To
The Members,
Home First Finance Company India Limited
Your Board of Directors ("Board") are pleased to present this 17th Annual Report on the performance of your Company (the "Company"/ "HomeFirst") along with the Audited Financial Statements for the Financial Year ended on March 31, 2026 ("FY26").
Company Overview:
Home First Finance Company India Limited is a technology-driven housing finance company focused on enabling home ownership for first time home buyers across India. With a strong presence in emerging urban and semi-urban markets, your Company is committed to expanding access to formal housing credit, particularly for low and middle-income families and underserved customer segments.
Your Company offers home loans and mortgage products across 144 districts in 13 States/UT in the country. Your Company operates through a centralized underwriting model supported by digital data aggregation and proprietary customer scoring models, which promotes efficiency while maintaining strong credit discipline.
Your Company is registered with the Reserve Bank of India ("RBI") as a non-deposit-taking Housing Finance Company and with Insurance Regulatory and Development Authority of India ("IRDAI") as a Corporate Agent (Composite). The equity shares of the Company are also listed on the BSE Limited ("BSE") and the National Stock Exchange of India Limited ("NSE") since Feb21.
In Apr25, HomeFirst further strengthened its capital base by raising 1,250 crs through Qualified Institutions Placement ("QIP"), by issuing 1,28,86,597 equity shares to Qualified Institutional Buyers, reflecting strong investor confidence in its steady and quality-driven growth trajectory.
FINANCIAL SUMMARY:
Financial Results:
Your Companys financial performance during the year reflects sustainable, consistent, and quality growth as demonstrated over more than sixteen years. The key highlights of the Audited Financial Statements of your Company for FY26, along with a comparison with the previous financial year ended on March 31, 2025 ("FY25") are summarized below:
| Particulars | FY26 | FY25 |
| Total Income | 1,922.7 | 1,539.2 |
| Less: Total Expenses | 1,214.9 | 1,037.6 |
| Profit/ (Loss) before tax | 707.8 | 501.6 |
| Less: Current tax | 166.3 | 113.9 |
| Deferred tax | 1.1 | 5.6 |
| Profit after Tax | 540.4 | 382.1 |
| Other Comprehensive Income | -0.7 | -4.9 |
| Transfer of Statutory Reserve (u/s 29C of NHB Act, 1987) | - 108.7 | -76.8 |
| Balance carried to Balance Sheet | 431.0 | 300.4 |
| Earnings per Share (Face Value Rs 2) | ||
| - Basic (Rs) | 52.3 | 42.8 |
| - Diluted (Rs) | 51.6 | 42.1 |
The above figures have been extracted from the financial statements prepared in accordance with Indian Accounting Standards ("Ind AS") as notified under Sections 129 and 133 of the Companies Act, 2013 (the "Act") read with the Companies (Accounts) Rules, 2014 and other relevant provisions of the Act.
The detailed Audited Financial Statements forms part of this Annual Report and are presented as a separate section of this Annual Report.
State of Companys Affairs:
During the year under review, your Company continued to expand its reach across emerging urban and semi- urbanmarkets, strengthen its credit and risk management frameworks, and invest in technology-driven processes to enhance customer experience. Through prudent lending, disciplined growth, and a deep understanding of our customers aspirations, we remain dedicated to supporting sustainable home ownership and advancing the larger national vision of inclusive housing for all.
Your Company continues to strengthen its position in the affordable housing finance segment, expanding its reach across India with a pan-India presence comprising 171 physical branches and 373 touchpoints as on March 31, 2026.
As on March 31, 2026, your Companys Assets Under Management ("AUM") stood at Rs15,877.7 Crs, reflecting sustained portfolio growth and continued customer confidence. Alongside financial growth, your Company remains equally committed to responsible growth. Under its Green Homes initiative, 330 additional homes were certified during the year, taking the cumulative count to 450 certified homes as of Mar26.
Dividend:
In accordance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "SEBI Listing Regulations"), your Company has formulated and adopted a Dividend Distribution Policy. The Dividend Distribution Policy is available on the website of the Company. The declaration of dividend is undertaken in compliance with the applicable provisions of the Reserve Bank of India (Housing Finance Companies) Directions, 2025 and the Reserve Bank of India (Non-Banking
Financial Companies - Prudential Norms on Declaration of Dividends) Directions, 2025, as amended from time to time
In view of the overall performance of your Company during FY26, your Board of Directors at its meeting held on May 6, 2026 has recommended a final dividend of Rs 5.2/- per equity share having a face value of Rs2/- (Rupees Two only) each, which is equivalent to 260% of the face value of the equity shares, subject to the approval of the members at ensuing 17th Annual General Meeting ("AGM") of the Company, to be paid out as dividend. The Dividend payout ratio for FY26 shall be 10%, if approved by the shareholders.
In terms of the provisions of the Income Tax Act, 1961, dividend income is taxable in the hands of the members, and therefore will be subject to deduction of applicable tax. Your Company has not declared any interim dividend during the financial year under review.
Unclaimed Dividend:
As on March 31, 2026, Dividend amounting to Rs 66,903.6/- representing 553 Shareholders pertaining to FY23, Rs 54,754.8/- pertaining to FY24 representing 468 Shareholders and Rs 56,826.1/- pertaining to FY25 representing 424 Shareholders had not been claimed by the Shareholders and are lying in the Unclaimed Dividend Account of the Company. In accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder, details of shareholders whose dividend remains unclaimed are available on the website of the Company.
Further during the year, the Investor Education and Protection Fund Authority (IEPFA), Ministry of Corporate Affairs, had launched a 100-Day Campaign - "Saksham Niveshak" to assist shareholders in claiming their unpaid or unclaimed dividends, accordingly your Company had proactively reached out to shareholders through website disclosures, social media communication, and direct email to assist them in updating their KYC details and claiming their unclaimed dividends pertaining to FY23, FY24 and FY25. Further, shareholders who have not claimed their dividend can write to us at corporate@homefirstindia. com and can claim their dividend.
Transfer to Reserves:
Pursuant to Section 29C of the National Housing Bank Act, 1987, the Company is required to transfer at least 20% of its net profit every year to a reserve before any dividend is declared. During the financial year under review, your Company transferred Rs 108.7 Crs out of the previous years profits available for appropriation to the Statutory Reserve Fund, being 20% of its net profit.
Business Update:
A Home for All Seasons - Your company remains steadfast in its commitment to providing reliable housing finance solutions for underserved and emerging customer segments. We believe that a home is more than shelter - it is security in uncertain times, comfort across lifes changing phases, and a foundation for economic empowerment. This philosophy guides the design of products that are accessible, adaptable, and responsibly structured - ensuring affordability today without compromising sustainability tomorrow. It underscores our commitment to prudent credit assessment, customer-centric repayment structures, and long-term portfolio resilience, so that the homes we help finance remain sources of strength in all seasons - be it growth, transition, or challenge. Through this approach, we strive to empower families with not just housing finance, but with lasting confidence and dignity in homeownership.
During the financial year under review, your Company strengthened its distribution network by adding 16 branches and 12 touchpoints during the year, taking the total count to 171 branches and 373 touchpoints. Further your Company has disbursed Rs 5,423.6 Crs. Your Companys Asset Under Management ("AUM") as at Mar26 was Rs 15,877.7 Crs; a YoY growth of 24.9%; while providing loans to more than 36,000 customers. ~90% of the borrowers as of Mar26 are women, while loans given to EWS / LIG borrowers account for 58.7% of our AUM.
During the FY26, your Company has also relationship with 31 lenders and has raised funds amounting to Rs 4,788.6 Crs through various modes. Your Company is supported by a dedicated team of 1,855 employees to ensure sustainable growth while fulfilling our mission of making affordable housing a reality for all.
Key areas of business operations:
Product Portfolio:
Your Company offers a focused range of housing finance products designed to serve the affordable housing segment. These include Housing Loans, Shop Loans and Loan against Property. Your company primarily caters to first-time home buyers in the low - and middle - income segment, with a strong focus on emerging affordable housing markets.
Technology - Driven Processes:
HomeFirst leverages digital sourcing, centralized underwriting integrated with the Account Aggregator to enhance credit evaluation and operational efficiency. Digital tools are used throughout the loan journey from application and documentation to approval and servicing which helps in reducing turnaround time, improve transparency, strengthen risk monitoring and keep operating costs under control. We are also extending our technology capabilities through the use of AI. In our business, AI can strengthen decision making by bringing context into the analysis. Immediate applications involve interpretation of title flow by reading property documents in different languages, analyzing bank statements in the context of the customers business, transcription of customer interactions to supplement credit proposals etc.
Distribution Network and Geographic Presence:
HomeFirst operates through 171 branches and 373 touchpoints across 13 States/UT. Your Company offers housing loans and mortgage products in 144 districts in the States of Maharashtra, Gujarat, Karnataka, Andhra Pradesh, Telangana, Tamil Nadu, Madhya Pradesh, Uttar Pradesh, Rajasthan, Chhattisgarh, Haryana, Delhi and Uttarakhand. This reflects its strong pan - India presence in large as well as emerging affordable housing markets.
Funding and Partnerships:
Your Company maintains a diversified borrowing profile supported by relationships with multiple banks and financial institutions and has raised Rs 4,788.6 Crs through various modes in FY26, enabling stable access to capital.
In addition, your Company has 15 partners in Direct Assignment and 5 partners in Colending. Further, It has tie-ups with six insurance partners viz. comprising four life insurers namely Aditya Birla Sun Life Insurance Company Limited, Bandhan Life Insurance Limited, Bharti Axa Life Insurance Company Limited and HDFC Life Insurance Company Limited and two general insurers viz. Go Digit General Insurance Limited and ICICI Lombard General Insurance Company Limited which has contributed to the growth of its corporate agency business.
The highlights of your Companys performance during FY26 are as follows:
The AUM as at Mar26 amounted to Rs 15,877.7 Crs visa-vis Rs 12,712.7 Crs in the previous year; a year-on- year growth of 24.9%.
The profit before tax for FY26 increased by 41.1% to Rs707.8 Crs (FY25: Rs 501.6 Crs). The profit after tax for FY26 increased by 41.4% to Rs 540.4 Crs (FY25: Rs 382.1 Crs)
Strong Capital Adequacy ratio of 44.1 % as of Mar26.
Stable Asset Quality - The Gross Non-Performing Assets (GNPA) as on Mar26 was 1.8 % of the total loan book of the Company and corresponding Net Nonperforming Assets (NNPA) was 1.4 % as compared to GNPA of 1.7% and NNPA of 1.3% in Mar25.
The Net Interest Income reported for the year was Rs783.8 Crs vis-a-vis Rs 566.8 Crs in FY25.
The Net Worth of the Company as on March 31, 2026 was Rs4,356.5 Crs (FY25: Rs 2,521.3 Crs).
During the year under review, your Company has engaged with Morningstar Sustainalytics and S&P Global for independent assessment of its ESG performance. Pursuant to such assessments, Morningstar Sustainalytics improved the Companys ESG Risk Rating from 16.2 to 13.6, categorising your Company in the "Low Risk" category for ESG risk management. Further, your Company received a strong ESG performance score of 46 from S&P Global. This improvement reflects the Companys continued focus on strengthening its environmental, social and governance practices.
RESOURCES AND LIQUIDITY:
Your Company continues to strengthen its asset-liability profile through a well-diversified funding strategy. The borrowing mix comprises term loans (59.4%), direct assignment transactions (15.8%), refinance facility from National Housing Bank (14.7%), co-lending arrangements (4.5%) and non-convertible debentures (1.7%), along with external commercial borrowings (3.9%). This diversified funding base reduces concentration risk and enhances financial stability.
Your Company has not issued commercial paper to avoid exposure to short-term market fluctuations. The total borrowing limit as approved by the Shareholders is Rs 15,000 Crs (Rupees Fifteen Thousand Crores only). Also, the Liquidity Coverage Ratio ("LCR") for Q4FY26 was 151.2% as against the regulatory requirement of 100%.
The details of resources and liquidity of your Company is as follows:
a. Terms loans and others borrowings:
During the financial year under review, your Company has availed fresh bank facilities of Rs 2,700 Crs from various banks and financial institutions.
As at March 31, 2026, the outstanding debt from banks and financial institutions stood at Rs 7,891.1 Crs.
b. Refinance:
Your Company availed refinance facilities of Rs 900 Crs from the National Housing Bank under various refinance schemes during the financial year under review.
As of March 31, 2026, the outstanding debt from NHB stood at Rs 1,948.4 Crs.
c. Direct assignment and co-lending:
During the financial year under review, your Company has raised Rs 881.2 Crs under direct assignment route.
Also, during the financial year under review, your Company has originated Rs 307.4 Crs under the co-lending route for its various partners.
d. External Commercial Borrowings:
During the financial year under review, your Company did not raise any additional funds through External Commercial Borrowings ("ECBs"). However, the Company utilized the existing un-availed limit of USD 20 million amounting to Rs 180.3 Crs from its existing sanction. As on March 31, 2026, your Company had outstanding ECB facilities of up to USD 55 million (equivalent to Rs523.1 Crs), availed from financial institutions for onward lending to customers.
Your Company has fully hedged the principal and interest obligations in respect of such borrowings and, accordingly, does not carry any material foreign exchange risk exposure.
As of March 31, 2026, the outstanding debt in the form of ECB stood at Rs 523.1 Crs
e. Non-Convertible Debentures (NCD):
During the financial year under review, there was no new borrowing made through NCDs. As at the end of FY26, your Company has outstanding secured, unlisted NCDs amounting to Rs 227.4 Crs (as per IND-AS). The Company has made the repayment of Rs 56 Crs. Your Company has been regular in making payments of principal and interest on NCDs, as per the terms and conditions of the NCDs. The Company is in compliance with the provisions of Reserve Bank of India (Housing Finance Companies) Directions, 2025, Reserve Bank of India (Non-Banking Financial Companies - Miscellaneous) Directions, 2025, SEBI (Issue and Listing of Non - Convertible Securities) Regulations, 2021, SEBI Listing Regulations and the Act.
f. Qualified Institutions Placement
During the year under review, your Company successfully raised primary capital aggregating to Rs 1,250 Crs through a Qualified Institutions Placement ("QIP") in accordance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations. Pursuant to the issue, your Company allotted up to 1,28,86,597 Equity Shares of face value Rs 2 each at a premium of Rs 968 per equity share, aggregating to Rs 1,250 Crs.
In pursuance of the said transaction, your Company has raised capital from foreign institutional investors, domestic mutual funds and insurance companies both new and existing - reaffirming strong and continued investor confidence in the Company.
The Net Proceeds from the issue were primarily utilised towards augmenting the capital base of the Company to support future business growth and for general corporate purposes, in line with the object stated in the Placement Document dated April 11, 2025. The Company has deployed the funds for the aforesaid object during Q1FY26.
CREDIT RATING:
Your Companys financial discipline and prudence is reflected in the credit ratings assigned by Credit Rating Agencies as under:
| Instrument | Rating Agency | Rating | Outlook | Amount |
| Term Loan | ICRA | AA | Stable | 5,300 |
| India Ratings | AA | Stable | 4,900 | |
| CARE | AA | Stable | 1,500 | |
| Commercial Paper | ICRA | A1 + | - | 100 |
| India Ratings | A1 + | 100 | ||
| Non-Convertible Debentures | ICRA | AA | Stable | 561 |
| India Ratings | AA | Stable | 344 |
During the year under review, your Company continued to strengthen its credit profile, reflecting its disciplined growth, strong asset quality and prudent risk management practices. Further, pursuant to rating assessments undertaken during the year:
India Ratings and Research Private Limited upgraded the long-term rating from IND AA-/Positive to IND AA/Stable and reaffirmed the short-term credit rating for commercial paper
ICRA Limited upgraded the Companys long-term credit rating from ICRA AA- (Stable) to ICRA AA (Stable).
CARE Ratings Limited upgraded the long-term credit rating from CARE AA-; Stable to CARE AA; Stable.
These rating upgrades reaffirm the Companys strong financial profile and fund-raising capabilities, improving scale of operations, robust capital position and consistent profitability. The strengthened credit ratings enhance access to lower-cost capital, reduce refinancing risk, and enable sustainable expansion.
CAPITAL ADEQUACY RATIO:
As per the Reserve Bank of India (Non-Banking Financial Companies - Prudential Norms on Capital Adequacy) Directions, 2025, Your Company is required to maintain a minimum Capital to Risk-Weighted Assets Ratio (CRAR) of 15% of its aggregate risk-weighted assets. Further, Tier II capital shall not, at any point in time, exceed 100% of Tier I capital. In compliance with the requirements, as at March 31, 2026, your Companys CRAR stood at 44.1% (March 31, 2025: 32.8%), with a Tier I Capital Adequacy Ratio of 43.8%.
Your Company continues to maintain capital adequacy well above the regulatory minimum, reflecting its strong capital position and financial stability.
DEPOSITS:
As a non-deposit-taking Housing Finance Company, during the financial year under review, your Company has neither accepted nor renewed any amounts falling within the purview of provisions of Section 73 of the Act read with the Companies (Acceptance of Deposit) Rules, 2014. Accordingly, the disclosure requirements relating to deposits under Chapter V of the Act, including details of non-compliant deposits, are not applicable to the Company.
AWARDS & RECOGNITIONS:
During the financial year under review, no awards were granted to the Company.
CHANGE IN THE NATURE OF BUSINESS:
During the Financial Year under review, there were no alterations/changes in the core operations or activities or nature of business of the Company.
ALTERATION OF MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION:
During the financial year under review, your Company has not altered its Memorandum of Association and Articles of Association.
DETAILS OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARY, ASSOCIATE OR JOINT VENTURE COMPANIES OR HOLDING COMPANY:
During the financial year under review, your Company did not have any Subsidiary, Associate or Joint venture Companies.
Also, your Company does not have any holding company.
MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN MARCH 31, 2026 AND DATE OF THIS REPORT:
There have been no material changes or commitments affecting the financial position of the Company between the end of the financial year to which the financial statements relate and the date of this Report.
SHARE CAPITAL:
Authorized Share Capital:
During the financial year under review, there was no change in the Authorized Share Capital of the Company.
Issued, Subscribed and Paid-up Share Capital:
During the financial year under review, the Company had allotted 1,28,86,597 equity shares of face value Rs 2/- each at an issue price of Rs 970/- per share, aggregating to Rs 1,250 Crs, pursuant to a qualified institutions placement in accordance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.
Furthermore, during the financial year under review, your Company had allotted 13,85,880 Equity Shares to employees on exercise of stock options granted under various ESOP Schemes of the Company.
Pursuant to the aforesaid allotments of equity shares, the issued, subscribed and paid-up share capital of the Company stands increased to Rs 20,86,56,034/- (10,43,28,017 Equity Shares of Face Value Rs 2 each) as at Mar26.
PARTICULAR OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:
Your Company did not enter into Related Party Transactions (RPT) during the year under review.
Further, pursuant to the amendment to Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 notified on December 12, 2024, remuneration (including commission) and sitting fees paid to directors, Key Managerial Personnel and senior management (other than promoter/promoter group) which are not material under the Companys Materiality Policy do not require separate approval of the Audit Committee or the Board. As the applicable thresholds were not exceeded during the year, no such separate approvals were required.
Furthermore, your Company had duly obtained omnibus approval from the Audit Committee for exercise of ESOPs, and the same were ratified at the subsequent Audit Committee meeting held after the allotment of ESOPs, as the quantum of such exercises could not be determined in advance.
The disclosure as per Section 188 of the Act in Form AOC-2 is annexed as Annexure I.
Further as required by Reserve Bank of India (Housing Finance Companies) Directions, 2025, Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions (" RPT Policy") is annexed as Annexure II and the same can be accessed on the website of the Company at RPT Policy.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
Since your Company is engaged in financial services activities, its operations are not energy intensive nor does it require adoption of specific technology and hence information in terms of Section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014 is not provided in this Boards Report. However, the Company has given the details of its initiative in relation to conservation of energy and technology absorption in BRSR provided in Annexure VII.
Foreign Exchange Earnings and Outgo:
Your Company has no foreign exchange earnings. However, the expenses made in foreign currency are detailed out as below:
| Particulars | FY26 | FY25 |
| 1. Directors related fees | 0.1Z | 0.19 |
| 2. Software license fees | 3.02 | 1.82 |
| 3. Bank / FIs Charges and Processing Fees | 2.1Z | 5.5Z |
| 4. Interest expense on foreign currency borrowings | 39.Z9 | 41.49 |
| 5. Professional Fees | 2.21 | 0.13 |
| Total | 47.36 | 49.20 |
ANNUAL RETURN:
In pursuance of Section 92(3) of the Act and the Rules made thereunder and amended from time to time, the Annual Return of the Company in prescribed Form MGT- Z is available on the website of the Company, i.e., www. homefirstindia.com.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
As your Company is a Housing Finance Company, the disclosure regarding particulars of loans given, guarantees given, security provided and investment made in the ordinary course of business is exempted under the provisions of Section 186 (11) of the Act.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:
Your Company has established adequate internal financial controls with reference to its financial statements, commensurate with its size, scale, and nature of operations. During the financial year under review, such controls were tested and no reportable material weakness in the design or operation was observed. In the opinion of the Auditors of the Company, there are adequate internal financial control procedures that are commensurate with the size of the Company.
MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:
Your Companys inclusive and diverse Board of Directors work to safeguard the interests of all stakeholders.
As on Mar26, your Company had 7 Directors comprising five (5) Independent Directors out of which two (2) are Women Directors, one (1) Nominee Director and one (1) Executive Director designated as Managing Director and CEO. The Chairman of the Board is an Independent Director.
Details of Board of Directors along with the Key Managerial Personnel as on Mar26 is mentioned below:
| Name | DIN/PAN | Designation |
| Mr. Deepak Satwalekar | 00009627 | Chairman and Independent Director |
| Ms. Geeta Dutta Goel | 02277155 | Independent Director |
| Mr. Anuj Srivastava | 09369327 | Independent Director |
| Ms. Sucharita Mukherjee | 02569078 | Independent Director |
| Mr. Sriram Hariharan* | 10156705 | Independent Director |
| Mr. Divya Sehgal | 01775308 | Nominee, Non-Executive Director |
| Mr. Manoj Viswanathan | 01741612 | Managing Director and Chief Executive Officer |
| Ms. Nutan Gaba Patwari | AGSPG3187G | Chief Financial Officer |
| Mr. Shreyans Bachhawat# | AJDPB9500E | Company Secretary, Compliance Officer and Head - Legal |
*Appointed as Non-Executive Independent Director w.e.f. June 26, 2025
#Designated and charged with additional responsibilities as Head - Legal w.e.f. November 04, 2025
All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Section 164(2) of the Act.
Appointment / Resignation of Directors:
During the financial year under review, Mr. Maninder Singh Juneja (DIN: 02680016) has tendered his resignation from the Board of the Company with effect from May 2, 2025 and Mr. Narendra Ostawal (DIN: 06530414) has tendered his resignation from the Board of the Company effective July 15, 2025.
Further, the Board by way of Circular resolution dated June 26, 2025 and on the recommendation of Nomination and
Remuneration Committee, approved the appointment of Mr. Sriram Hariharan (DIN: 10156705) as an Additional Non-Executive Independent Director of the Company with effect from June 26, 2025 and the said appointment was subsequently approved by the members through postal ballot on September 4, 2025.
Key Managerial Personnel (KMP):
During the financial year under review, there was no change in the Key Managerial Personnel of the Company. In terms of the Act, the following were the KMPs of the Company as on Mar26:
a. Mr. Manoj Viswanathan - Managing Director and Chief Executive Officer
b. Ms. Nutan Gaba Patwari - Chief Financial Officer
c. Mr. Shreyans Bachhawat - Company Secretary, Compliance Officer and Head - Legal
Declaration by Independent Directors:
The Board of Directors of your Company comprises five Independent Directors. All Independent Directors have submitted their declarations of independence in accordance with the provisions of Section 149(6) of the Companies Act, 2013 read with Regulation 16 of the SEBI Listing Regulations, confirming that they meet the criteria of independence, are not disqualified from continuing as Independent Directors, and have complied with the Code for Independent Directors as prescribed under Schedule IV to the Act.
The Board is of the opinion that the Independent Directors are persons of integrity and possess the requisite qualifications, expertise, experience, and proficiency. Further, in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors have confirmed that their names are registered in the data bank maintained by the Indian Institute of Corporate Affairs and that they have either successfully undertaken the online proficiency self-assessment test or are exempted therefrom.
Declaration of Fit & Proper Criteria:
All the Directors of the Company have given the declaration to the effect that they are Fit & Proper, to be appointed as Director, as per the criteria prescribed by RBI and IRDAI.
Director(s) Retiring by Rotation:
In terms of Section 152(6) of the Act read with the Articles of Association of the Company, not less than one-third of the total number of retiring directors should retire by rotation, at every Annual General Meeting. For the purpose of this section, the total number of directors to retire by rotation shall not include Independent Directors.
In accordance with provisions Section 152 of the Act, Mr. Divya Sehgal (DIN: 01775308), Nominee Director of the Company, being longest in the office, retires at the ensuing Annual General Meeting and has not offered himself for re-appointment and vacancy so caused shall not be filled up.
Performance Evaluation of the Board, Committees, and Individual Directors:
The Board of Directors recognizes that an effective Board evaluation process is a critical governance tool that enables the Board to assess its functioning, identify areas for improvement, and enhance overall effectiveness and accountability. In accordance with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations, the Company has put in place a structured framework for evaluation of the performance of the Board, its Committees and individual Directors.
The evaluation framework has been formulated by the Board in line with the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017, and covers, inter alia, the performance of the Board as a whole, the Committees of the Board, and individual Directors, including Independent Directors. The performance evaluation of the Committees includes the Audit Committee, Nomination and Remuneration Committee, CSR & ESG Committee, Stakeholders Relationship Committee, IT Strategy Committee and Risk Management Committee.
The Board carries out the evaluation of each Director and the Committees on parameters such as structure, composition, effectiveness, governance practices, quality of deliberations, and contribution to decision-making. The performance of Independent Directors is evaluated by the entire Board, excluding the Director being evaluated.
A separate meeting of the Independent Directors was convened on March 06, 2026 for FY26 without the presence of Non-Independent Directors or members of the management. At this meeting, the Independent Directors evaluated the performance of the NonIndependent Directors and the Board as a whole, including the effectiveness of the flow of information between the management and the Board, and also reviewed the performance of the Chairperson and the Committees of the Board, taking into account the views of Executive and Non-Executive Directors.
Corporate Governance Report:
Upholding the highest standards of corporate governance continues to be a core principle of the Companys operations. Your Company believes that corporate governance is more than just meeting regulatory requirements. It is about operating with accountability, and integrity, supported by strong internal controls, transparent and timely communication with all stakeholders.
Your Company believes that effective corporate governance is driven in an active, well-informed and independent Board. With a strong representation of Independent Directors on the Board, the Company is well-positioned to ensure balanced decision-making and enhanced governance practices.
A separate report on Corporate Governance, detailing the Companys compliance with the requirements of corporate governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is provided as Annexure III to this Report.
Your Company is compliant with all the applicable provisions of the Reserve Bank of India (Housing Finance Companies) Directions, 2025 issued by Reserve Bank of India read with Reserve Bank of India (Non-Banking Financial Companies - Governance) Directions, 2025.
A certificate from M/s. Aashish K. Bhatt & Associates, Practicing Company Secretaries, confirming compliance with the conditions of Corporate Governance as prescribed under the SEBI Listing Regulations is annexed to the Corporate Governance Report. Further, pursuant to Regulation 34(3) and Schedule V Para-C clause (10) (i) of the SEBI Listing Regulations, M/s. Aashish K. Bhatt & Associates have stated that for FY26, none of the Directors have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority and a certificate to that effect has been annexed to the corporate governance report and the Chief Executive Officer (CEO) and Chief Financial Officer (CFO) annual certification on financial statements and internal controls in terms of Regulation 17(8) of the SEBI LODR Regulations is also annexed to the Corporate governance report.
Internal Guidelines on Corporate Governance:
As on Mar26, your Company adhered to the Internal Guidelines on Corporate Governance adopted in accordance with Reserve Bank of India (Housing Finance Companies) Directions, 2025 issued by Reserve Bank of India read with Reserve Bank of India (Non-Banking Financial Companies - Governance) Directions, 2025, which inter-alia, defines and lays down the Corporate Governance practices of the Company towards its various stakeholders. The said policy is available on the website of the Company and can be accessed at Corporate Governance Policy.
Companys policy on Directors appointment and remuneration:
Your Company considers strong corporate governance to be fundamental to ensure ethical conduct and creating sustainable value for its stakeholders. The Nomination and Remuneration Committee has adopted a structured policy to identify suitable directors, define remuneration principles for directors, Key Managerial Personnel and employees, and carry out a systematic evaluation of the performance of the Board, its Committees, the Chairperson and individual Directors.
The governance framework of the Company emphasizes timely and accurate disclosure of information, enabling informed decision-making by stakeholders. The salient features of the policy are given in the Corporate Governance Report which forms part of Annual Report. The policy may be accessed on the Companys website at Nomination and Compensation policy.
Further as required under Reserve Bank of India (Housing Finance Companies) Directions, 2025 issued by Reserve Bank of India read with Reserve Bank of India (NonBanking Financial Companies - Governance) Directions, 2025, as amended from time to time, there were no pecuniary relationship or transactions of the nonexecutive directors with the Company except sitting fees and profit related commission paid to the Independent Directors.
Code of Conduct for directors and Senior Management Personnel
The Code of Conduct for Directors and Senior Management Personnel of the Company is in conformity with the requirements of the SEBI Listing Regulations and is placed on the website of the Company. All the Directors of the Company and Senior Management Personnel have affirmed compliance with Companys Code of Conduct for Directors and Senior Management during the financial year and a declaration to that effect, signed by the Managing Director & CEO of the Company is enclosed to this Annual Report.
Directors & Officers Insurance Policy
In accordance with the provisions of the Act and Regulation 25(10) of the SEBI Listing Regulations, the Company has an appropriate Directors and Officers Liability Insurance Policy which provides indemnity in respect of liabilities incurred as a result of their office. The policy is renewed every year. The coverage of the insurance extends to all directors of the Company including the Independent Directors.
Management Discussion and Analysis:
In accordance with the SEBI Listing Regulations and Master Directions issued by the Reserve Bank of India, the Management Discussion and Analysis Report (MD&A) forms part of this annual report.
Business Responsibility and Sustainability Reporting (BRSR):
In terms of Regulations 34(2)(f) of the SEBI Listing Regulations, the top 1000 listed entities, based on the market capitalization (calculated as on 31st March of every financial year) shall submit business responsibility and sustainability report for FY26 describing the initiatives taken by these listed entities from an environmental, social and governance perspective, in the format as specified by SEBI from time to time. Your Company being amongst top 1000 listed entities, have included the BRSR report. Further, being among the top 500 listed entities based on average market capitalization, the Company has also included the BRSR Core, which is a sub-set of the BRSR comprising a defined set of key performance indicators and metrics across nine ESG attributes as a part of the Annual Report as Annexure VII. In terms of SEBI Listing Regulations, your Company has obtained, BRSR Reasonable assurance on BRSR Core Indicators from M/s. SGS India Private Limited.
DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES:
Board and Committee Meetings:
During FY26, the Board of the Company met 6 times i.e. on April 08, 2025, May 01, 2025, May 30, 2025, July 25, 2025, November 04, 2025, and January 22, 2026. The schedule for these meetings were determined well in advance, following due consultation and concurrence of all Directors. The Decisions requiring immediate attention and matters of urgency were approved via circular resolutions, are subsequently presented to and duly noted at the next scheduled respective Committee meetings or Board meeting.
The details of meetings of the Board and its Committees held during the financial year under review are provided in the Corporate Governance Report of the Directors which forms a part of this report. The intervening gap between the two Board meetings was within the period prescribed under the Act.
There are six Board committees of the Company which under supervision of the Board perform the task as per their charter. The details of the committees as at Mar26 are:
| Name of Committee | Members (Designation) |
| 1. Audit Committee | Ms. Sucharita Mukherjee (Chairperson) |
| Ms. Geeta Dutta Goel (Member) | |
| Mr. Anuj Srivastava (Member) | |
| Mr. Sriram Hariharan (Member) | |
| 2. Nomination and Remuneration Committee | Ms. Geeta Dutta Goel (Chairperson) |
| Mr. Anuj Srivastava (Member) | |
| Mr. Sriram Hariharan (Member) | |
| 3. CSR and ESG Committee | Ms. Geeta Dutta Goel (Chairperson) |
| Ms. Sucharita Mukherjee (Member) | |
| Mr. Manoj Viswanathan (Member) | |
| 4. Stakeholders Relationship Committee | Ms. Sucharita Mukherjee (Chairperson) |
| Mr. Anuj Srivastava (Member) | |
| Mr. Manoj Viswanathan (Member) | |
| 5. Risk Management Committee | Mr. Sriram Hariharan (Chairperson) |
| Ms. Sucharita Mukherjee (Member) | |
| Ms. Geeta Dutta Goel (Member) | |
| Mr. Manoj Viswanathan (Member) | |
| Ms. Nutan Gaba Patwari (Member) | |
| Mr. Ajay Khetan (Member) | |
| Mr. Ashishkumar Darji (Member) | |
| 6. IT Strategy Committee | Mr. Anuj Srivastava (Chairperson) |
| Mr. Sriram Harirharan (Member) | |
| Mr. Manoj Viswanathan (Member) | |
| Mr. Ajay Khetan (Member) |
During the financial year under review, the Board, after deliberations, has accepted all the recommendations of Board Level Committees. A detailed report on all the committees including their terms of reference, number of times they met etc., is there in the corporate governance report which forms part of this report.
Whistle Blower Policy / Vigil Mechanism:
In accordance with the provisions of Section 177(9) of the Act and the rules made thereunder and Regulation
22 of the SEBI Listing Regulations, your Company has established Vigil mechanism and adopted a Whistleblower Policy under the surveillance of the Audit committee. Your Company has adopted a work culture which ensures the highest standards of professionalism, honesty, integrity, moral and ethical behavior.
The Policy may be accessed on the Companys website Whistleblower Policy
Corporate Social Responsibility (CSR):
Your Companys CSR initiatives are primarily focused with its four core focus areas, namely Skilling and Employment, Education and Development, Health Initiatives and Financial Literacy, in accordance with the CSR Policy approved by the Board. Also, during the year the Company undertook and supported employee-driven social responsibility programmes under the "Simply Social" initiative. The CSR Policy can be accessed at the website of the Company.
During the financial year under review, your Company was required to spend Rs 798.20 Lakhs as CSR contribution which is 2% of its average net profits (computed as per the relevant provisions of the Companies Act, 2013) of the preceding three years. The Company has spent an amount of Rs 804.49 Lakhs and the details of CSR Projects undertaken are enclosed herewith as Annexure IV. The projects undertaken by the Company are in accordance with Schedule VII of the Act read with the relevant rules and the CSR policy of the Company.
RISK MANAGEMENT FRAMEWORK: -
Your Company operates in a business environment that involves multiple risks, which may be influenced by changing economic and market conditions. Considering this, your Company places strong emphasis on identifying, assessing and managing risks in a timely and structured manner. Key risks faced by the Company include credit risk, market risk (such as interest rate and currency risk), liquidity risk, operational risk, Cyber security risk, Fraud Risk and Regulatory Risk and these are regularly monitored and reported to the RMC, enabling proactive decision-making.
Risk management is an integral part of the Companys day-to-day operations and long-term strategy. To support this, your Company has put in place a robust risk management framework, supported by clearly defined policies, processes and internal controls aimed at safeguarding business continuity and sustainability. The Risk Management Committee ("RMC") of the Board, comprising Directors and senior management with diverse experience, provides oversight of the Companys risk profile and governance practices.
The RMC is scheduled to meet once in every quarter and as and when required, to review existing and emerging risks. The Chief Risk Officer ("CRO") plays a central role in identifying, measuring and mitigating risks and engages with the RMC on a quarterly basis, including independent discussions without the presence of management, to ensure open and objective assessment of risks and mitigation strategies.
Your Company reviews and strengthens its systems, policies and processes to ensure they remain effective in managing evolving risks. Risk oversight and mitigation is further supported through various management-level committees, including the Asset Liability Management Committee, Credit Committee, IT Steering Committee, Grievance Redressal Committee, Information Security Committee and Identification Committee. The adoption of a Risk Based Internal Audit framework has also enhanced the overall risk control environment.
Your Companys risk management practices are aligned with the requirements of Regulation 21 of the SEBI Listing Regulations and applicable guidelines issued by the Reserve Bank of India. Comprehensive policies, including the Risk Management Policy, Stress Test Policy, Internal Capital Adequacy Assessment Process (ICAAP) Policy along with Risk Appetite Framework and an Early Warning Signal framework, guide the Companys approach to risk governance.
A detailed report on Risk Management is presented in the Management & Discussion Analysis report, which is part of this annual report.
AUDITORS AND REPORTS:
A. Statutory Auditors
Appointment of Auditors:
In terms of provisions of Section 139 of the Act, read with the Companies (Audit and Auditors) Rules, 2014 and RBI Guidelines for appointment of Statutory Auditor(s), M/s. B S R & Co. LLP ("Statutory Auditors"), Chartered Accountants, Firm registration no: 101248W/W- 100022, were appointed as the Statutory Auditors of the Company for a term of 3 years at the 15th Annual General Meeting held on June 20, 2024 till the conclusion of 18th Annual General Meeting of the Company to be held in the year 2027.
In accordance with the guidelines issued by the Reserve Bank of India vide Notification No. RBI/2021-22/25 dated April 27, 2021 ("RBI guidelines") on the appointment of Statutory Central Auditors (SCAs)/Statutory Auditors (SAs) of Commercial Banks (excluding RRBs), UCBs and NBFCs (including HFCs), the Company is required to appoint joint statutory auditors once its asset size exceeds Rs 15,000 Crs. As of Mar26, your Companys total Assets Size reached Rs 15,166.5 Crs. Consequently, your Company is now required to appoint joint statutory auditors to ensure regulatory compliance.
Further, pursuant to the RBI guidelines read with the companys policy on appointment of statutory auditors, the Board in accordance with the provisions of Section 139, 141 and 177 of the Companies Act 2013 (as amended or re-enacted from time to time) read with Rule 3 of the Companies (Audit and Auditors) Rules 2014 and Reserve Bank of India (RBI) Circular No. DoS. CO.ARG/SEC.01 /08.91.001 /2021 -22 dated 27 April 2021), subject to the approval of Shareholders, has approved the appointment of M/s. Batliboi & Purohit, Chartered Accountants (Firm Registration No.:101048W),as the Joint Statutory Auditors of the Company, subject to their continuity of fulfilment of the applicable eligibility norms each year, to hold office for a period of three consecutive years commencing from the conclusion of the 17th Annual General Meeting ("AGM") to be held in the year 2026 until the conclusion of the 20th AGM to be held in the year 2029, The Company has received a confirmation letter from M/s. Batliboi & Purohit that they are not disqualified and are eligible to hold the office as Auditors of the Company, if appointed.
Qualification/ Reservation/ Adverse remark / Disclaimer of Statutory Auditors on Financial Statements for FY26:
The Statutory Auditors have not made any adverse comments or given any qualification, reservation or adverse remarks or disclaimer in their Audit Report on the Financial Statements for FY26.
Reporting of Fraud:
During the financial year under review, your Company has reported 12 loan accounts amounting to Rs 2.71 Crs as fraud and informed the same to the Board, Audit Committee and the Statutory Auditors of the Company. Furthermore, the Company had made requisite filings with the National Housing Bank in this regard.
Internal Auditors:
In accordance with the RBI guidelines on Risk Based Internal Audit having circular Ref. No. DoS.CO. PPG. SEC/03/11.01.005/2021-22 dated June 11, 2021, the Company has appointed a Head of Internal Audit, as approved by the Nomination and Remuneration Committee and the Board, to plan and carry out risk- based internal audits across various functions and locations of the Company.
The Audit Committee regularly reviews the findings of internal audits and assesses the adequacy and effectiveness of the Companys internal control framework, while also ensuring that audit recommendations are implemented in a timely manner to strengthen operational efficiency and regulatory compliance.
Further, in accordance with Section 138 of the Act, your Company had appointed Auditors viz, M/s BDO India LLP to assist in conducting the internal audit of Head Office functions and M/s. P Chandrasekar LLP and M/s. Kirtane & Pandit LLP to assist in conducting the internal audit of Branch functions for FY26. These firms further support the Head of Internal Audit in the process of Risk Based Internal Audit.
During the financial year under review, the Internal Auditors have not submitted material qualifications, reservations or adverse remarks or disclaimers.
Secretarial Auditors:
In compliance with the provisions of Regulation 24A of SEBI Listing Regulations, the Board of Directors of the Company has approved the appointment of M/s. Aashish K. Bhatt & Associates, Practicing Company Secretaries (COP No.: 7023), as Secretarial Auditors of the Company for a term of 5 consecutive years starting from FY26. The said appointment was subsequently approved by the members of the Company at the Annual General Meeting held on June 25, 2025.
In accordance with Section 204 of the Act and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. Aashish K. Bhatt & Associates, Practicing Company Secretaries have carried out the secretarial audit of the Company for FY26. The Secretarial Audit Report in form MR-3, forms part of this Annual Report.
Annual Secretarial Compliance Report:
The Secretarial Auditors have not submitted any qualifications, reservations or adverse remarks or disclaimers The Secretarial Audit report has been annexed to this Report as Annexure V. Further, the Secretarial Auditors have not reported any instances of fraud in terms of Section 143 (12) of the Act.
As per Section 134(3)(f) of the Act, the Board states that during the financial year under review, there were no adverse comments or disqualifications made by the Secretarial Auditor of the Company, during the course of their audit.
Secretarial Standards:
During the financial year under review, your Company has complied with the applicable secretarial standards issued by the Institute of Company Secretaries of India.
Maintenance of Cost records:
The Company being a Housing Finance Company is not required to maintain cost records as prescribed under section 148(1) of the Act.
HUMAN RESOURCE:.
HomeFirsts greatest strength lies in its people. Your Company is committed to building a workplace where employees feel supported, valued and empowered to grow. In a highly competitive talent environment, HomeFirst continues to focus on attracting, developing and retaining talent by offering opportunities, a positive work culture and a clear sense of purpose.
Your Company follows a calibrated approach to talent acquisition, combining campus hiring programmes with leading management institutes and lateral hiring for specialized roles. This enables the Company to build a robust talent sourcing while maintaining the desired quality of hires. Further, internal mobility and career progression opportunities are actively encouraged to strengthen retention and build leadership depth within the organization.
Your Company regularly organizes various medical checkups for employees with a strong focus on preventive healthcare and overall well-being. In addition, multiple employee training programmes are thoughtfully designed and conducted on key areas such as ESG, IT related, POSH and the Code of Conduct, ensuring employees remain informed, compliant and well-equipped in their roles. These trainings are delivered through engaging and interactive formats, including games and activities, reflecting the collaborative and people-centric culture
Further, learning is enabled through a blend of online and classroom-based programmes, covering induction, functional training, leadership development and customised role-based programmes. Your Company actively engages with management institutes through campus recruitment programmes, offering young professionals structured on-the-job training and a clear growth path within the organisation.
Employee well-being remains a key priority at HomeFirst. Your Company fosters an inclusive and respectful workplace and is committed to being an equal opportunity employer, encouraging diversity across gender, age and backgrounds. To support the physical, emotional and financial well-being of its employees, the Company offers comprehensive health insurance coverage for employees and their immediate family members, along with term life and accidental insurance. Access to counselling services is also provided to help employees manage personal and professional challenges. By investing in its people and creating an environment that promotes learning, wellbeing and growth, HomeFirst continues to strengthen its culture and drive long-term organisational success.
Through its continued focus on disciplined talent management, capability building and employee wellbeing, the Company is strengthening its human capital base to support sustainable growth and long-term value creation.
As of Mar26, there were 1,855 employees working for the Company.
EMPLOYEE STOCK OPTION SCHEMES:
In terms of Regulation 14 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, the disclosures for FY26 with respect to all the ESOP Schemes have been provided on the website of the Company at www.homefirstindia.com.
Employee Remuneration:
In compliance with Section 197(12) of the Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the disclosures with respect to the remuneration of Directors, Key Managerial Personnel and employees of the Company have been provided in Annexure VI to this Boards Report. Further, statement containing details of employees as required in terms of Section 197 of the Act read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is available for inspection at the Registered Office of the Company during working hours for a period of 21 days before the date of the ensuing Annual General Meeting
In terms of the provisions of Section 136 of the Act read with the said Rule, the Directors Report is being sent to the shareholders excluding the annexure. A copy of the statement may be obtained by shareholders by writing to the Company Secretary at the Registered Office of the Company or at corporate@homefirstindia.com.
PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:
Your Company is committed to providing a safe, inclusive and respectful workplace where every employee is treated with dignity. It follows a zero-tolerance approach towards sexual harassment and has put in place a policy on the Prevention of Sexual Harassment at the workplace to prohibit, prevent and address any such incidents.
In line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company also has an Internal Complaints Committee to ensure a fair, confidential and timely redressal mechanism. To promote awareness and sensitivity, the POSH Policy has been hosted on the Companys website and communicated to all employees, reflecting the Companys commitment to maintaining a safe and respectful work environment.
The committee is responsible for conducting inquiries pertaining to complaints under the Act. Specialized training for ICC members is conducted every year and all the employees undergo POSH training module periodically. The Annual Report as required under Section 21 of the POSH Act read with Rule 14 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Rules, 2013 has been submitted to the District Officer
In compliance with the Act, the details of total complaints received and disposed of related to incidents are as follows:
| Number of complaints pending as on start of the Financial Year | 0 |
| Number of complaints filed during the Financial Year | 1 |
| Number of complaints disposed of during the Financial Year | 1 |
| Number of complaints pending as on end of the Financial Year. | 0 |
REGULATORY COMPLIANCE:
Your Company has duly complied with the Companies Act, 2013, the Reserve Bank of India (Housing Finance Companies) Directions, 2025, Scale Based Regulations, SEBI (Listing and Obligations of Disclosure Requirements) Regulations, 2015, IRDAI (Registration of Corporate Agent) Regulations 2015 and other guidelines, circulars and directions issued by, RBI, SEBI and IRDAI,MCA from time to time. Your Company has adopted all the Policies as recommended by regulatory authorities from time to time.
Your Company also has been following directions / guidelines / circulars issued by Accounting Standards, Income Tax Act, 1961 and Ministry of Corporate Affairs from time to time, as applicable to the Company.
OTHER DISCLOSURES:
Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:
DETAILS OF NON-COMPLIANCE BY THE COMPANY, PENALTIES, AND RESTRICTIONS IMPOSED ON THE COMPANY BY THE STOCK EXCHANGES OR SEBI OR ANY STATUTORY AUTHORITY, ON ANY MATTER RELATED TO CAPITAL MARKETS, DURING THE LAST THREE FINANCIAL YEARS
BSE Limited had imposed a penalty of Rs 4,720/- (Rupees Four Thousand Seven Hundred and Twenty only, inclusive of GST) on the Company under SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, for delay in submission of the Annual Report for FY25 as required under Regulation 34 of the SEBI Listing Regulations. The delay occurred due to a technical glitch at the BSE Listing Centre Portal, as a result of which the Annual Report could not be filed on the due date i.e. June 02, 2025. Upon resolution of the technical issue on June 04, 2025, the Company filed the Annual Report on the same day. The Company has duly remitted the requisite fine to the Stock Exchange within the stipulated timeline.
Apart from above, there has been no instance of noncompliance by the Company, neither any penalty and nor any restriction was imposed on the Company by the Stock Exchange or SEBI or any other statutory authority, on any matter related to capital markets, during the Financial Year 2025-26 and last three Financial Years.
DISCLOSURE OF SIGNIFICANT AND MATERIAL ORDER(S) PASSED BY REGULATORS OR COURTS OR TRIBUNAL:
During the financial year under review, there were no significant and material order(s) passed by the Regulators / Courts/ Tribunal which would impact the going concern status of the Company and its future operations.
DIRECTORS RESPONSIBILITY STATEMENT:
In terms of Section 134(5) of the Act, in relation to the audited financial statements of the Company for the year ended March 31, 2026, the Board of Directors hereby confirm that:
a. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
b. the directors have selected such accounting policies and applied them consistently and the Directors made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the Company as at Mar26, and of the profit of the Company for the year;
c. the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this 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 of the Company 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;
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.
DISCLOSURE UNDER SECTION 43(a)(ii) OF THE ACT:
Your Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
DISCLOSURE UNDER SECTION 54(1)(d) OF THE ACT:
Your Company has not issued any sweat equity shares during the financial year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
DISCLOSURE UNDER SECTION 67(3) OF THE ACT:
During the financial year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme hence no information pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.
DISCLOSURE UNDER RULE 8 OF THE COMPANIES (ACCOUNTS) RULES, 2014:
During the financial year under review, your Company has not made any application nor any proceedings are pending under the Insolvency and Bankruptcy Code, 2016. Further, there were no instances of one-time settlement for any loans taken from the Banks or Financial Institutions.
DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
Not applicable during reporting period.
COMPLIANCE WITH THE PROVISIONS MATERNITY BENEFIT ACT, 1961
In compliance with the provisions of the Maternity Benefit Act, 1961, as amended, the Board confirms that your Company has fully adhered to all applicable maternity- related legal and regulatory requirements during the year under review. Your Company has implemented employee-friendly HR policies that support diversity, equity and inclusion by extending maternity leave and statutory benefits to eligible women employees, ensuring access to medical bonus, nursing breaks and return-to- work support. These practices reflect the Companys commitment to providing a safe, supportive and nondiscriminatory work environment. The Companys HR policies are reviewed periodically to remain aligned with evolving regulations and to continuously strengthen employee welfare, particularly for women during and after maternity.
ACKNOWLEDGEMENT AND APPRECIATION:
The Board of Directors sincerely acknowledges and appreciates the continued support, guidance and cooperation extended by all stakeholders of the Company, including the Government of India, the Reserve Bank of India, National Housing Bank, Ministry of Corporate Affairs, Securities and Exchange Board of India, the Insurance Regulatory and Development Authority of India, Stock Exchanges and other regulatory authorities, as well as the Companys bankers, lenders, financial institutions, members, credit rating agencies and customers. Their continued trust and confidence have been integral to the Companys progress. The Board also places on record its sincere appreciation for the dedication, commitment and collective efforts of the management team and employees, whose hard work and professionalism have contributed significantly to your Companys strong performance during the year.
The Board would like to thank all the stakeholders as well as the communities we operate in who have reposed their trust in us and supported us in our journey.
| For and on behalf of the Board of Directors |
| Sd/- |
| Deepak Satwalekar |
| Chairman & Independent Director |
| DIN:00009627 |
| Date: May 06, 2026 |
| Place: Mumbai |
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