Centrum Capital Ltd Management Discussions

Global Economic Overview

The global economy demonstrated resilience in CY 2024, registering a growth rate of 3.3% despite facing significant challenges such as trade tensions, geopolitical disruptions and shifting monetary policies. While the global economic landscape has become increasingly complex, economic momentum was sustained by steady consumer demand, easing inflation and adaptive policy responses across regions.

Emerging Markets and Developing Economies (EMDEs) played a pivotal role in driving global growth, supported by robust domestic consumption and a revival in industrial activity. These economies outpaced their developed counterparts, growing at a healthy 4.3%, compared to 1.8% in advanced countries. Global inflation showed signs of easing, falling from 6.7% in CY 2023 to 5.8% in CY 2024. This was facilitated by stabilising energy prices, easing food inflation and improving supply chains. However, certain developing nations continued to experience elevated inflation, largely due to weak currencies. Despite tight financial conditions and equity market volatility, foreign institutional investors showed interest in emerging markets like India, driven by promising growth prospects and ongoing structural reforms.

Indian Economic Overview

India retained its position as one of the worlds fastest-growing major economies during FY 2024-25, recording a GDP growth of 6.5%.2 This performance highlights the countrys strong macroeconomic fundamentals and a cohesive policy framework. Growth was driven by robust domestic demand, stable private consumption and significant public sector capital expenditure. Through the Union Budget, the Government of India allocated 11.11 lakh Crs., equivalent to 3.4% of Indias GDP, for capital expenditure.3

Inflation moderated to 4.6% during the FY 2024-25, supported by stable food prices, improved logistics and effective monetary policy measures by the Reserve Bank of India (RBI).4 However, the introduction of new tariffs by the US may pose inflationary pressures, as increased import costs could be transferred to consumers. India is closely monitoring the evolving tariff scenario, while calibrating an appropriate response. Meanwhile, the RBIs decision to reduce the repo rate to 6% in April-2025 provided a boost to liquidity and investment.

2https://www.pib.gov.in/PressReleasePage.aspx?PRID=2113316 3https://pib.gov.in/PressReleasePage.aspx?PRID=2035558 4https://www.pib.gov.in/PressReleasePage.aspx?PRID=2122148

5https://www.pib.gov.in/PressNoteDetails.aspx?NoteId=153669&ModuleId=3&reg=3&lang=1

6https://rbidocs.rbi.org.in/rdocs/Bulletin/PDFs/0BULL22042025F03F83AE118C4B3B84E662D980C8DE33.PDF

Company Overview

Centrum Capital Limited, established in 1997, is a diversified financial services group with a strong presence across multiple segments. The Company offers a wide range of fee-based services, an expanding lending business and operates a small finance bank. Centrum caters to both institutional and individual clients across India. Its services include investment banking and institutional broking, serving foreign institutional investors, pension funds, Indian mutual funds, domestic institutions and High-Net-Worth Individuals (HNIs). In the lending segment, Centrum focuses on offering affordable housing finance, with a particular emphasis on underserved markets in Tier-II and Tier-III cities. Its alternative investment platform manages private debt and venture capital funds, catering to investors seeking diversified asset classes. A key subsidiary, Unity Small Finance Bank, is a digital-first bank that offers a wide range of banking services through a hybrid model of digital platforms and physical branches, combining convenience with innovation.

Fee Businesses

Investment Banking

Industry Overview

The global investment banking market is estimated at around $ 380 billion in 2024. Indias investment banking sector has been expanding rapidly in the recent years. Indias investment banking business reached $ 1.3 billion in 2024.7 This growth is driven by companies raising capital and a strong Initial Public Offerings (IPO) market. The country witnessed a surge in IPOs, driven by Indias growing geopolitical importance in the post-pandemic world, political stability and the governments encouragement towards production of goods through the Production Linked Incentive (PLI) schemes. Indias capital market is also witnessing a surge with the growing popularity of mutual funds among local investors seeking higher returns than traditional savings options such as fixed deposits with banks. The next decade is expected to be a crucial time for this sector due to increased corporate capitalisation and robust retail investor participation.8

Business Overview

Centrums Investment Banking team supports corporate growth funding at every stage of the business lifecycle. Their specialised services include Equity Capital Markets (ECM), Corporate Finance (Private Equity and M&A) and Debt Capital Markets, with dedicated teams for key sectors. As a Category I

Although global IPO volume decreased, India has emerged as a key player in the global IPO landscape. India raised a total of $20.99 billion in 2024 through highest 338 IPOs listed on NSE (National Stock Exchange) and BSE (Bombay Stock Exchange).9 Indias market capitalisation stands at 41,375,586.20 Crs. as on March2025.10

Merchant Banker, Centrum offers a wide range of core services such as IPOs, Qualified Institutional Placements (QIPs), Delisting, Rights Issuance, Open Offers, Buybacks and other ECM products. In addition, the team provides private placements of primary and secondary equity, mezzanine debt, mergers and acquisitions advisory and restructuring services. The vertical also manages debt syndication for various loan types, stressed asset solutions, securitisation and portfolio sales. The Infrastructure Advisory Group focuses on transaction advisory and corporate finance deals across sectors like renewable and conventional energy, roads, railways, ports, urban infrastructure, airports, utilities, mobility and logistics.

Highlights FY 2025

Indias economy in FY 2025 has shown strong resilience and growth, continuing its trajectory as one of the fastest-growing major economies.

Domestic consumption

Robust infrastructure development

Thriving services sector have been key drivers.

The countrys manufacturing sector has also witnessed steady progress, bolstered by government initiatives like "Make in India." Additionally, digitalisation and reforms in sectors likebanking,taxationandlabourhave contributed to increased efficiency and investor confidence. Despite global challenges, Indias economic performance remains positive, with growth supported by both private and public sector investments.

Equity Capital Markets and Corporate Finance

During the year, the Equity Capital Markets (ECM) and Corporate Finance teams worked on multiple transactions with marquee clients.

Some of Centrum Investment Banking key transactions are:

Book Running Lead Manager to the H 3500 Crs. QIP of Bank of Maharashtra.

Acted as an Advisor and Manager to the Buyback offer of Dwarikesh Sugar Industries Limited amounting to H 32 Crs.

Sole Banker for the largest FCCB issuance in recent times by Indias leading media and entertainment company, Zee Entertainment Enterprises Limited. $ 239 Million

(~RS. 2,032 Crs.) was raised through an issue of 10-Year Foreign Currency Convertible Bonds.

Advisor and Manager to the H 366 Crs. Open Offer of Agro Tech Foods Limited (Target Company) by Zest Holding Investments

Limited (Acquirer).

Pre-IPO Placement of shares of SBI General Insurance (SBI GI): Centrum acted as a Sole Transaction Advisor to a group of ESOP holders helping them monetise ~RS. 50 Crs. by placing their shares to Large Family Offices and Ultra HNIs.

The team has thus far facilitated pre-IPO investment of over RS. 650 Crs. from around 60 investors (mix of Institutional,

Family Offices and UHNI investors) in

SBI-GI shares.

Advisor to the listing of Borosil Scientific Limited, pursuant to the Demerger Scheme of Borosil Limited.

Left Lead Manager to the RS. 225 Crs. Rights Issue of Camlin Fine Sciences Limited.

Infrastructure Advisory

The Infrastructure Advisory team advised a leading infrastructure company in successfully bidding for BOT Project in the North East India with an estimated project cost of RS. 4,950 Crs.

The Infrastructure Advisory team in collaboration with Centrum Wealth Limited, has structured and closed a unique deal, raising RS. 40 Crs. from

HNI investors for a solar module manufacturing company.

Debt Capital Markets

FY25 was marked by three significant political events: the Lok Sabha elections, the Maharashtra Assembly elections and the United States presidential elections. The equity markets witnessed the most successful fundraising through IPOs and QIPs in the history of Indian capital markets. With Indias economic activity rebounding rapidly, the corporate sector actively pursued growth and expansion.

Additionally, many stressed borrowers sought resolutions to their financial challenges. As the RBI maintained the same repo rate in the last financial year, the overall cost of financing for mid-level borrowers remained unchanged, as the demand for credit—whether for growth, refinancing, or special situations—remained strong.

The Debt Capital Markets (DCM) team worked closely with Non-Banking Financial Companies (NBFCs), Alternate Investment Funds (AIFs), Private and Public Sector Undertakings (PSUs) Banks and Credit funds to close several mandates in restructuring, growth financing, refinancing and special situations.

Key Transactions include:

Centrums DCM team acted as a financial advisor to IndusInd International Holdings

Limited for its acquisition of Reliance Capital Limited from the NCLT under the IBC route. This was an RS. 7300 Crs. transaction funded through financing from several Institutional private credit funds, family offices and NBFCs.

Other notable executed transactions include:

Lanco Kondapally Power Ltd (Radha Smelters group) - Fundraise of RS. 100 Crs. (Sector - Power)

Saraswati Educational Trust – OTS of RS. 170 Crs. (Sector - Education)

32 Vistas Private Ltd - Fundraise of RS. 125 Crs. (Sector - Real Estate)

Ameya Commercials Pvt Ltd - Fundraise of RS. 100 Crs. (Sector - Real Estate)

Posh Metal Industries Pvt Ltd- Fundraise of RS. 80 Crs. (Sector - Processed Steel)

AIC Infrastructure Pvt Ltd - Fundraise of RS. 75 Crs. (Sector - Infrastructure)

EPS Pvt Ltd- Fundraise of RS. 50 Crs. (Sector - Real Estate)

Outlook

The business is positioning itself to become a prominent mid-market investment bank, with a strong emphasis on delivering bespoke financial solutions. With Indias growth trajectory remaining robust, Gross Domestic Product (GDP) growth in FY26 anticipated to be between 6.3 and 6.8 percent, the team expects a broader client base and higher business volumes in the coming years. The combination of premiumisation, rising consumer demand in rural areas and growth in manufacturing is anticipated to drive business expansion.

Indias infrastructure and renewable energy sectors are set for significant growth in FY26, driven by policy reforms, increased private sector involvement and rapid technological advancements.

With the government prioritising sustainable urban development, clean mobility and energy security, global investors are showing strong interest in long-term opportunities including hitherto stagnant manufacturing sector which is now seeing surge driven by tariff barriers against imports. We are working in fast growing sectors such as green hydrogen and battery storage which along with digital infrastructure are reshaping the investment landscape, opening up exciting new avenues for capital deployment. As an active player in this evolving space, we are focused on leveraging our expertise to drive strategic investments and innovative financing solutions jointly with other group companies such as Centrum Wealth Limited. With a strong emphasis on emerging sectors, we aim to expand our reach and further establish ourselves as a leading mid-market investment banker in infrastructure and allied industries.

On-going Transactions include:

1. Book Running Lead Manager to the proposed IPO of CIEL HR Services

Limited. The IPO comprises of a fresh issue of up to H 3,350 million and OFS of 47, 39, 336 Equity Shares.

2. Left Lead Book Running Lead Manager to the proposed IPO of Pranav Constructions Limited. The

IPO comprises of a fresh issue of

3,920.00 million and an Offer for Sale of up to 2,856,869 equity shares.

3. Left Lead Book Running Lead Manager to the proposed IPO of a

Hyderabad based EV Company

4. Sole Book Running Lead Manager to the proposed IPO of a metal products Company

5. Left Lead Book Running Lead Manager to the proposed IPO of the Sole Indian Cruise Company

6. Left Lead Book Running Lead Manager to the proposed IPO of an Infrastructure and Civil Consultancy

7. M&A Sell Side Advisor to a Leading Steel Products Manufacturer

8. Sole Advisor to a Scheme of Arrangement of DCM Shriram Industries Limited.

9. Transaction Advisory for Antony

Waste Handling group

10. Construction Finance for Arunoday

Life Spaces Private Ltd - Hyderabad

Real Estate player

11. Acquisition financing for GVK Gautami Power Ltd (Part of Radha Smelters)

12. Working Capital Financing for Steel Exchange of India Limited

13. Fund Raising for Aether Alloys group

Wealth

Industry Overview

The demand for wealth management services is set to rise sharply, with AUM projected to grow from $1.1 trillion in FY 2023-24 to $2.3 trillion by FY 2028-29.11 Indias wealth management industry is experiencing significant growth, driven by macroeconomic shifts, rising wealth and evolving investor preferences. This expansion is also fuelled by factors such as GDP growth, increased Foreign Direct Investments (FDI) and a vibrant start-up ecosystem. Furthermore, the demand for wealth management services is extending beyond Tier-1 cities, with affluent individuals in Tier-2 and Tier-3 cities seeking professional financial guidance.

$2.3 trillion

Assets Under Advisory (AUA) is projected to reach in FY 2028-29

Indian consumers currently have a collective $650 billion in household savings which is expected to reach to $1.7 trillion by 2035. Indias High-Net-Worth Individual (HNWI) population, with assets exceeding $10 million, is estimated to increase from 85,698 in December 2024 to 93,753 in December 2028.13 These factors are anticipated to fuel the growth of Indias private wealth management sector.

Business Overview

Centrum Wealth Limited (CWL) offers a comprehensive suite of Distribution and Family Office services encompassing the investable universe, spanning equities, fixed income and alternative asset classes. The firm caters to the diverse wealth and distribution needs of High and Ultra-High Net Worth Individuals (HNIs and UHNWIs), CXOs, global

Indians, Family Offices and Corporate Treasuries. Client first has remained the operating mantra at Centrum Wealth since inception in 2008. The proposition covers the complete client journey from wealth creation, preservation and succession planning phases. With a strong foundation built on core values of integrity, transparency and empathy, CWL is committed to delivering client-centric and integrated wealth solutions backed by robust in-house asset management capabilities and an innovative technology platform to clients.

Highlights FY 2025

The business continued its transformative journey during FY2025, building upon its core strengths while achieving significant milestones:

Record Client Acquisition: Highest ever client acquisition in a single financial year, demonstrating strong market confidence in our proposition.

Revenue Growth: 30% increase in revenue compared to previous fiscal year, reinforcing our sustainable growth trajectory.

Geographic Expansion: Added strategic locations in Dehradun and Nagpur, extending our presence to 17 locations nationwide.

New Business Lines: Expanded offerings to include private market opportunities, aligning with evolving client interests and achieving significant traction in private market transactions.

Advisory Excellence: Leveraged group platform strength through non-discretionary Portfolio Management

Services (PMS) offered by our group companies.

Talent Acquisition: Attracted marquee hires from over 23 leading global and local wealth houses and banking institutions, enhancing our expertise across segments and bringing diverse industry perspectives.

Client Engagement: Hosted exclusive investor conferences across locations, Entrepreneur community specific engagements and curated lifestyle-based engagements provided valuable market insights and strengthened relationships.

Business Intelligence: Established a dedicated Business Intelligence unit to track deal movements, provide insights for relationship managers, implement automated portfolio reviews and enhance revenue analytics through sophisticated reporting systems

Our True to Label Open Architecture approach continues to differentiate us, balancing in-house and external expertise to select best-in-class products across asset managers. This principle keeps us objective and aligned solely with our clients interests.

Awards and Recognition

Centrum Wealths commitment to excellence earned significant recognition in FY2025:

Certified as a "Great Place to Work" for the fourth consecutive year

In-house Portfolio Management (offered by Centrum group) Recognised as India Best for Discretionary Portfolio Management by Euromoney Private Banking Awards 2025

Recognised as the ET Edge Best Brands for 2024.

Performance Highlights

Centrum Wealth has demonstrated consistent outperformance across all investment solutions. Our in-house third party product-based Model Portfolios have delivered significant alpha, with the Aggressive strategy generating 20.5% returns versus benchmarks 14.6%. On our Centrum group Portfolio Management Services platform, for example, our oldest (inception in 2011) Deep Value Multi-bagger strategy has delivered 19.8% returns over 10 years against benchmarks 16%. Various Portfolio Management strategies offered by the group featured in the top decile of long-term performance as measured by Industry bodies.

Differentiated Proposition

At Centrum Wealth, we have established a unique position in the market through our comprehensive financial services ecosystem, which allows us to deliver holistic solutions across our clients personal, family and business lifecycles. Our True to Label Open Architecture approach balances in-house and external expertise to select best-in-class products across asset managers, ensuring access to over 100 discretionary portfolios, 75+ alternative investment funds and 45+ mutual funds. This principle keeps us objective and aligned solely with our clients interests.

We follow a Portfolio over Product approach, where each selection is made not in isolation but as a carefully considered component of a holistic portfolio strategy. Our robust fund selection process combines rigorous quantitative and qualitative analysis with a disciplined construction approach to deliver consistent alpha across risk profiles. Our in-house asset management capabilities further distinguish our offering. The Centrum Investment Guidance Committee (CIGC) serves as an oversight committee to the advisory and distribution platform thought process to asset allocation and comprises senior domain experts from across the group. This committee is one of the foundations of our investment process, combining quantitative analysis with qualitative expert insights to ensure systematic and data-driven decision-making towards risk exposure in client profiles.

Digital Transformation

FY2025 saw significant advancements in our digital capabilities:

Launched ‘Wealth-Verse 2.0 (our client facing digital platform) with comprehensive transaction capabilities

Implemented RPA/BOTS for automation of critical internal processes, improving operational efficiencies

Deployed advanced analytics for portfolio performance and risk metrics.

Leveraged AI and aggregators to deliver superior client insights and service.

Outlook

India stands at the cusp of a wealth management revolution. The Governments AmritKaal vision has positioned India on a solid trajectory to become the worlds third-largest economy by 2030. Knight Franks Wealth Report 2024 projects that

Indias UHNWI population will grow by 50% over the next five years, one of the highest growth rates globally.

The coming decade will be defined by what we call the "twin engines" of Indias wealth management landscape: the convergence of two demographically distinct groups. With a median age of 27, Indias younger generation is poised to accumulate substantial wealth, bringing experimental and aggressive investment approaches to the market. Meanwhile, our existing wealth holders—more than 60% above 45 years of age—will transition into their 60s with enhanced investment sophistication, actively seeking unique post-retirement opportunities to optimise their wealth.

The market for wealth and related services (for those up to $5 million net worth) is projected to grow at a mid to high teens Compound Annual Growth Rate (CAGR) over the next five years, while the segment above $5 million is anticipated to outpace other segments. According to Morgan Stanley, Indian households have amassed $9.7 trillion in wealth over the past decade and this pace of wealth creation will directly impact sophistication levels and investment choices in the coming years.

As the wealth creation story unfolds across the country, with nearly 100 towns and cities expected to have UHNW representation according to industry reports, Centrum

Wealths strategic geographic positioning enables us to effectively cater to the evolving needs of prospects and clients across these key markets.

Looking ahead, Centrum Wealth remains committed to its Client First approach. Our wider presence in relevant cities and client segments, coupled with our deeper "We for You" spirit, sharper proposition and innovative products, is expected to yield promising results as we continue to leverage our expertise, innovative solutions and brand engagement to deliver exceptional value to our clients.

Stock Broking

Industry Overview

The stock broking industry has experienced a robust growth, with stock brokers generating a revenue with CAGR

29% in the FY 2022-FY 2024. However, regulatory changes are expected to moderate this growth to 13% for FY 2024-25. These changes include a hike in Securities Transaction Tax (STT), increased contract sizes for index derivatives, higher margin requirements and changes in Market Infrastructure Institute (MII) fee structures. As a result, Futures and Options (F&O) volumes dropped by nearly 50% between October 2024 and February 2025.14

Stock brokers have adapted to these dynamics by focusing on Margin Trading Facilities (MTF) offerings. The MTF book grew substantially, reaching 71,000 Crs. in March2025. Retail investors remained as a key player in fuelling the growth of this industry. Domestic brokers added 41.1 million demat accounts in FY 2024-25, bringing the total number of accounts to 192.4 million.15

Looking forward, the stockbroking industry is expected to continue its structural transition, while emphasising on diversified revenue models, compliance resilience and digital-first client engagement to handle the evolving regulatory and market landscape.

Institutional Equities

Business Overview

The Institutional Equities business at Centrum Broking offers Broking Services in secondary markets, including mainboard IPOs, pre-IPOs and QIPs, catering to domestic and international institutional investors. The client profile comprises domestic mutual funds, insurance companies, foreign portfolio investors and private equity players. A focused research team and strong sales and dealing team help offer value-added services. Over the years, the team has put out multi-bagger stock ideas on a regular basis. It uses a differentiated research process for large, mid and small cap companies and offers detailed coverage on both established as well as under-researched, undervalued and under-owned scrips.

Highlights FY 2025

Despite global volatility, Indian markets stood out as strong performers this financial year, with benchmark indices like Nifty and Sensex reaching record highs. This positive performance was primarily driven by robust domestic economic growth and increasing consumer demand. However, the latter half of the year brought significant challenges as global uncertainties prompted Foreign Institutional Investors (FIIs) to withdraw their investments, leading to noticeable downward pressure.

Throughout the year, we facilitated numerous dealer conferences that provided investors with valuable on-the-ground insights, enabling informed assessments of consumer sentiment and future sector trends. Our specialised events, notably Bio-Energy Day and CDMO Day, brought together influential private players, industry pioneers and government officials, providing clarity on industry dynamics and macroeconomic demand drivers expected over the next three to five years.

Further strengthening our advisory capacity, we organised expert sector calls focusing on Pharmaceuticals, Artificial

Intelligence, Defence, FMCG and Cement, offering investors clear perspectives on industry-specific growth opportunities. Each of these events saw active and meaningful participation from corporates, investors and trade bodies.

Centrum Broking also served prominently in capital market transactions, notably as one of the leading bankers for a marquee listed banks fundraising initiative. We successfully advised and facilitated capital raises of a few mid and small sized companies. Additionally, we executed numerous roadshows, introducing investors to promising unlisted companies, while also showcasing select private market transactions to the broader investment community.

This fiscal year marked substantial progressinclientengagementandgrowth. We successfully onboarded over seven new institutional clients, significantly enhancing our institutional relationships. Furthermore, we expanded our reach into private wealth management, actively engaging witRs. 50 family offices and

HWNIs, advising them on their proprietary equity investments, thereby substantially expanding our client base and reinforcing our commitment to delivering strategic, personalised investment solutions.

Outlook

Looking ahead, with interest rates expected to decrease and anticipated tax cuts in FY26, we foresee a robust pickupinconsumption.Ourbusinessis strategically positioned for increased momentum in domestic outreach and empanelment. To support this growth, we plan to recruit additional senior research analysts, traders and sales expanding our sectoral coverage and broadening our product offerings. Encouraged by the positive response to previous investor conferences, we will continue to deepen investor and corporate relationships through the organisation of multiple high-impact physical conferences.

Retail Broking

Centrum Broking Limited (CBL) - Retail Broking Division: Empowering Diverse Investors

The Retail Broking division of Centrum Broking Limited (CBL) is a key growth engine, delivering comprehensive investment solutions across equity broking and depository services. We cater to a wide spectrum of investors, including retail individuals, High Net-Worth Individuals (HNIs) and corporate entities. As a registered Depository Participant with CDSL and a trading member of both the National Stock Exchange of India (NSE) and BSE Limited (BSE), CBL provides a secure and efficient platform for participation in the Indian capital markets.

Our business is strategically segmented to optimise service delivery and capture distinct market opportunities:

Private Client Group (PCG):

Focused Wealth Management for

HNIs: This division offers a premium, full-service model tailored to high-net-worth clients sourced through our affiliated private banking arm, Centrum Wealth Limited (CWL). PCG provides expert guidance across Equities, Derivatives and Currencies, supported by experienced sales traders and best-in-class equity research. A dedicated technical and derivatives desk further enhances our offering by generating timely, short-term trading ideas aimed at exceeding market benchmarks. This synergy between wealth management and broking creates a strong value proposition for our affluent clientele.

Digital Broking and Distribution:

Democratising Investment for the Digital Generation: This segment targets the burgeoning digital-savvy Gen Y and Gen Z population through our innovative mobile application, ‘Centrum GalaxC Trade. Our digital proposition offers a seamless, Do-It-Yourself (DIY) experience, featuring equity trading, mutual funds, IPO access, integrated financial and tax planning tools and corporate fixed deposits. The ‘Centrum GalaxC Launchpad enables a rapid, paperless account opening process in just five minutes. Key features of the ‘Centrum GalaxC Trade app include in-app fundamental and technical research with direct execution, a unique full-stack Options Strategy Builder with Greeks, curated thematic investment baskets (similar to

‘small case) starting from 40,000,

Stock Systematic Investment Plans (SIP) capabilities, robust market analytics and multi-lingual support

(currently English, Hindi, Kannada and Marathi, with Bengali and Gujarati in the pipeline).

Strategic Alliances and Channel Partners: Expanding Reach through Innovation: This division leverages strategic alliances with banking partners, both universal and small finance banks, to expand the reach and market penetration for the firm. A digital fintech service, ‘GalaxC Innovate - Broking as a Service (BaaS), allowing fintech partners to integrate our robust back-end broking services via open APIs into their own front-end platforms. Additionally, we operate a franchisee model, partnering with experienced individuals and corporates in the financial services sector nationwide to expand our reach and market penetration. This strategic approach allows for scalable growth and access to diverse customer segments.

Highlights FY 2025:

FY 2025 has been a year of significant innovation and strategic execution:

Launched the Feature-Rich Centrum GalaxC Trade App: This flagship app incorporates proprietary fundamental and technical research with seamless execution, an industry-first integrated Options Strategy Builder with custom strategies and Greeks, thematic investment baskets (Stock SIPs), advanced market analytics (IV and OI analysis) and multilingual support.

Introduced a 3-in-1 Product with Unity Bank: This deep integration offers a streamlined digital onboarding process for banking, broking and demat accounts directly through the Centrum GalaxC Trade app, enhancing customer convenience and stickiness.

LaunchedValue-AddedSubscription Packs: Ranging from 3,999 to 49,999, these bundled services provide enhanced trading tools, in-depth research and other value-added services, catering to different investor needs and generating recurring revenue streams.

Commissioned Algo Trading Platform: This platform caters to sophisticated traders and expands our service offerings.

Unveiled Financial Planning, Risk Profiling and Tax Planning/Filing Services: These additions enhance our holistic wealth management proposition and attract a broader customer base.

Revamped IPO Platform: Integrated within Centrum GalaxC Trade, this provides a seamless experience for participating in primary markets.

Launched Margin Trade Financing (MTF): Compliant with The Securities Exchange Boards (SEBI) guidelines, MTF expands trading opportunities for our clients.

Outlook and Growth Strategy:

Looking ahead, Centrum Broking is poised for significant growth. Our strategy includes a planned equity raise to further fuel business expansion, with Margin Trade Financing (MTF) as a core offering to our retail customer base. We are strategically positioned to capitalise on the accelerating shift towards digital broking through multiple fintech and banking partnerships. These collaborations will leverage our robust research capabilities and full-service brokerage infrastructure, driving customer acquisition and market share gains. Our commitment to innovation, customer-centric solutions and strategic partnerships underpins our confidence in the future growth and profitability of the Retail Broking division.

Alternative Investment Management (AIFs)

Industry Overview

Indias AIFs market has seen total commitments reaching 13.49 lakh Crs. as of FY 2024-25.16 Indias alternative investment market experienced significant growth driven by increasing investor interests in diversified asset classes and supportive and regulatory developments in FY 2024-25. AIFs have emerged as a preferred investment avenue for HWNIs and institutional investors who seek diversification beyond traditional assets.

SEBI has played a pivotal role in this expansion by implementing regulations that enhanced transparency and investor protection. The clarification on the tax treatment of income generated by Category I and II AIFs as capital gains has provided much-needed certainty, encouraging greater participation from domestic and international investors.

Furthermore, the Indian governments commitment to economic reforms and infrastructure development has created a conducive environment for alternative investments. Initiatives aimed at boosting sectors like real estate, infrastructure and start-ups have opened new avenues for AIFs to deploy capital effectively.

Investment trends within AIFs are shifting, with increased focus on the technology and financial services sectors, while allocations to real estate have seen a slight decline. Information Technology (IT) and Information Technology enabled Services (ITeS) investments totalled to

34,553 Crs., reflecting Indias expanding digital ecosystem. Financial services investments added up to 27,223 Crs., benefitting from the sectors resilience and potential.17

Moving forward, the alternative investment industry in India is poised for continued expansion. The growing sophistication of investors, coupled with the search for higher yields and portfolio diversification is expected to drive further inflows into AIFs. Fund managers are likely to explore innovative investment strategies as the market matures, to capitalise on emerging opportunities.

Business Overview

Modulus Alternatives Investment Managers Limited (Modulus Alternatives) is an alternative asset manager that specialises in private credit. As one of the early movers in the private credit space, the firm focuses on quality credit opportunities across key sectors, including healthcare, industrials, consumer, logistics and capital goods. The platform across its two private credit funds has a total invested capital of RS. 2,675 Crs.+ (including Funds and Other Investors) across 22 investments, 0 delinquencies and has returned more than RS. 1,630 Crs. to its investors.

Modulus Alternatives strives for capital preservation, delivery of steady and risk adjusted returns for its investors with an actively managed investment approach.

Highlights FY 2025

FY2025 was a year of strengthening the platform while delivering robust results, underscoring Modulus Alternatives unwavering commitment to excel.

Strengthening the Platform

In a strategic move, Modulus Alternatives welcomed Mr. Alok Agarwal, former Chief

Financial Officer of Reliance Industries Limited (RIL), as an Equity Partner. With deep expertise in fundraising, deal sourcing and structuring, Mr. Agarwals leadership adds significant value to the firm. This partnership reflects a shared vision for building a long-term, differentiated private credit platform offering, risk-adjusted returns to investors and customised solutions to portfolio companies.

Further strengthening governance and expertise, Mr. Raman Uberoi, Senior Advisor for Government and Regulatory Relations and former President – Ratings, Large Corporates at CRISIL, joined the Board of Modulus Alternatives as an Independent Director.

Delivering Results

Modulus Alternatives successfully completed the full maturity and exit of its maiden private credit fund, Centrum Credit Opportunities Fund (Fund I). The Fund delivered a Gross IRR of 17.01%, with a median investor IRR (pre-tax, post-expenses) of 14.28%. The Distributed to Paid-In Capital (DPI) stood at 1.50x, while the Total Value to Paid-In (TVPI) reached 1.52x, reflecting strong performance and disciplined execution.

Building on this success, Modulus Alternatives is now raising commitments for its second private credit fund, India Credit Opportunities Fund II (ICOF II). The Fund focuses on performing private credit opportunities in high-growth sectors such as healthcare, pharmaceuticals, industrials and clean energy. With a residual tenor of under five years (ending in August 2029), ICOF II has already deployed over RS. 900 Crs., through the Fund along with other investors, across seven investments. The Fund has been tracking a Gross IRR of 16%+ since inception in 2023. In line with Fund I, ICOF II continues to deliver consistent distributions and regular proactive investor engagement.

India Credit Opportunities Fund II, has been awarded CARE AIF 1 by CareEdge Analytics and Advisory, a subsidiary of CARE Ratings Ltd. CARE AIF 1 is the highest grading assigned to AIFs by CareEdge. This recognition underscores the Funds robust investment processes, asset management capabilities, portfolio monitoring and risk management capabilities.

Outlook

Indias private credit market is experiencing a significant growth, emerging as one

of the largest private debt markets in the APAC region and could account for as much as 30% of private credit fundraising by the end of 2025.

As per industry discussion and estimate, the Indian private credit market was in the range of $ 10 billion in deal size in 2024. This is more than 10x growth in terms of market size. Currently, private credit AUM in India is estimated to be in the range of $ 25 billion.

The private credit-to-GDP ratio is an important indicator to assess the legroom for growth of this asset class. The private credit AUM as a percentage of GDP in mature markets like US is 3.8% Vis a Vis 0.6% in India. This indicates headroom for strong growth of the domestic private credit industry.

Industry suggests that investors who are looking to capitalise on Indias credit cycle may find performing private credit funds a compelling investment opportunity, in comparison to other fixed income investments. The relative predictability of returns, consistent income distribution and the potential to generate pre-tax returns ranging from 12-13% to as high as 18-20% or more are key factors that is driving the growing investor interest in private credit.

Affordable Housing Finance

Industry Overview

Indias affordable housing loan market is currently valued at 13 trillion which is expected to rise up to 32 trillion by

FY 2029-30. Rising affluence, a growing middle class (15 Crs. households by

FY 2029-30) and the nuclearisation of families are fuelling this demand.18 Initiatives like the Pradhan Mantri Awas Yojana, undertaken by the Indian government, have helped to boost this trend. This scheme is aimed to construct 4.95 Crs. houses by March2029.19 In the recent years, India is going through significant demographic and economic changes that make affordable housing very relevant. Urbanisation is reshaping the housing market; around 40% of the countrys population is expected to live in urban areas by 2030. This growth is mainly visible in Tier-2 and Tier-3 cities. These smaller cities are seeing the rise of jobs, income and significant economic activity. As a result, they are becoming key markets for affordable housing for first-time buyers and young professionals. This trend is not just limited to geography; it is tied to the shift in consumer behaviour over the years. Millennials, who dominate the workforce, are opting for affordable homes earlier in life, prioritising cost-effective solutions over luxury. Women are emerging as key participants in this space as well, gesturing at the growing financial independence and inclusivity in the market. This combination of young buyers and increased female participation underscores the evolving face of the Indian homeownership.20 Looking ahead, the cumulative affordable housing demand in India is expected to reach 31.2 million units by 2030. This expansion could be further accelerated by increasing collaboration among developers, lenders and policymakers.

Business Overview

Centrum Housing Finance Limited is a professionally managed housing finance company. It provides financial inclusion to low and middle-income (LMI) families in Tier II and III cities by making hassle-free long-term housing finance accessible to them. The business offers Home Loans,

Self-Construction Loans, Top-Up Loans and Loans against Property to cater to specific needs using a combination of traditional methods and superior technology. The business has built its operations on a hub-and spoke model to penetrate deeper into its target markets.

Highlights FY 2025

In FY2025, CHFLs primary focus was on enhancing operating efficiency to prepare for its next phase of growth. The company successfully completed the consolidation and integration of NATRUST, acquired the previous year, which reinforced its footprint in South India.

Despite a challenging macroeconomic environment, CHFL sustained its growth trajectory and achieved consistent progress in AUM, which reached 1,627

Crs. as of March 31, 2025.

Outlook

With its expanding geographic presence, a capable execution team and continued policy support for affordable housing, CHFL is well-positioned to capitalise on upcoming opportunities. The company anticipates further growth in AUM and disbursements in the year ahead, with a strategic priority to accelerate expansion while maintaining strong asset quality."

Banking

Industry Overview21

According to Investment Information and Credit Rating Agency (ICRA) projections, credit growth of India to remain moderate and profitability to trend downwards in FY

2025-26. However, the return indicators are estimated to remain comfortable leading to ICRAs Stable outlook for this sector. Overall credit growth has moderated in the past few months, with banks focusing on reducing their Credit-to-Deposit (CD) ratio and minimising their exposures to unsecured retail and

NBFCs. The credit growth is expected to remain between 10.8% - 11.5% for FY 2024-25 and 10.4 - 11.2% for FY 2025-26. The capital ratios of most banks remain comfortable, with no major growth-related capital requirement in FY 2024-25 and FY 2025-26. Profitability of the banks remained healthy with annualised Return on Assets (RoA) at 1.4% from April 2024 to December 2024. The performance was supported by sound risk management, favourable credit costs and the ongoing strength of net interest margins despite increasing deposit costs and tighter liquidity.

The reduction in the Gross Non-Performing Assets (GNPA) ratio to 2.5% as of December 2024 is a key development that illustrates the banking industrys sustained interest in enhancing asset quality. This improvement reflects the success of banks efforts, including better credit risk management, stronger recovery strategies and tighter control over new slippages.

Looking ahead, banks will maintain strong capitalisation, supported by internal capital generation that keeps pace with asset growth and easy access to a deep domestic equity market. Banks funding and liquidity will be stable, with loans growing in line with deposits.

Business Overview

Unity Small Finance Bank ("Unity"/"the Bank") commenced operations in November 2021 with a business model of collaboration and open architecture, uniting all its stakeholders to deliver a seamless digital banking experience. Unitys vision is to make Banking available at customers fingertips using the latest technology. It offers a variety of banking services through its branch and office network.

Highlights FY 2025

Unity Bank completed its third year of operations during FY 2024-25 and continues to be in a strong and stable position. The Bank remains well-capitalised with sufficient liquidity to support its growth trajectory for the next 18 months. Deposit mobilisation has been robust, underpinned by a steadily expanding retail franchise. On the lending side, the Bank has adopted a calibrated approach in response to prevailing market conditions.

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The Banks physical footprint has grown meaningfully, with over 325+ branches and an extended Business Correspondent network, resulting in more than 900 customer touchpoints across the country. Complementing this expansion, the Bank made significant strides in its digital journey. During the year, we launched a modern and intuitive mobile banking app and rolled out net banking services. Our personal loans offering, with an end-to-end digital journey, has seen encouraging uptake. We also introduced the "Centrum GalaxC" 3-in-1 account in partnership with Centrum Broking and are now ready to launch our first co-branded credit card in partnership with BharatPe. During the year, we also forayed into SME financing—an offering we intend to scale meaningfully in the coming years.

In our lending business, the Bank took a cautious stance during the year, particularly in the microcredit segment, which continues to face industry-wide challenges. To mitigate risks, we strengthened our underwriting norms and invested in a robust collection of infrastructure. While we expect headwinds in the segment to persist for another 6–8 months, the Bank remains well-positioned due to its strong capital base and focused recovery efforts. Notably, credit losses in the microcredit business were partially offset by recoveries from legacy assets acquired from erstwhile PMC Bank. Our deposit franchise continues to show strong momentum.

Outlook

Unity Bank enters the new financial year with a healthy capital position, a growing omni-channel presence and a clear commitment to serving 10 million underserved customers by 2029. The Board and management remain fully committed to the highest standards of corporate governance and sustainable growth.

Human Resources

In FY2024 25, the HR function across Centrum Group entities made notable strides in talent development, cultural enrichment and organisational effectiveness. The launch of the LMS platform "Level Up" marked a step toward fostering a learning-oriented culture. Employee policies were enhanced with increased term life coverage and broader parental Mediclaim benefits. Campus hiring from premier institutes, including XLRI, further strengthened the talent pipeline.

Centrum Wealth focused on strategic hiring from reputed organisations while maintaining cost efficiency. The Housing

Finance business ramped up manpower, including apprentices under the National Apprentice Training Scheme and launched initiatives such as a dedicated newsletter, regular town halls and a formal Rewards and Recognition framework. A competency-based performance management system was implemented and diversity was promoted through programmes for returning mothers and incentivised female referrals.

Across Group companies, HR reinforced strong practices and a culture of inclusion. Centrum Capital and Centrum Retail Services were again certified as Great Places to Work?, while Centrum Wealth earned the distinction for the fourth year running. Key focus areas included campus engagement, training and KRA-based performance management. The team institutionalised annual recognition programmes like long service awards and continued to promote wellness through health check-ups, CPR training, yoga and lifestyle workshops. Cultural celebrations and sporting events across locations added to a positive and engaging work environment.

As of March 31, 2025, Centrum Capital Limited employed 1000+ individuals, with the total team size across Group entities, including Unity Bank, exceeding 6200+.

Rising Demand in Affordable Home Finance

The demand for affordable housing in India continues to surge, supported by growing urbanisation, favourable demographics and supportive government policies. The Government of Indias commitment to providing reasonable housing is reflected in the Union

Budget 2025-26, which allocated 19,794 Crs. to the Pradhan Mantri Awas Yojana (PMAY).27

Growth in Private Lending Opportunities

Indias private credit space is witnessing traction among institutional investors and corporates seeking alternative funding routes. In 2024, Indian companies raised $6.77 billion through over 230 private credit deals, with this figure projected to grow to $10 billion in 2025. This surge signals a significant opportunity for Alternative Investment Funds (AIFs), especially in private debt strategies.28

Digital Infrastructure and UPI-led growth

Indias digital payments system continues to thrive, with the total value of UPI transactions growing by 30% to reach approximately $3.04 trillion in FY 2024-25, up from $2.33 trillion in FY 2023-24. Additionally, the volume of the transactions hiked by 42%, from 131.14 billion in FY 2023-24 to 185.85 billion in FY 2024-25. This rapid growth enables the transformative impact of digital infrastructure and presents new opportunities for financial institutions to scale through digital banking.29

Growing Number of High Net-Worth Individuals (HNWIs)

Indias HNWI population, with assets exceeding $10 million, is estimated to increase from 85,696 in December 2024 to 93,753 by December 2028. This rising affluent class presents a significant opportunity for financial institutions to offer tailored wealth management, estate planning and investment advisory services, aligning with the evolving financial needs of wealthy clients.30

Challenges

Regulatory Challenges for NBFCs and Unsecured Lending

The Reserve Bank of India (RBI) has increased regulatory oversight over unsecured retail lending and NBFCs. In FY24, it raised risk weights on unsecured loans and imposed tighter norms on loan classification and provisioning. While some relaxations were implemented in early 2025, the regulatory stance remains cautious. These measures could impact the growth and increase the cost of capital for NBFCs heavily reliant on high-yield unsecured lending.31

Cybersecurity Threats in a Digitally-Driven Ecosystem

The digitalisation of financial services has increased exposure to cyber threats. Rising incidents of ransomware, phishing attacks and data breaches pose significant operational and reputational risks. Financial Institutions must invest in robust cybersecurity infrastructure, adopt real-time threat monitoring and ensure compliance with evolving data protection regulations to safeguard customer data and maintain trust.

Macroeconomic Uncertainty and Market Volatility

Geopolitical tensions, inflationary pressures and fluctuating interest rate cycles can affect investor sentiment and market performance. In FY 2024-25, the Indian capital markets witnessed Foreign Institutional Investor (FII) outflows of 1.27 lakh Crs., impacting Indian equity markets. Such volatility can suppress credit demand, distort asset valuations and pose challenges to capital mobilisation, especially in capital-intensive investments.32

Risk Management

Centrum proactively manages risks to safeguard clients, the firm and the broader market while advancing its strategic priorities, with effective risk management at the core of its business philosophy.

Centrum is exposed to various types of risks in the course of its business, influenced by both internal and external factors. Effective identification and management of these risks are critical to safeguarding clients, the firm and market integrity. Certain risks, such as those related to market fluctuations and investment performance, are inherent in financial services and essential for business growth. Others, like operational risks and regulatory compliance must be actively mitigated to ensure business continuity and uphold stakeholder trust and accordingly the focus on risk management continues to be high.

Centrums risk management strategy is built on product neutrality, speed of trade execution, reliable access and delivery of service at its core. A diverse portfolio of products and revenue streams enables the Company to offer customised

29https://www.angelone.in/news/upi-transactions-soar-to-new-highs-in-march

30https://www.livemint.com/economy/number-of-high-net-worth-indians-set-to-rise-towards-94-000-by-2028-report-11741170013664.html 31https://www.lexology.com/library/detail.aspx?g=9f956041-4fd5-40ce-aa63-267ee93ac1c5

32https://economictimes.indiatimes.com/markets/stocks/news/fiis-sold-rs-1-27-lakh-crore-in-indian-stocks-in-fy25-diis-bought-rs-6-lakh-crore-worth-equities/ articleshow/119703540.cms?from=mdr solutions tailored to client needs in all market conditions.

Advanced technology, experienced professionals and a skilled team dedicated to IT security and system performance monitoring, along with robust backup systems and adherence to regulatory norms, help insulate Centrum from the uncertainties of the financial sector. Robust escalation mechanisms are in place to promptly identify, report and resolve risk-related issues, ensuring timely mitigation and regulatory compliance.

Centrum has a comprehensive, organisation-wide Risk Management Policy (RM Policy) based on industry best practices. The RM Policy encompasses all business activities and sets key criteria for identifying, assessing and mitigating risks. Centrum follows a systematic and proactive approach to risk management, ensuring that strategic decisions are made in collaboration with the Board after thoroughly evaluating secondary and residual risks.

Internal Control and Adequacy

Centrum has always focused on maintaining a strong internal control system, which is commensurate with the Groups size and nature of operations. The Companys internal controls are structured to ensure reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable statutes, safeguarding assets from unauthorised use or losses, executing transactions with proper authorisation and ensuring compliance of corporate policies, laws and accounting standards. Financial, operational and accounting controls are suitable for the Companys size and scope. To ensure that its business is conducted in an orderly and efficient manner, the Company has devised and implemented numerous controls. Apart from routine and general checks, the Company has processes in place to ensure the accuracy and completeness of accounting records, as well as the timely creation of trustworthy financial data. External professional entities are appointed to analyse the process to ensure that the Company benefits from their subject-area expertise.

F.K. Mody & Co. Chartered Accountants has been designated as the Companys internal auditor. Internal Auditing is conducted in accordance with an Internal Audit plan in cooperation with the Audit Committee. The Internal Audit process examines the effectiveness and efficiency of internal control checks and encompasses all important aspects of the Companys operations. There are continuous developments taking place to enhance the Groups internal control environment, including automation and documentation to support better and more efficient risk mitigation and the importance of maintaining a culture of risk and control awareness.

With a strong monitoring system in place, the Company has an Audit Committee, the details of which have been provided in the

Corporate Governance Report. The Audit Committee regularly reviews the Internal Audit Reports as well as the findings and recommendations of the Internal Auditors. Suggestions for improvement are considered and the Audit Committee follows up on the implementation of corrective actions. The Committee also meets with the Companys statutory auditors to ascertain, inter alia, their views on the adequacy of internal control systems and keeps the Board of Directors posted on its observations.

Financial Overview and Key Ratios

During the year, the group focused on building a granular loan book in our

Banking and Affordable Housing finance businesses, while continuing with steady consolidation in our Advisory businesses. Unity Banks Net Advances grew ~38% to RS. 10,985 Crs., driven by addition of granular loans to MSMEs and Microfinance borrowers. It maintains a well-funded Balance Sheet with Shareholders Funds at a healthy RS. 2,114 Crs. and tie ups for inter-bank credit lines from various leading banks and refinance lines from SIDBI and NABARD.

Centrum Housing Finance and Centrum

Wealth continued to remain profitable, whereas the Institutional Business (Investment Banking and Broking) too delivered operating profits. Consolidated Income for the year ending 31st March, 2025 was H ~3,661 Crs. up ~64 % Y-o-Y.

Key Ratios

Sr No. Particulars	FY 2025	FY 2024	YoY Change
1 Debtors Turnover (times)	3.34	10.89	(7.56)
2 Interest Coverage Ratio (times)	0.09	0.13	(0.04)
3 Current Ratio (times)	0.51	0.63	(0.12)
4 Debt Equity Ratio (times)	2.85	1.88	0.97
5 Operation Profit Margin Ratio (%)	(0.08%)	(7%)	6.54%
6 Net Profit Margin Ratio (%)	(117.97%)	(89.72%)	(28.25%)
7 Return on Capital Employed (%)	7.89%	4.17%	3.72%