a globally competitive marketplace

An eight-pager supplement by national business news daily - Business

Standard, featuring editorial coverage, leadership narratives, and thematic storytelling around BSEs 150-year journey.

Subsequently, BSE marked 40 years of the SENSEX in January 2026, reflecting four decades of Indias growth through its benchmark index. The milestone event, held at the BSEs International Convention Hall (ICH), was graced by Chief Guest Shri Tuhin Kanta Pandey, Chairman, SEBI, and brought together industry veterans from asset and wealth management, and representatives of leading conglomerates that have been constituents of the SENSEX since its inception.

The SENSEX@40 initiatives included:

Release of a research whitepaper detailing the indexs 40-year journey, with data-driven insights on long-term returns, sectoral shifts, and market evolution

Bell-ringing ceremony and stakeholder engagements, marking the milestone

Recognition of the corporates who have been part of the iconic index for more than thirty years

Data-led storytelling, contextualising the SENSEXs performance across four decades and its linkage with Indias economic transformation These dual milestones were marked through a cohesive approach combining institutional recognition, research-led insights, and strategic communication, reinforcing BSEs position as both a custodian of legacy benchmark and a driver of future-ready market infrastructure that is aligned with the vision of Viksit Bharat 2047.

Stakeholder Engagements, Events and Institutional Outreach

During FY 2025-26, BSE Limited continued to strengthen its position as a key institution within the global financial ecosystem through a series of high-level delegation visits, industry engagements, and academic outreach initiatives.

Delegation Visits

BSE hosted several distinguished international delegations and diplomatic representatives, reflecting its growing global relevance and engagement with international financial ecosystems. Notable visits during the year included:

Delegation led by the Crown Prince of Dubai

Visit of the Consul General of Japan

Visit of the Finance Minister of Israel

Delegation from Japans International Relations Division

Visit by the Vice Finance Minister of Indonesia

Visit of the Finance Minister of Luxembourg

Delegation from Liechtenstein

These engagements provided a platform for dialogue on capital market development, cross-border collaboration, and investment opportunities.

Industry Events and Thought Leadership Platforms

BSE played an active role in convening and participating in key industry forums and knowledge platforms, fostering dialogue on market development, policy, and economic outlook:

* Samvaad 2026, a symposium on securities markets in association with leading market infrastructure institutions

* Knowledge Session on "Resilient Markets, Growing India: 2026 and Beyond", featuring eminent speakers including V. Anantha Nageswaran, Chief Economic Advisor, Government of India, and Raamdeo Agrawal, Co-founder and Managing Director of Motilal Oswal Financial Services.

* Bond issuer outreach program under the guidance of SEBI was organised where ‘Bonds - Ek Sashakt Bandhan as a tag line for Online Bond Provider Platforms (OBPP). Shri Tuhin Kanta Pandey, Chairman, SEBI was the Chief Guest at the event.

* Womens day event along with SheThePeople that focused on advancing conversations around inclusion and representation of women entrepreneurs both in the for profit and not for profit fields.

These sessions reinforced BSEs role as a thought leader and convener of market dialogue.

Academic and Student Outreach

As part of its ongoing commitment to capacity building and financial market education, BSE hosted students and academic institutions, including:

Institute of Company Secretaries of India

Students supported by the Kotak Foundation

National Institute of Securities Markets

Xavier Institute of Social Service

Students from NISM DBS Global University, Dehradun

These visits provided participants with first-hand exposure to market infrastructure, operations, and the evolving capital markets landscape.

Brand and Investor Awareness Initiatives

BSE undertook a series of integrated, multi-platform investor awareness campaigns in alignment with market development objectives and regulatory initiatives. BSE supported the Investor Protection Fund (IPF) team in executing key campaigns during the year, including SEBI vs Scam, SEBI Arth Yatra, World Investor Week, and SEBI UPI, to promote informed investing and strengthen investor protection.

These campaigns were delivered through a 360-degree media approach, leveraging social media, digital platforms, OTT channels, television, print publications, radio, and outdoor media. Outreach was further amplified through partnerships with leading financial and general news platforms, as well as organisations engaging with specific cohorts such as youth and women, including SheThePeople and Yuvaa.

To enhance accessibility and regional reach, all campaign content was developed in English and translated into Hindi, Marathi, Bengali, and Kannada, enabling deeper penetration across diverse investor segments.

A key feature of the years communication strategy was the use of gamified content formats to improve engagement and recall. Initiatives such as Investor Ludo, Scams and Ladders, and Investor Crossword were published across print and digital formats, while familiar gaming formats inspired by popular titles were adapted into short-form digital content to simplify investor education themes. Besides, the Navrasa storybook featuring investor awareness lessons, and themed bookmarks were designed to reinforce key messages.

BSE also launched a dedicated campaign focused on women investors titled ‘Financial Menther, aimed at promoting financial awareness and participation among women.

The campaigns were supported through extensive media collaborations across leading publications and platforms, including The Times of India, The Economic Times, The Indian Express, Business Standard, Hindustan, Loksatta, Anandabazar Patrika, Vijay Karnataka, and others, alongside magazines such as India Today and Fortune India. Digital collaborations spanned platforms such as ETMarkets, Hindustan Times, The Hindu, Financial Express, and regional publishers, utilising diverse formats including video series, podcasts, reels, articles, and display campaigns.

Television outreach included leading business and general news channels such as Zee Business, NDTV 24x7, NDTV Profit, ET Now, and DD Sahyadri, complemented by radio campaigns across Radio Mirchi, Radio City, and BIG FM. Outdoor visibility was enhanced through strategic branding at high-footfall locations, including bus stop installation at CST, Mumbai.

In addition to investor awareness campaigns, BSE supported key market-facing initiatives and events during the year, including Sensex Day (marking two years of SENSEX derivatives), launch of the Nivesh Mitra app, MSME Day, and Diwali Muhurta Trading event.

These initiatives reflect BSEs focus on leveraging integrated communications, innovative content formats, and strategic partnerships to drive investor awareness, deepen market participation, and strengthen its brand presence across platforms and geographies.

These digital and brand amplification initiatives undertaken during FY 2025-26 contributed to the growth in BSEs social media presence across Facebook, Instagram, X, and LinkedIn. The Exchange concluded the year with a consolidated follower base of over 44 lakhs across these platforms, representing a year-on-year growth of 27%.

BSE Social Media Followers Trend across Platforms

Awards and Recognitions

In FY2025-26, BSE and its leadership team received 22 prestigious awards and recognitions, reflecting excellence across market leadership, innovation, governance, technology, investor outreach, branding, and talent management.

Six awards were conferred on BSE as an organisation, recognising its strengths as a leading market infrastructure institution. These included honours such as Exchange of the Year, Derivatives Exchange of the Year, Trusted Brand 2025, Asia Best Employer Award 2026, and awards for cybersecurity excellence and impactful investor awareness initiatives.

BSE MD & CEO, Sundararaman Ramamurthy, received seven individual awards, underlining his visionary leadership and contribution to BSEs growth and transformation. His accolades included recognitions for strategic leadership, entrepreneurship, business excellence, and industry influence.

The remaining awards recognised the outstanding achievements of other BSE leaders and teams, including Deepak Goel, CFO, Ramesh Gurram, CISO, and the Corporate Communications team. These honours spanned cybersecurity, finance, digital communications, branding, marketing, and social media excellence.

Offline Content Strategy

Besides digital, BSE strengthened its presence through a comprehensive suite of offline content and brand initiatives during FY 2025-26. This included development of updated printed materials and collaterals such as presentations, brochures, and promotional assets, supporting brand BSE, the BSE SME platform, and the BSE IPF across internal and external stakeholders. The Exchange also executed key branding and design interventions, including stall designs, office branding, and logo revamps for group entities, ensuring consistency in visual identity. BSEs presence was further amplified at prominent international platforms such as the FIA Asia Derivatives Conferences in Singapore and Chicago. In India, the Exchange supported major events including the CII engagement, large-scale event branding for the Global Fintech Fest (GFF) and Finbridge. Creative contributions also extended to the design of the Investor Protection Fund (IPF) stall and the Mega RISA showcase, thereby elevating brand experience across platforms.

16. OTHER DISCLOSURES

A. MANAGEMENT DISCUSSION & ANALYSIS

Pursuant to Regulation 34(2)(e) of the Listing Regulations, the Management Discussion and Analysis Report forms part of this Annual Report.

B. BUSINESS RESPONSIBILITY AND SUSTAINIBILITY REPORT

Pursuant to Regulation 34(2)(f) of the Listing Regulations, the Business Responsibility and Sustainability Report forms part of this Annual Report.

C. CORPORATE GOVERNANCE

Pursuant to the SECC Regulations, Listing Regulations and the Act, report on Corporate Governance as on March 31, 2026, forms part of this Annual Report. A Certificate from Practicing Company Secretary, confirming status of compliances of the conditions of Corporate Governance is annexed to the Corporate Governance Report.

D. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the FY 2025-26, no proceeding has been initiated under Insolvency and Bankruptcy Code for default in payment of debt. Further, the Company has also not initiated any proceedings against the defaulting entities. However, it had lodged its claim with the resolution professional/liquidator appointed for defaulting listed companies.

E. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONETIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

During the period under review, the Company has not taken any loans from the banks or financial institutions. Accordingly, there has been no one time settlement or valuation done for this purpose.

F. INVESTOR PROTECTION FUND ("IPF")

The Company, through its IPF, regularly conducts Investor Awareness Programs ("IAPs") throughout the country. IPF was instrumental in conducting 16,621 IAPs during FY 2025-26. Out of this, 416 IAPs were conducted through IPF while 16,205 IAPs were conducted through the Investors Services Fund ("ISF") that also have similar objectives. Similarly, out of the above IAPs, 10,773 IAPs were conducted physically while 5,848 were conducted online (webinars). Additionally, during the year, IPF officials conducted 416 Regional Investor Seminars for Awareness (RISA) jointly with SEBI across different parts of the country. IPF also publishes print, digital and online advertisements regarding Dos and Donts for investors, in order to educate them and enable them to safeguard their interests. During the year, several educational and other capital market awareness events were supported by IPF to raise awareness about investor centric areas such as investing early, power of compounding, diversification of investment, goal based investing, retirement investment ideas, etc.

MAJOR INITIATIVES

The Exchange continued to leverage its strong digital presence of over forty-four lakh followers on social media channels such YouTube, LinkedIn, Facebook, Instagram, and X, to enhance investor awareness. These channels were actively used by BSE on several integrated campaigns of SEBI, including SEBI vs SCAM, World Investor Week, and SEBI UPI Check. Further, to broaden its reach and impact, the exchange introduced innovative and gamified content, utilising a mix of digital and traditional mediums such as social media, news and BFSI websites, BSE website, emails, OTT, TV news, Print ads, outdoor advertising and radio.

Notably, the SEBI vs SCAM campaign successfully reached over fifty crore people across digital and offline channels.

World Investor Week (WIW) 2025

BSE IPF celebrated the globally popular event for investors called World Investor Week (WIW 2025) under the aegis of SEBI and International Organisation of Securities Commissions (IOSCO), from October 06-12, 2025. WIW is a week-long global celebration promoted by IOSCO to raise awareness about the importance of investor education and protection. In India, SEBI had worked with all the Market Infrastructure Institutions to make this a memorable and enriching week for all investors.

To mark the beginning of WIW 2025, on the first of day of the week i.e. October 06, 2025, BSE IPF conducted a bell ringing ceremony at BSE International Convention Hall which was attended by Shri Sunil Kadam, Executive Director, SEBI and various other senior dignitaries from SEBI. Certain key activities undertaken by IPF to celebrate WIW 2025 are:

Investor Awareness Programs (IAPs)

Conducted 949 IAPs in one week through our network of resource persons, regional officials (some jointly with SEBI officials), creating awareness and educating the investors about various aspects of investments through securities market at pan India level and in various regional languages as applicable.

Human Chain

As a part of investment awareness drive, the company organised human chain at MIT School of Business, Pune with over one thousand students attended the same.

Nukkad Natak

Arranged four events in Assam, three in Meghalaya, four in Nagaland and four in Arunachal Pradesh.

Canvas Painting Contest

Arranged Financial Literacy awareness painting contest during WIW 2025. This received huge response from posting on our social media handles.

Panel discussion exclusively with Women participants

Arranged Panel discussion, theme was Shikshit Naari - Viksit Bharat - an event focused on investing and success stories by women of their investment journey and how it empowered them.

BSE building illumination

This year also we lit up the face of the iconic BSE Building during all days of WIW 2025 carrying the logos of SEBI, BSE and WIW 2025 on the face of the building.

G. GREEN INITIATIVE

As part of sustainability initiatives, the Company continues to promote paperless communication by sending notices, annual reports, and other shareholder communications at the registered email addresses of shareholders. Those who have not yet registered their e-mail IDs are requested to register the same with the RTA in case of physical holdings and Depository Participants in case of electronic holdings with Depositories, to enable the Company to send the documents by the electronic mode.The Company also disseminates Board and Committee meeting agenda papers through a secure electronic platform, thereby minimizing paper usage and supporting environmental conservation.

17. ACKNOWLEDGEMENTS

The Board sincerely thanks the Government of India, SEBI, RBI, IRDA, GIFT City Ltd., CERC, CERT-IN, the Government of Maharashtra, other

State Governments, and various government agencies for their continued support, co-operation, and advice. The Board places on record its sincere appreciation and gratitude to the former Directors and those who concluded their tenure during the year, for their valuable contributions and expert guidance that played a significant role in the Companys success.

The Board places on record its gratitude to the members of various committees for their guidance and leadership and for providing valuable contribution towards the functioning of respective committees during the year.

The Board also acknowledges the support extended by trading members, issuers, investors in the capital market and other market intermediaries and associates.

The Board expresses sincere thanks to all its business associates, consultants, bankers, vendors, auditors, solicitors and lawyers for their continued partnership and confidence in the Company.

The Board further extends its sincere appreciation to all the employees for their dedication and contribution and to all the shareholders for their trust and confidence in the management of the Company. The Board is also deeply touched by the efforts, sincerity and loyalty displayed by the employees for their commitment, co-operation, and collaboration in advancing the mission and vision of the Company towards achieving its goals.

The acknowledgement demonstrates transparency, accountability and appreciation for the collective efforts that contribute to the Companys performance and sustainability.

	For and on behalf of the Board of Directors
Date: May 7, 2026	Subhasis Chaudhuri
Place: Mumbai	Chairperson
	(DIN:03042120)