Global Infratech & Finance Ltd Management Discussions

ANNUAL OVERVIEW AND OUTLOOK

India entered FY 2025-26 as one of the worlds fastest-growing major economies and the year reinforced that position. Real GDP is estimated to have expanded at a robust pace of 7.6% in FY 2025-26, as highlighted in the Reserve Bank of India (RBI) Monetary Policy Committee (MPC) review of April 2026, with growth remaining broad-based across consumption, investment and sectoral activity. Private Final Consumption Expenditure expanded contributing the largest share of GDP, reflecting stable urban demand and a gradual recovery in rural consumption. Gross Fixed Capital Formation rose, sustaining investment levels at around 30% of GDP, driven by infrastructure creation, manufacturing expansion and capacity additions. Services remained the primary growth engine, while industrial growth also strengthened, aided by infrastructure activity, construction momentum and improved capacity utilisation.

Underlying this aggregate performance, the rural economy provided an important stabilising force. Food-grain production reached record levels for the FY 2025-26 crop year supported by a normal monsoon and improved crop yields. With agriculture contributing around 15-16% of GDP and supporting around 45% of the workforce, this was critical to rural income stability and consumption demand. Strengthened procurement operations, continued MSP support and direct benefit transfers supported rural liquidity during the year. Tractor sales, two-wheeler demand and FMCG volumes pointed to a gradual synchronisation of rural and urban consumption trends. Stable agricultural output also helped moderate food inflation during the fiscal year.

Narrowing to the macroeconomic policy environment, the inflation and interest rate picture shifted meaningfully during the year, with direct relevance to credit markets. CPI inflation remained subdued for much of 2025, enabling the RBI to ease the policy repo rate to 5.25% by December 2025. However, as noted in the April 2026 MPC review, the narrative and outlook have changed. Amid rising global commodity prices and renewed supply-side uncertainties stemming from the West Asia conflict, the RBI adopted a more vigilant outlook. Consequently, the MPC maintained the repo rate at 5.25% with a neutral stance, shifting focus to balance durable growth support with strict price stability against imported inflation risks. Liquidity conditions remained adequate, supported by open market operations and calibrated regulatory measures. Stable rates and improving liquidity supported credit off-take across retail, MSME and corporate segments. System-wide credit growth remained healthy, with MSME lending expanding at a faster pace, reflecting formalisation and enhanced credit penetration.

The Union Budget FY 2026-27 sustained capital expenditure at approximately Rs. 12.2 Lakh Crore, while strengthening MSME credit guarantee frameworks, digital infrastructure and skilling initiatives. These measures are structurally positive for credit demand, entrepreneurship and employment generation.

Looking ahead, India is positioned to transition from cyclical recovery to a phase of more durable, structurally anchored expansion. Domestic demand is likely to remain the principal growth driver, supported by improving income dispersion across urban and rural segments, sustained public investment in infrastructure and a gradual broadening of private capital formation. Economy-wide formalisation, deepening digital integration and policy emphasis on manufacturing competitiveness and MSME development are expected to strengthen productivity and supply-side capabilities. For financial services institutions operating in this environment, the combination of a growing credit-seeking population, improving asset quality and a supportive policy backdrop present a compelling medium-term opportunity.

INDUSTRY OVERVIEW

The Indian capital markets entered a phase of democratization and structural maturity in FY26, marked by healthy retail participation. Geopolitical tensions and shifts in global trade policies acted as retractive forces, leading to a muted domestic equity market performance of -5.1% and -7.1% for the Nifty 50 and BSE Sensex respectively. Domestic Institutional Investors (DIIs) (DMF + Banks, FI and Insurance) ownership in NSE listed universe of companies increased to 16.6% as of December 2025, at par with foreign portfolio investment (FPI) holdings, underscoring the growing influence of domestic investors in Indias equity markets and the shift toward local capital as a primary stabilizing force amid negative FPI flows.

Retail participation reached historic milestones in FY26. The number of unique investors with demat accounts, based on Permanent Account Number (PAN), reached over 129 million mark in March 2026, whilst total demat accounts in India reached nearly 225 million by March 2026, following addition of approximately 32 million new accounts during the fiscal year. This surge reflects a fundamental shift in how Indian households allocate savings; the share of equity and mutual funds flows in annual household gross financial assets rose from 1.8% in FY12 to over 15.1% in FY25. This financialization is increasingly broad-based, with significant participation originating from Tier 2 and beyond cities

SEGMENTWISE REPORTING

During the current financial year, the Company has operated in single segment wise, Finance & Investments and hence Segment Reporting is not applicable to the Company.

OPPORTUNITIES & THREATS

Opportunities

Entering FY26, Indian credit and debt markets were characterised by transition from prolonged tightening to more accommodative stance, supported by stable macroeconomic fundamentals and receding inflation. The Reserve Bank of India (RBI) aggressively lowered the policy repo rate by a cumulative 100 basis points in FY26, bringing it to 5.25% by December 2025. This decisive easing was made possible as headline CPI inflation averaged 2.1% during the fiscal year, well within the central banks tolerance band.

The credit market witnessed sustained expansion alongside structural shifts in funding and risk calibration, with system- wide retail credit growing by 18.1% Y-o-Y to approximately C163 trillion by December 2025 (Source: CRIF High Mark). Within this, Home Loans, Gold Loans, Personal Loans and Auto Loans account for over half of the industrys retail credit book. Personal Loans segment, the largest in terms of active loans, remains a critical growth engine, driven by consumption demand and young borrowers. Importantly, fintechs are addressing the structural credit gap by deepening access and digitising credit delivery. These trends reflect a credit ecosystem that is not only growing but also becoming more granular, technology-driven and inclusive with fintech-led models materially widening participation beyond traditional banking channels.

Indias asset management ecosystem continues to benefit from rapid advancements in technology, digitization and data analytics, supported by a strong digital public infrastructure. Increasing adoption of digital payments and mobile platforms is simplifying investment journeys and expanding financial inclusion across the country. Significant growth opportunities remain in Tier 2, Tier 3 and beyond markets, where rising financial awareness and expanding network are driving participation. Younger investor cohorts, including Gen Z and millennials, are increasingly entering financial markets early, reinforcing long-term investing behavior. Despite strong momentum, financial asset penetration in India remains relatively low, indicating substantial headroom for expansion. Continued regulatory support, alongside ongoing technological innovation and investor education, is expected to further deepen market participation and sustain the industrys long-term growth trajectory.

Challenges

In FY26, the regulatory landscape for Indias capital markets continued to evolve towards a more transparent, technology-aligned and investor-centric framework, led by the Securities and Exchange Board of India (SEBI). The year saw a clear shift toward building regulatory structures that are responsive to the growing digitization of financial services, while reinforcing market integrity and investor confidence.

During the year, India proposed the Securities Markets Code (SMC), 2025, representing a significant step toward modernizing and consolidating the countrys capital markets regulatory framework. The bill has been referred to the Parliamentary Standing Committee on Finance for review, before it becomes a law.

A key focus of the code is to enhance ease of doing business and regulatory clarity, especially for market intermediaries, fintech platforms and new-age investment products. It seeks to introduce clear definitions, streamline approval processes and strengthen governance norms, while also enabling faster regulatory responses to innovation in areas such as algorithmic trading, digital distribution and new asset classes.

The SEBI, through its circular on the Framework for Intraday Position Limits Monitoring for Equity Index Derivatives, introduced a more real-time, risk sensitive approach to derivatives market oversight. The framework requires exchanges and brokers to monitor client positions continuously throughout the trading session, ensuring that exposures always remain within prescribed limits, rather than being assessed only at end-of-day. This shift significantly reduces the build- up of excessive intraday leverage and mitigates the potential for abrupt market dislocations. For investors, it provides stronger safeguards against unintended or outsized positions, while for intermediaries, it enhances accountability through tighter supervision and more robust risk controls. Overall, the framework represents an important step toward strengthening market discipline and resilience, ensuring that participation in complex instruments such as index derivatives remains aligned with prudent risk boundaries on a real-time basis. Key regulatory interventions during the year included the tightening of the Order-to-Trade Ratio (OTR) framework, along with a recalibration of margin requirements, including a reduction in calendar spread benefits as contracts approach expiry.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your Company has in place adequate internal financial controls with reference to the Financial Statements commensurate with the size, scale and complexity of its operations. Your Company has an Internal Audit team that is responsible for independently evaluating the adequacy and effectiveness of all internal control designs and implementation, risk management, systems and processes. Internal Audit team is manned by appropriately skilled, experienced and qualified personnel. The Internal Audit plan is also aligned with the business objectives of the Company which is reviewed and approved by the Audit Committee.

FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

During the financial year under review, the Company earned revenue from operations of ^120.00 lakh, along with other income of ^35.15 lakh, taking the total income for the year to ^155.15 lakh. While the Companys total expenses exceeded its total income, resulting in a net loss for the year, the revenue generated from operations played a meaningful role in meeting the day-to-day operational and financial requirements of the Company. This, in turn, helped reduce the Companys dependence on additional borrowings from the Directors and from banks/financial institutions to fund its working capital and other requirements.

The management remains focused on improving operational efficiency, expanding revenue streams and exercising tighter control over costs, with the objective of strengthening the Companys overall financial performance in the coming years. These efforts are also aimed at progressively reducing the Companys reliance on external sources of finance and building a more self-sustaining operational and financial structure going forward.

RISKS AND CONCERNS

Global Infratech & Finance Ltd. (GIFL) has exposures in various line of business. GIFL are exposed to specific risks that are particular to their respective businesses and the environments within which they operate, including market risk, competition risk, credit risk, liquidity and interest rate risk, human resource risk, operational risk, information security risks, regulatory risk and macro-economic risks. The level and degree of each risk varies depending upon the nature of activity undertaken by them.

MARKET RISK

The Company has quoted investments which are exposed to fluctuations in stock prices. GIFL continuously monitors market exposure in equity and, in appropriate cases, also uses various derivative instruments as a hedging mechanism to limit volatility.

HUMAN RESOURCE DEVELOPMENT

The Company recognizes that its success is deeply embedded in the success of its human capital. During 2025-26, the Company continued to strengthen its HR processes in line with its objective of creating an inspired workforce. The employee engagement initiatives included placing greater emphasis on learning and development, launching leadership development programme, introducing internal communication, providing opportunities to staff to seek inspirational roles through internal job postings, streamlining the Performance Management System, making the compensation structure more competitive and streamlining the performance-link rewards and incentives.

KEY FINANCIAL RATIOS AND RETURN ON NET WORTH

Under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is required to disclose significant changes (i.e. change of 25% or more as compared with the immediately previous financial year) in financial ratios, including debtors turnover, inventory turnover, interest coverage ratio, current ratio, debt equity ratio, operating profit margin and net profit margin or sector-specific equivalent ratios, as applicable and details of any change in Return on Net Worth as compared with the immediately previous financial year along with a detailed explanation thereof.

None of the financial ratios shows significant changes i.e. a variation of 25% or more compared with the immediately preceding financial year.

Return on Net Worth improved from -16.91% in FY 2024-25 to -4.44% in FY 2025-26, primarily on account of a reduction in the Companys overall expenses, which contributed to a significant reduction in the loss incurred by the Company during the year.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The provision of the Companies Act, 2013 relating to CSR Initiatives are not applicable to the Company.

COMPLIANCE

The Compliance function of the Company is responsible for independently ensuring that operating and business units comply with regulatory and internal guidelines. The Compliance Department of the Company continues to play a pivotal role in ensuring implementation of compliance functions in accordance with the directives issued by regulators, the

Companys Board of Directors and the Companys Compliance Policy. The Audit Committee of the Board reviews the performance of the Compliance Department and the status of compliance with regulatory/internal guidelines on a periodic basis.

During the year, the Company has complied with the provisions of LODR Regulations, 2015. No strictures or penalties have been levied by any of the Regulators during the period under review.

Bengaluru, August 21, 2026	By order of the Board
Registered Office:	For Global Infratech & Finance Limited
F-10-11-12 BSR Arcade, 198, Gandhi	S/d-
Bazaar Main Road Basavangudi,	VSAMARNATH
Bengaluru - 560 004	DIN:07642585
	Chairman & Managing Director