Religare Enterprises Ltd Management Discussions

<dhhead>Management Discussion and Analysis </dhhead>

Global Economy

The global economy remained resilient through much of 2025, supported by moderating inflation, easing financial conditions and sustained consumer spending across major economies. Global growth remained broadly steady despite persistent trade and geopolitical uncertainties, with continued investment in technology and services providing support to economic activity. However, the global outlook became increasingly uneven, as the year progressed, with differences in policy space, trade exposures and sensitivity to commodity prices shaping the pace of recovery across economies.

During the second half of 2025, heightened trade tensions and protectionist measures, including higher tariffs by major economies, weighed on business confidence and cross-border investment, while continued realignment of global supply chains contributed to increased volatility across financial markets. Although, inflationary pressures had moderated across several economies, the pace of disinflation became less uniform, limiting the scope for an accelerated easing of monetary policy.

The global environment became more challenging in early 2026 as geopolitical tensions in the Middle East and the resulting disruption in energy markets led to renewed volatility in crude oil prices and inflation expectations. The IMFs outlook projects global growth at 3.0% in 2026 and 3.4% in 2027, while noting that the energy shocks from the conflict is being partly offset by continued technology-led investment. Financial institutions prioritised prudent risk management, capital discipline and liquidity amid heightened uncertainties.

Indian Economy

India continued to be among the worlds fastest growing major economies during FY25-26, demonstrating resilience amid an increasingly uncertain global environment. Real GDP growth accelerated to 7.7%, supported by robust domestic consumption, sustained capital expenditure, healthy private investment and resilient services sector activity. The moderation in inflation and supportive macroeconomic policies further strengthened domestic economic conditions and provided favourable backdrop for investment and consumption.

Inflation moderated significantly during the year, with headline Consumer Price Index (CPI) inflation averaging around 4% and easing to 1.7% during the second half of calendar year. As price pressures receded, the Reserve Bank of India maintained a balanced monetary policy stance and kept the repo rate unchanged at 5.25%, supporting financial stability while ensuring adequate liquidity for productive sectors of the economy. Fiscal discipline also remained a priority, with the Government adhering to its fiscal consolidation roadmap and achieving a fiscal deficit of 4.4% of GDP, while sustaining capital expenditure of H11.21 Lakh Crore to strengthen infrastructure and long term economic competitiveness.

Domestic demand remained the principal driver of growth, supported by improving rural conditions, moderating inflation, government-led infrastructure spending and sustained urban consumption. Manufacturing activities continued to benefit from policy initiatives and investments, while the service sector remained a major contributor to economic activity, supported by technology-enabled services and Global Capabilities Centres. The strength of domestic fundamentals was also reflected in the financial sector, with continued growth in bank credit, improving asset quality and resilient capital and liquidity positions. These conditions provided a supportive operating environment for financial institutions, evolving global trade dynamics, geopolitical uncertainties and commodity - price volatility continued to warrant a calibrated approach to risk management, capital allocation and portfolio quality.

Industry Overview

The Non-Banking Financial Company sector continued to remain an important pillar of Indias Financial system, supporting credit growth across retail, MSME, vehicle finance, housing, consumer and other underserved segments. During FY25-26, the sector witnessed healthy credit growth, supported by resilient domestic economic activity, increasing formalisation and sustained demand for retail and business credit. The easing interest rate environment and improving liquidity conditions also supported funding costs, while lenders remained focused on prudent underwriting and asset quality, particularly across unsecured consumer credit and microfinance.

The sector continued to witness increasing adoption of technology, data analytics and digital lending platform, enabling NBFCs to improve customer acquisition, credit assessment, collections and operating efficiency. At the same time, competition from banks, fin-techs remained intense, increasing the focus on differentiated products, diversified funding, strong capitalisation and risk-adjusted returns.

Going forward, the outlook for the NBFC sector remains positive supported by Indias structural credit demand, rising consumption, financial inclusion and continued economic formalisation with sustainable growth dependent on maintaining asset quality, managing funding costs, leveraging technology and adhering to regulatory requirements.

Health Insurance Business

Indias insurance sector has witnessed significant growth driven by increased awareness, favourable regulatory changes and greater participation from the private sector. Health insurance continued to maintain stronghold as the largest segment in Indias non-life insurance industry in FY26, with 44.3% share versus 41.4% in FY25. The health insurance segment grew 16.7% to about H1.5 Lakh Crore, outpacing the overall non-life industry growth of 9.3% which stood at nearly H3.4 Lakh Crore during the year. Standalone health insurers contributed 30.8% of the total health insurance premium, underwriting H45,866 Crore.

Health insurance reported the fastest growth among major non-life segments, primarily driven by strong traction in retail health policies following the GST rate reduction. Of the total health insurance premium, retail health insurance grew 19.9% to H56,696 Crore, while group insurance rose 12.9% to H68,641 Crore. Retail health insurance has maintained strong momentum, with average growth in the range of 30-32% after the government exempted individual health policies, including family floaters and senior citizen covers, from GST, effective September 22, 2025. Resultantly, the share of retail in total health premiums increased to 38.1% from 37.1% in FY25, while group health insurances contribution declined to 46.1% from 47.7% a year ago.

Indias insurance sector has deepened significantly in size and financial strength.

Financial Service Business Retail Broking

Indias equity markets witnessed a mixed operating environment in FY26, with heightened market volatility and weaker equity market performance impacting trading activity and investor sentiment. The Sensex and Nifty declines 7.1% and 5.1% respectively during the year, amid geopolitical uncertainties, foreign portfolio outflows and concerns around the global trade and tariffs. FPIs recorded net equity outflows of approximately $20.9 Billion during the year, while DIIs remained key source of market support with record purchases of around H8.5 Lakh Crore.

Despite the challenging market environment, retail participation continued to deepen, supported by digital adoption, financialisation of household savings and greater investor awareness. Approximately 3.2 crore new active demat accounts were added during the financial year, taking the total to over 22.5 crore, although additions moderated from 4.1 crore in FY25. The primary market remained strong, with 112 IPOs raising approximately H1.8 Lakh Crore, although average listing gains moderated to 8% from 30% in the previous year. Average daily turnover in the cash segment declined 6% to H1.13 Lakh Crore while equity derivatives activity remained stable.

The industry in increasingly transitioning from a traditional transaction-led broking model towards technology-enabled, diversified financial platforms, with brokers expanding into margin funding, wealth management, mutual fund distribution and other investment products. At the same time, regulatory measures aimed at curbing excessive retail participation in derivatives have influenced trading behaviour; options contract volumes declined materially in FY26 following tighter regulatory measures. Going forward, sustained retail participation, increasing penetration of digital investing and financialisation of savings are expected to support long-term growth of the sector, while competitive pricing, regulatory compliance, technology investments and the ability to diversify revenue streams beyond transaction based broking will remain key differentiator.

MSME Lending

The MSME sector continues to be a key contributor to Indias economic growth, employment and exports supported by increasing formalisation, digitalisation and improving access to institutional credit. The MSME credit ecosystem continued to expand during the financial year, with outstanding commercial credit balances reaching H65.8 lakh Crore at March 2026, while entities with aggregate exposure above H10 Lakh recorded healthy growth. New-to-credit (NTC) originations, however moderated, with their share declining from 52% in FY23 to 42% in FY26, indicating increasing penetration of formal credit among established borrowers.

NBFCs continue to play an important role in addressing the financing needs of MSMEs through customised products, faster credit assessment and wider reach, particularly in underserved segments. Growth is expected to remain healthy across secured MSME and loan-against-property segments, although lenders are maintaining a calibrated approach towards smaller-ticket and unsecured business loans amid elevated borrower leverages and emerging delinquencies. The outlook for MSME lending remains positive, supported by sustained credit demand and policy initiatives, while asset quality, prudent underwriting, technology-led credit assessment and effective collections will remain key to achieving sustainable growth.

Housing Finance

The affordable housing finance sector continues to play an important role in expanding home ownerships and financial inclusion, particularly among low and middle income household. Rising incomes, increasing urbanisation, nuclearisation of families and greater formalisation of the economy are supporting the demand for affordable housing. Despite the expansion of formal credit, a significant segment of self-employed and informal income borrowers, particularly in Tier II, Tier III and semi urban markets, remain underserved by the traditional lenders, creating structural opportunity for specialised affordable housing finance companies.

The sector continued to witness healthy growth, supported by sustained end-user demand, improving affordability and increasing penetration of formal housing credit. Affordable housing finance companies are increasingly focused on smaller ticket home loan and loans against property, supported by extensive distribution networks and technology enabled underwriting and collections. The segment is also benefiting from policy support, including the expansion of housing loans eligible under Priority Sector Lending Framework. However, lenders continue to remain focused on prudent underwriting and asset quality, particularly given the self-employed and informal income profile of a significant portion of the borrower base.

Going forward, the outlook for affordable housing finance remains positive, supported by Indias growing housing requirements, urbanisation and increasing demand from smaller cities. The continued shift towards formal credit, improving digital infrastructure and greater financial inclusion is expected to further expand the addressable market. For lenders, sustainable growth will depend on maintaining asset quality, efficient cost structures, diversified funding sources and strong customer acquisition and servicing capabilities, while maintaining growth with risk-adjusted returns.

Business Overview About REL

Religare Enterprises Limited ("REL" or "the Company"), a Core Investment Company (CIC), is a leading diversified financial services group offering an integrated suite of Financial Services and Health Insurance through its underlying subsidiaries and operating entities. It is registered with the Reserve Bank of India (RBI).

Key Strategic Initiatives • Preferential Issue

During FY26, the Company achieved a significant milestone in strengthening its capital base through the implementation of preferential issue of convertible warrants approved by the shareholders in the Extraordinary General Meeting held on August 08, 2025. The issue, aggregating up to H1,500 Crore through issuance of 6,38,29,782 convertible warrants at an issue price of H235 per warrant, was undertaken to strengthen the Companys capital base and support strategic investment across its businesses.

The preferential issue reflects the continued confidence of the Promoter Group and other investors in the long-term prospects of the Company and reinforces the Companys commitment to creating sustainable value for stakeholders.

• Scheme of Arrangement

The Board of Directors of Religare Enterprises Limited ("REL") and Religare Finvest Limited ("RFL") at their respective meetings held on February 14, 2026 approved a Scheme of Arrangement for the demerger of RELs financial services business, comprising lending activities, broking activities, investment activities and related support services into RFL, while REL will continue to hold its investment in Care Health Insurance Limited and other businesses constituting the remaining businesses.

The proposed demerger is intended to streamline the Groups businesses into focused entities, enable separate listing of RFL, facilitate focused management attention and sector-specific talent allocation and establish business- specific risk management and compliance frameworks.

As a consideration, RFL will issue one fully paid up equity share having a face value of 110 each for one fully paid up equity share of 110 each of the Company. Upon the Scheme becoming effective and issue of the said consideration, the equity shares of RFL will be listed on BSE Limited (" BSE") and National Stock Exchange of India Limited (" NSE").

The Scheme is subject to requisite approvals from shareholders, creditors of REL and RFL, Securities and Exchange Board of India, Reserve Bank of India, jurisdictional National Company Law Tribunal and other applicable regulatory authorities.

I n this regard, the Company received observation letters, with "no objection" from NSE and "no adverse observations" from BSE, respectively. Further, RBI, vide its letter dated August 6, 2026 and August 7, 2026, conveyed that the application submitted by the Company and RFL seeking no-objection/prior approval could not be acceded to. A similar communication dated has also been received by RFL. REL and RFL are evaluating the said communications and engaging with the RBI to provide such further clarifications as may be required by the RBI in this regard.

Key Subsidiaries and Their Operational Performance

Care Health Insurance Limited

Care Health Insurance Limited (CHIL), in which REL holds a 63.35% stake, is Indias second largest Stand Alone Health Insurance Company (SAHI) with a 22% market share among SAHIs. With a strong network of 277 branches, 4,10,000+ agents, ~22,040 hospital tie-ups across 1,455+ network locations, CHIL commands a premium position in the SAHI market. CHIL operates across three segments - personal accident insurance, health insurance and travel insurance. CHIL offers a diverse product portfolio of over 44 products, including group, travel, fixed benefit and indemnity categories, catering to various customer needs. Employing a multi-channel distribution strategy through agencies, brokers, corporate agents, online platforms and bancassurance, CHIL primarily focuses on retail and SME customers. It continues to invest in digital solutions for its customers, partners and employees.

Operational Performance

During FY26, CHIL garnered a Gross Written Premium of H10,416.45¹ Crore, representing 22% growth over FY25, with a combined ratio of 106.74%¹. CHIL reported a Profit Before Tax of H17.81¹ Crore, a Profit After Tax of H12.16¹ Crore, and an underwriting loss of H664.46 Crore for FY26. As of March 31, 2026, CHIL had a net worth of H2,666.09 Crore. During FY26, the Company raised capital of H322.73 Crore through ESOPs & rights issue and also raised H100 Crore through nonconvertible debentures. Post March 31, 2026, the Company raised capital of H151.08 Crore through ESOPs & rights issue and also raised H200 Crore through non-convertible debentures. This capital infusion enabled CHIL to invest in distribution, technology, servicing opportunities and maintaining healthy solvency margins.

Opportunities

The Indian health insurance market is growing, registering a market size of H1,48,748.20 Crore in FY26, an increase of 16.71% from the previous year. Among health insurance service providers in India, public sector institutions hold a market share of 35.04%, private insurers have a 34.13% market share, and SAHI accounts for 30.83% of the market. However, in terms of retail GDP, SAHI held the largest share at 59.05% in FY26. Having invested in people, processes, alliances, technology, and customer service, CHIL is well-positioned to serve and grow within the structural growth narrative of the insurance sector in India, particularly in the health Insurance sector.

Threats

The continuous rise in healthcare costs is pressuring the health insurance business. Higher costs for medicines, advanced treatments, surgeries and hospital services are increasing medical inflation and average claim costs, which affects profitability. The impact may be greater during pandemics, epidemics and major disasters due to a sudden rise in hospitalisations and claims. The health insurance sector is becoming increasingly competitive due to the entry of new players, including SAHIs, general insurers and technology-driven insurtech platforms looking to expand quickly, which increases competitive pressure on existing insurers. At the same time, the growing use of digital platforms and the handling of sensitive personal, medical and financial data increase the risk of cyberattacks, ransomware and data breaches.

Religare Broking Limited

Religare Broking Limited (RBL), a wholly owned subsidiary of REL, undertakes the Groups retail broking business offering equity, commodity and currency broking, depository and ancillary services. RBL is also registered with AMFI for mutual fund distribution, with the Insurance Regulatory Authority of India (IRDA) as a corporate agent for the sale of insurance policies and with the Pension Fund Regulatory and Development Authority (PFRDA) to act as Point of Presence (PoP) to register the applicants under National Pension Scheme. RBL is also registered with SEBI to act as a Registrar to an Issue and Share Transfer Agent.

With a pan India presence across 400+ towns and cities and over 1,200 points of presence, RBL serves more than 1 million unique customers through its branch, digital and franchise network. RBL provides multi-platform options for trading such as Branch, Web, Mobile App, Call & Trade to enhance customer convenience and ease.

Through its subsidiary RDSL, the business also provides government, financial inclusion and citizen e-services through a network of over 63,000 franchisees.

As part of RELs preferential issue, H200 Crore has been earmarked for RBL to support the expansion of its broking business. The proposed investment is expected to strengthen RBLs capital position and provide financial flexibility to pursue growth opportunities across its retail broking, wealth distribution and related businesses.

Operational Performance

In FY26, the broking business delivered resilient performance amid evolving market dynamics and regulatory changes. RBLs Average Daily Turnover (ADTO) increased by 7% year-on-year to H10,649.15 Crore compared with H9,996.24 Crore in FY25. However, cash market activity moderated, resulting in a 21% decline in cash ADTO to H166.97 Crore from H186.94 Crore in FY25.

To support the growing demand for Margin Trade Financing (MTF), RBL strengthened its funding capabilities during the year by securing sanctioned borrowing limits aggregating H125.00 Crore from various financial institutions. This enabled a significant expansion of the MTF portfolio, with the client MTF book increasing by 73% to H195.92 Crore as on March 31, 2026, from H113.26 Crore as on March 31, 2025. The expansion of client debit book supported growth in allied income streams, with interest income increasing 19% year-on-year to H63.45 Crore, primarily driven by a 17% growth in the average client debit book.

On a consolidated basis, RBL and its subsidiaries reported total revenue of H373.36 Crore in FY26, compared with H382.69 Crore in FY25. Profit After Tax, including other comprehensive income stood at H22.06 Crore in FY26, compared with H30.10 Crore in FY25. The decline was primarily attributable to cyclical pressures in the broking business and a one-time financial impact arising from the implementation of the New Labour Code.

Opportunities

The retail broking industry continues to present significant growth opportunities, supported by rising retail investor participation and increasing adoption of mobile trading platforms, particularly in Tier 2 and Tier 3 cities. Broking firms are also diversifying their service offerings through wealth management, PMS, mutual funds and financial advisory services, enabling deeper client relationships and reducing reliance on traditional brokerage income. Regulatory reforms by SEBI are further strengthening transparency, investor confidence and governance standards, benefiting organised players with robust compliance frameworks. In parallel, advancements in AI, analytics and automation are enhancing personalised advisory trading efficiency, and operational scalability, while enabling improved client engagement and cost efficiencies across digital platforms.

Threats

The retail broking industry continues to face intensifying competition from fintech-led platforms, placing pressure on brokerage margins and requiring traditional players to continuously enhance their offerings and customer experience. The business remains sensitive to market cycles, with prolonged volatility or corrections potentially impacting trading volumes and client activity. Further, increasing digitalisation heightens technology and cybersecurity risks, including data breaches, which could adversely affect operational continuity, reputation and client trust.

Religare Finvest Limited

Religare Finvest Limited (RFL) a wholly-owned subsidiary of REL is registered with RBI as a Category B (not accepting public deposits) Non-Banking Financial Company-Investment and Credit Company- Middle Layer (NBFC-ICC-ML) under scale base regulation 2023.

As on March 31, 2026, RFL had over 127 employees and 7 branches (including 3 offices) present across India. During the year, RBI removed the Corrective Action Plan (CAP) imposed on RFL, enabling it to recommence business operations.

Rebuilding with Purpose

Religare Finvest Limited has entered a renewed phase of growth following the completion of its one-time settlement with all lenders and NCD holders in FY24, which rendered the Company debt-free. In FY26, the Company strengthened its governance and institutional framework, with enhanced Board oversight, a strengthened senior management and reinforced risk management, compliance and internal control mechanism. Further, pursuant to the corrective measures undertaken in line with regulatory requirements, the RBI withdrew the restriction imposed under the Corrective Action Plan (CAP) with immediate effect in July 2025. The fraud classification of RFLs account by all 18 lenders was also subsequently removed from the RBIs Central Fraud Registry.

Going forward, RFL will focus on building a scalable and diversified lending franchise underpinned by disciplined underwriting, prudent risk management and customer-centric service delivery. The Company intends to leverage technology and digital capabilities to improve customer journeys, enhance operational efficiency, strengthen credit decision-making and enable effective portfolio monitoring. With strengthened governance, an experienced leadership team and a clear strategic roadmap, RFL aims to pursue sustainable and responsible growth while maintaining financial discipline, operational resilience and long-term value creation.

A Calibrated, Multi-Segment Market Re-Entry

RFLs growth strategy is centred on a disciplined and phased re-entry into the lending market, with a focus on carefully selected customer segments rather than concentration in a single product category. The Company intends to build a diversified lending portfolio across customer profiles, collateral types and income segments, enabling better risk diversification and resilience across credit cycles.

In the initial phase of re-entry, the focus will remain on establishing robust processes, systems and risk controls with portfolio quality and operational stability taking precedence over rapid volume expansion. As the Company demonstrates consistent asset quality and operational performance within defined risk parameters, origination will be progressively scaled in a structured manner. This calibrated approach is expected

to provide sustainable foundation for building resilient and scalable NBFC franchise.

Opportunities

RFLs re-entry into the lending market presents opportunities across multiple segments, supported by Indias evolving digital financial infrastructure and increasing adoption of data-led lending. Account Aggregator frameworks, digital documentation, GST and digital payment data and advanced analytics can enable faster and more informed credit assessment, customer on boarding, fraud detection and portfolio monitoring. Co-lending partnerships with banks can further support portfolio expansion and efficient capital utilisation, while enabling greater reach across underbanked segments. In parallel, advancements in Artificial Intelligence (AI), machine learning, automation and digital lending platforms can improve operational efficiency, strengthen underwriting and collections, enhance customer experience and support scalable growth. Together, these trends provide RFL with the opportunity to build a technology-enabled, multi segment lending franchise with a focus on prudent underwriting, asset quality and sustainable long-term growth.

Threats

RFLs lending business remains exposed to asset quality risks arising from macroeconomic uncertainties, inflationary pressures and fluctuation in borrower cash flows, particularly across retail and MSME segments. Any deterioration in economic conditions could lead to higher delinquencies, increased provisioning and pressure on profitability and capital adequacy, underscoring the importance of prudent underwriting, portfolio diversification and proactive monitoring. The Company also faces intensifying competition from Small Finance Banks, fintechs and digital lending platforms requiring continued focus on service quality, innovation and competitive pricing while maintaining disciplined credit standards. Increasing digitalisation further heightens cybersecurity and technology risks, including data breaches and operation disruptions, necessitating robust data protection, cybersecurity and business continuity frameworks. In addition, access to diversified and cost-effective funding remains critical to support portfolio growth and refinancing requirements, particularly during periods of tighter credit conditions or reduced investor confidence. Rapid technological change also requires continuous investment in digital capabilities, technological infrastructure and employee upskilling to remain competitive and enhance operational efficiency.

Religare Housing Development Finance Corporation Limited

Religare Housing Development Finance Corporation Limited (RHDFCL) is an affordable housing finance company focused on LIG, and MIG segments, with RFL holding an 87.5% stake and the balance held by Maharishi Housing Development Trust. RHDFCL is a non-public deposit-taking Housing Finance Company (HFC) registered with the National Housing Bank (NH B) under Section 29A of the National Housing Bank Act, 1987. It caters to the underserved and low- to-mid-income customers across urban and semi-urban India, offering financing for home purchase, construction and home improvement.

RHDFCL continues to focus on its core retail lending business while strategically reducing exposure to non-core and non-retail segments, resulting in a more granular and stable portfolio. The Company remains focused on expanding its affordable housing portfolio while maintaining prudent credit and risk management standards. Customer centricity remains a key pillar of its business strategy, supported by robust credit assessment processes and a disciplined approach to sustainable growth.

RHDFCL has a well-capitalised balance sheet with no reliance on external borrowings currently. REL has stated its intent to support RHDFCLs growth and strengthen its financial capability by way of additional capital. This strategic support is expected to help secure lending lines, optimise balance sheet leverage and accelerate franchise growth, while maintaining a disciplined approach towards risk management.

Operational Performance

As of March 31, 2026, RHDFCL maintained a Capital to Risk (weighted) Adequacy Ratio of 130%, suggesting a well-capitalised and strong regulatory capital base. The Asset Under Management (AUM) of RHDFCL was approximately H243.22 Crore. The average ticket size for home loans extended by RHDFCL was ~H12 Lakh, with all residential backed collateral loans.

For the current financial year, the Gross NPA and Net NPA ratios were 3.5% and 2.5% of the loan book, respectively. RHDFCL reported a Total Income of H30.26 crore and a Loss After Tax of H18.45 Crore.

During the year, RHDFCL served ~3,100+ customers across 8 Indian states through 15 branches. Customer mix remained stable, with salaried customers accounting for 43% of the customer base, supported by a balanced geographic mix. Housing loans constituted 66% of the portfolio, with the balance comprising Loans Against Property (LAP).

Opportunities

The long-term outlook for the housing finance sector remains favourable. Increasing urbanisation, rising household incomes, growth in nuclear families, improved financial inclusion and expanding mortgage penetration continue to support demand for housing finance. Affordable housing remains a structurally attractive segment driven by significant housing shortages in economically weaker and lower-income categories.

The increasing use of digital platforms, data-driven credit assessment and alternative underwriting models provides opportunities to serve previously underserved customer segments more efficiently. The growing participation of women customers and first-time homebuyers is also expanding the addressable market for housing finance providers.

Threats

The affordable housing industry continues to face challenges arising from fluctuations in interest rates, inflationary pressures, evolving regulatory requirements and increasing competitive intensity. Aggressive participation by banks and larger financial institutions in the affordable housing segment may exert pressure on yields and market share.

Property price inflation, regional economic volatility and borrower affordability concerns could impact demand in certain markets. Additionally, increasing dependence on technology exposes financial institutions to cyber security and data privacy risks, necessitating continuous investments in technology and risk management infrastructure.

Financial Performance

Highlights of standalone and consolidated financial performance of REL in FY26.

Particulars	FY25		FY26
	Standalone	Consolidated	Standalone	Consolidated
Total Income	41.82	7,405.47	16.44	8,493.84
Total Expenditure	82.93	7,162.17	50.35	8,406.57
Profit Before Tax	(41.11)	243.30	(33.91)	87.26
Exceptional Items	-	-	-	-
Profit/(Loss) Before Tax After exceptional items	(41.11)	243.30	(33.91)	87.26
Share in Profit/(Loss) of Joint Ventures	-	-	-	-
Profit/(Loss) Before Tax	(41.11)	243.30	(33.91)	87.26
Income Tax Expense/(Credit)	(3.57)	60.54	(0.11)	14.09
Profit/(Loss) After Tax	(37.54)	182.75	(33.79)	73.16
Other Comprehensive Income	(0.54)	67.87	(0.0041)	(109.58)
Total Comprehensive Income for the Period	(38.09)	250.62	(33.79)	(36.41)
Less: Share of Non-Controlling Interest	-	84.13	-	(62.13)
Total Comprehensive Income/(Loss) / (After Tax & Non-Controlling Interest)	(38.09)	166.48	(33.79)	25.71

Segment-Wise Performance (Consolidated)

The Companys income from operations comprises income from lending activities, insurance premiums, broking operations, interest from fixed deposits with banks, income from non-current investments, income from current investments, interest from delayed payments, profit on assignment of loans, income from advisory services, investment management and advisory fees and income from arbitrage and trading of securities and derivatives.

		(H Crore)
Particulars	Amount	% of Total Income
Income from Lending Activities	108.19	1.27%
Interest Income on Fixed Deposits with Banks	55.47	0.65%
Interest Income/Charges on Delayed Payments	63.45	0.75%
Income from Investments	686.44	8.08%
Commission Income	8.54	0.10%
Income from Broking Operations	227.70	2.68%
Net Income from Insurance Premium	7,252.70	85.39%
Other Business Income	56.88	0.67%
Total Revenue from Operations	8,459.36	99.59%
Other Income	34.48	0.41%
Total Income	8,493.84	100%

Key Ratios (Consolidated)

	(H Crore)
Particulars	FY26
Total Income	8,493.84
EBITDA	170.14
EBITDA Margin %	2.00%
PBT	87.26
PBT Margin %	1.03%
PAT	73.16
PAT Margin %	0.86%
Current Ratio	0.36
Debt Equity Ratio	0.10
Return on Net Worth	1.89%

Risk Management

Risk Management & Internal Control Systems and Their Adequacy

Risk Governance is an essential aspect of the strategy of the Company intended at identification, assessment and mitigation of the potential risks that could affect the Companys operations, financial performance, sustainability and reputation. The Board of Directors of the Company are responsible for ensuring oversight of the risk management policies & procedures and has constituted a Group Risk Management Committee (GRMC), which is ultimately responsible to frame, implement, monitor and periodically review the effectiveness of the risk management plan and make appropriate modifications as and when necessary. GRMCs role has been aligned to requirements of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, RBI Master Directions for Core Investment Companies and other applicable regulatory requirements. Process has been laid down to periodically apprise the GRMC about prevalent risks and corrective plans adopted by the respective group entities to mitigate the identified risks.

The Company is registered as a Core Investment Company. As an investment holding company, the management function includes oversight of risk function prevalent to the Company and its key operating subsidiaries. The Company has a comprehensive Risk Management framework and overarching Risk Management Policy, which has been adopted by each of the key operating subsidiaries while formulating their Risk Management Policy. Key risks applicable to the Company are identified in the Risk Management Policy of the Company. Risk

Management Policy is aimed at identification, assessment, mitigation, monitoring and reporting of identifiable risks and documenting of each identified risk along with the mitigation plan. Respective functional head and/or risk management department of key operating subsidiaries are responsible for implementation of the Risk Management System and maintenance of record of risk and mitigation plan in Risk & Control Matrix (RCMs) for their respective functional areas, which are updated and tested periodically. Therefore, the risk governance and framework defines the risk management approach including risk identification, documentation testing and reporting on a periodical basis. The framework has different risk parameters, which help in identification of risks and their classification as high, medium and low categories based on likelihood, impact and velocity in various risk types such as operational, financial, compliance and reputation risk. Qualitative and quantitative assessment is done to determine the likelihood and impact of identified risks, which are ultimately plotted on a matrix based on severity and probability.

Further, the Company has developed a subsidiary risk limit framework, constituting prudential limits and associated risk tolerance limits of subsidiaries, which is a robust framework for governance of subsidiaries especially in terms of risk management parameters and corresponding threshold to be monitored by the Company in a periodic manner. This subsidiary risk limits framework aligns with the regulatory and business requirements to monitor major risk thresholds emanating from key industry and regulatory risk at each subsidiary level. Framework is structured to align with RELs business objectives and to adapt to the dynamic external environment, technological advancements and evolving global standards and best practices. It aims to safeguard the continuity of operations and protect the interests of all stakeholders, customers, business partners, outsourced service providers, employees and regulators for the holding company as well as the subsidiaries.

Reviews and reporting of risk environment and performance is conducted on a quarterly basis. The testing and evaluation of control environment around Risk Management is integrated and aligned with the quarterly internal audit process. The GRMC of the Company and respective Risk Management Committee/Board of Directors of its key operating subsidiaries reviews the risk management policy on a periodic basis. Further, adequacy of design and operating effectiveness of key processes and controls, as documented in the risk and control matrices, are tested and a consolidated dashboard of Risk and Control review results across the Company and its key operating subsidiaries are presented to the GRMC and Audit & Governance Committee of the Board on a quarterly basis.

Further, to enable oversight of the Risk Management function prevalent at each of the key operating subsidiaries, the management team of each key operating subsidiaries make presentation on key risk types, as defined in the respective Risk Management Policy, to the GRMC of the Company on a quarterly basis.

Financial reporting and fraud risks are duly considered in the risk management framework. Risks are mapped with controls and Risk management framework is revisited and revised based on prevailing practice and relevance.

Therefore, the Company has implemented a formal risk management policy and framework to ensure that a comprehensive risk management process is in place at all times, including appropriate board and senior management oversight and the process take into account appropriate steps to comply with applicable regulatory rules, regulations, principles and guidelines and to ensure the adequacy of relevant risk reporting to the Committees and Board.

Human Resources

The Companys employees drive business growth and strength. The Company remains committed to maintaining a performance-focused workplace built on innovation, continuous learning and corporate governance.

As REL transforms, the Company is actively bringing on experienced industry professionals to support its long-term goals and expanding its leadership team to boost technical and operational capabilities. To scale successfully, REL prioritises initiatives that foster teamwork and shared professional growth.

Investing in employee skills is critical to the Companys long-term success. REL is committed to cultivating an equitable, inclusive workplace guided by high ethical standards.

There is widespread optimism in the organisation, marked by unified teamwork and a shared vision for delivering value. The key to creating lasting organisational value is an engaged and committed team across all levels.