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ADITYA BIRLA MONEY LTD.

30 July 2026 | 12:00

Industry >> Finance & Investments

Select Another Company

ISIN No INE865C01022 BSE Code / NSE Code 532974 / BIRLAMONEY Book Value (Rs.) 53.13 Face Value 1.00
Bookclosure 30/07/2024 52Week High 197 EPS 10.35 P/E 12.68
Market Cap. 741.68 Cr. 52Week Low 95 P/BV / Div Yield (%) 2.47 / 0.00 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

The Board of Directors of Aditya Birla Money Limited ("your Company" or "the Company" or "ABML") is pleased to present the
30th (Thirtieth) Annual Report and the Audited Financial Statements of your Company for the Financial Year ended 31st March 2026
("Financial Year under review").

FINANCIAL SUMMARY AND HIGHLIGHTS

Your Company's Financial performance for the Financial Year ended 31st March 2026, as compared to the Previous Financial Year ended
31st March 2025, is summarised below:

Particulars

FY 2025-26

FY 2024-25

Revenue from Operations

468.59

453.15

Other Income

4.74

9.43

Total Income

473.33

462.58

Expenses*

394.62

360.93

Profit Before Tax

78.71

101.65

Tax Expenses

20.23

27.46

Profit for the year

58.48

74.19

Other Comprehensive Income

5.64

(0.76)

Total Comprehensive Income for the year

64.12

73.43

Earnings per Equity Share (in '): (Face Value of '1/- each)

Basic

10.35

13.13

Diluted

10.35

13.13

Includes exceptional items

The above figures are 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 and the Securities
and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("SEBI Listing Regulations").

RESULTS OF OPERATIONS AND THE STATE OF
THE COMPANY'S AFFAIRS

For the Financial Year ended 31st March 2026, the Company
recorded Revenue from Operations of ? 468.59 Crore as compared
to ? 453.15 Crore during the Previous Year, an increase of 3.41%

KEY HIGHLIGHTS OF THE COMPANY
PERFORMANCE FOR THE FINANCIAL YEAR
ENDED 31st MARCH 2026

The Profit after Tax stood at ? 58.48 Crore for the year ended 31st
March 2026, as compared to ? 74.19 Crore in Previous Financial
Year, a reduction of 21.18%

ACCOUNTING METHOD

The Financial Statements of the Company have been prepared
in accordance with Indian Accounting Standards as notified
under Sections 129 and 133 of the Act read with the Companies

(Accounts) Rules, 2014, as amended and other relevant provisions
of the Act.

In accordance with the provisions of the Act, applicable Accounting
Standards and the SEBI Listing Regulations, the Audited Financial
Statements of the Company for the Financial Year ended 31st
March 2026, together with the Auditors' Report forms part of
this Annual Report.

The Audited Financial Statements of the Company as stated
above are available on the Company's website at
https://
stocksandsecurities.adityabirlacapital.com/investor/
Announcements

MATERIAL EVENTS DURING THE YEAR

There were no material changes and Commitments, affecting
the Financial Position of the Company during the Financial Year
under review.

HOLDING / SUBSIDIARIES / JOINT VENTURES/
ASSOCIATES COMPANIES

During the Financial Year under review, Grasim Industries Limited
remained the Ultimate Holding Company, and Aditya Birla Capital
Limited continued to be the Holding Company of our Company.
Additionally, during this period, your Company did not have any
Subsidiaries, Associates, or Joint Venture Companies.

Grasim Industries Limited and Aditya Birla Capital Limited are
listed at BSE Limited, National Stock Exchange of India Limited
and Luxembourg Stock Exchange (Global Depositary Shares/GDSs).

TRANSFER TO RESERVES

During the Financial Year under review, the Company does not
propose to transfer any amount to the reserves.

DIVIDEND

In order to conserve cash for the Company's operations,
the Directors do not recommend any Dividend for the year
under review.

SHARE CAPITAL

As on 31st March 2026, the Company's Paid-up Equity Share
Capital was ? 5.65 Crore divided into 5,65,09,201 Equity Shares
of ? 1/- each. The Company has 16,00,000 4% Non-Cumulative
Non-Convertible Redeemable Preference Shares of ? 100/- each
outstanding as on 31st March 2026.

During the year under review, the Company has not issued
any shares.

Subsequent to the close of the financial year, the Board of
Directors, at its meeting held on 25th June 2026, approved,
subject to the approval of the Members at the ensuing 30th
Annual General Meeting, the proposal to increase the authorised
share capital of the Company from ?33,00,00,000 divided
into 7,00,00,000 Equity Shares of ?1/- each and 26,00,000
Preference Shares of ?100/- each, to ?333,00,00,000 divided
into 17,00,00,000 Equity Shares of ?1/- each and 3,16,00,000
Preference Shares of ?100/- each, by alteration of Clause V of
the Memorandum of Association of the Company. The relevant
resolution forms part of the Notice convening the 30th Annual
General Meeting for the approval of the Members.

DEPOSITORY

As on 31st March 2026, out of the Total Issued Share Capital of
5,65,09,201 Equity Shares, 5,56,59,907 Equity Shares (constituting
98.50%) were held in dematerialised form.

The Company's Equity Shares are compulsorily tradable in
electronic form.

RESOURCE MOBILISATION

During the Financial Year under review, the Company mobilised
funds by way of issue of short-term Commercial Paper as per
Business needs.

CREDIT RATING

During the Financial Year under review, the Credit Rating Agencies
have assigned the following ratings for the Commercial Paper
Programme of the Company for an amount of ? 2,350 Crore.

Sr.

No.

Nature of No.
Instrument

Name of the
Instrument

Name of Credit
Rating Agency

Amount
Rated
(In Crores)

Current

Rating

1

Short-Term

Instrument

Commercial

Paper

CRISIL

2,350

A1

2

Short-Term

Instrument

Commercial

Paper

IND Ra

2,350

A1

Further, during the Financial Year under review, India Ratings and
Research (Ind-Ra) has assigned a Long-Term Issuer Rating of "AA "
to the Company.

REMUNERATION POLICY

The salient features of the Executive Remuneration Policy of the
Company in accordance with the provisions of Section 178(3) of
the Companies Act, 2013 is placed as
"Annexure A" to this Report.
The Executive Remuneration Policy is also available on its website
at the link:
https://stocksandsecurities.adityabirlacapital.com/
investor/Announcements

PUBLIC DEPOSITS

The Company has not accepted or renewed any deposit as covered
under Section 73 of the Companies Act, 2013, from its members
or the public during the Financial Year under review.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details, as
required under Section 197(12) of the Companies Act, 2013 read
with Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, are given in
"Annexure B"
to the Board's Report.

Details as required under Section 197(12) of the Act, read with Rule
5(2) and 5(3) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, with respect to information
of employees of the Company will be provided upon request by
a Member. In terms of the provisions of Section 136(1) of the
Act, the Annual Report is being sent to all the Members of your
Company whose email address(es) are registered with the
Company/Depository Participants via electronic mode, excluding
the aforesaid Annexure which shall be made available for inspection
by the Members via electronic mode. Pursuant to the provisions
of Regulation 36(1)(b), a letter providing the web-link, including
the exact path, where the complete details of the Annual Report
2025-26 are available, is being sent to those Members who have not
registered their email addresses. Also, if any Member is interested
in obtaining a copy thereof, the Member may write to the Company
Secretary at the Registered Office of the Company in this regard or
send an email to
abml.investorgrievance@adityabirlacapital.com.

EMPLOYEE STOCK OPTIONS

Employee Stock Options have been recognised as an effective
instrument to attract talent and align the interest of employees

with that of the Company, thereby providing an opportunity to the
employees to share in the growth of the Company and to create
long-term wealth in the hands of employees and thereby acting
as a retention tool.

In view of the above, the Company had formulated Employees
Stock Option Scheme 2014 ("ESOS 2014") which was approved
by the Board of Directors of the Company on 2nd December 2014,
in accordance with the Regulations and the Special Resolution(s)
passed by the members at the Annual General Meeting of the
Company held on 9th September 2014.

The aforesaid ESOP Scheme is in compliance with the SEBI (Share
Based Employee Benefits) Regulations, 2014 which have been
repealed and replaced by the SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021.

There has been no material change to the ESOP Scheme 2014 during
the year, and the Scheme is in Compliance with the SEBI (Share
Based Employee Benefits) Regulations, 2014.

The Disclosures as required under Regulation 14 of SEBI (Share
Based Employee Benefits) Regulations, 2014 has been hosted on
the Company's website at the link:
https://stocksandsecurities.
adityabirlacapital.com/investor/Announcements

Further, in accordance with Regulation 13 of the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021 Certificates
issued by the Secretarial Auditors on the implementation of your
Company's Employee Stock Option Scheme(s) will be made available
via electronic mode at the ensuing
30th (Thirtieth) Annual General
Meeting ("AGM")
of the Company for inspection by the Members.

ADITYA BIRLA CAPITAL LIMITED EMPLOYEE
STOCK OPTION SCHEMES

In view of the above, Aditya Birla Capital Limited ("ABCL") had
formulated and vide their resolution on 16th October 2022, passed
"Aditya Birla Capital Limited Employee Stock Option Scheme
2022"("Scheme 2022") for the employees of the Company and
its Subsidiaries for scheme approval. The Board of Directors of
the Company at its meeting held on 04th November 2025 and
subsequent to meeting held on 10th November 2025 (ABCL NRC)
had approved the extension of benefits of the Aditya Birla Capital
Limited Employee Stock Option Scheme 2022 ("Scheme 2022") for
the employees of the Company and its Subsidiaries.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS
AND OUTGO

a) Conservation of Energy - The Company's operations are
not energy intensive. Adequate measures have been taken

to conserve energy wherever possible. The energy saving
measures also include installation of LED lighting, selecting
and designing offices to facilitate maximum natural light
utilisation, video-conferencing facilities across all offices
to reduce the need of employee travel, digital learning
initiatives for employees, optimised usage of lights and
continuous monitoring and control of the operations of the
air conditioning equipment as well as elimination of non¬
recyclable plastic in offices.

b) Technology Absorption - The minimum technology required
for the business has been absorbed.

c) Foreign Exchange Earnings and Outgo - The Company did
not enter into any Foreign Currency Transactions during the
current Financial Year and the Previous Year.

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Pursuant to Regulation 34(2) of the SEBI Listing Regulations, the
Management Discussion and Analysis Report for the year under
review is presented as a separate section, which forms part of
this Annual Report.

CORPORATE GOVERNANCE REPORT

The Company is committed to maintain the highest standard of
Corporate Governance and adhering to the Corporate Governance
requirements set out by the Securities and Exchange Board of
India. Corporate Governance principles form an integral part of the
core values of the Company. The Report on Corporate Governance
as stipulated under Regulation 34(3) read with Schedule V of the
SEBI Listing Regulations forms an integral part of this Annual
Report. The Compliance Certificate from M/s. Dilip Bharadiya &
Associates, Practicing Company Secretaries (Firm's Registration
No. P2005MH091600), regarding compliance of conditions of
Corporate Governance is annexed to this Report as
"Annexure C".

CONTRACTS AND ARRANGEMENTS WITH
RELATED PARTIES

During the year under review, all contracts and arrangements
with related parties have been entered into by the Company in
its ordinary course of business and at Arms' Length and were not
considered material as per the provisions of Section 188 of the Act
read with the Companies (Meetings of Board and its Powers) Rules,
2014 and Regulation 23 of the SEBI Listing Regulations.

The Disclosure in Form AOC-2 under Section 134(3)(h) of the Act,
read with Rule 8 of the Companies (Accounts) Rules, 2014, is
therefore not applicable.

Prior Omnibus approval of the Audit Committee is obtained
for Related Party Transactions (RPTs) which are of a repetitive
nature and entered into the ordinary course of business and at
arm's length. A statement on RPTs specifying the details of the
transactions, pursuant to each omnibus approval granted, is
placed on a Quarterly basis for review by the Audit Committee.
The particulars of such contracts and arrangements with Related
Parties are given in notes to the Financial Statements, forming
part of this Annual Report.

In accordance with the provisions of the SEBI Listing Regulations,
the Company has in place the Policy on dealing with Related
Party Transactions which is available on its website at the link:
https://stocksandsecurities.adityabirlacapital.com/investor/
Announcements

RISK MANAGEMENT

Risk Management is at the core of our business and ensuring we
have the right risk-return trade off in keeping with our risk appetite
is the essence of our Risk Management practices while looking to
optimise the returns that go with that risk.

The Risk Governance Committee of the Board has framed the
Risk Management Service Policy of the Company and monitors its
implementation. The objectives and scope of the Risk Governance
Committee broadly include:

• Risk Identification.

• Risk Assessment.

• Risk Response and Risk Management Strategy; and

• Risk Monitoring, Communication and Reporting.

Over the years, the Company has built a strong Risk Management
Framework supported by well-established policies and procedures
and a talented pool of Risk Professionals. The Company was able
to face unprecedented challenges during the year and emerged
stronger during these turbulent times due to some of these policies
and frameworks.

The Company faces potential risks, which can be classified as
market risk, credit risk, operational risk, IT & cyber security risk.
Creating awareness of the risks faced by the organisation is an
important way to manage risk and accordingly, the Company makes
all efforts to create an environment of risk awareness at all levels.

The Company has policies and procedures in place to identify,
measure, assess, monitor, and manage these risks systematically
across all its lines of businesses. The Company continually upgrades
necessary security measures, including cybersecurity measures,
to ensure mitigation of cyber threats and risks.

Risk management in the Company is an independent function, in the
context of separation of roles of credit origination (duty cast on the
business functions) and evaluation and assessment (duty cast on

the risk & surveillance function) to ensure the independence of risk
measurement, monitoring and control functions. This framework
also enables business units at the operating level, with the use of
technology, to identify opportunities to lend which fall within the
risk appetite of the Company.

The various risks across the Company are monitored and reviewed
through the Risk Governance Committee (RGC) of the Board -
the apex body for risk management, which meet periodically. The
Audit Committee of the Board provides directions to and monitors
the quality of the internal audit function and controls and also
monitors compliance with observation reports of SEBI, other
Regulators and Internal & Statutory Auditors.

1. Credit Risk - The Company has established a robust risk
management framework to monitor and control credit risks.
The framework includes requirement of minimum upfront
margin, collateral management, margin shortfall monitoring
and liquidation and real-time mark-to-market (MTM)
monitoring. ABML has also implemented an Early Warning
Monitoring mechanism to enable timely identification of
emerging stress, potential losses, and appropriate mitigation
actions. Credit risk is tracked across all portfolios and
segments through continuous monitoring of early warning
signals, identification of portfolio trends and generation of
portfolio-level MIS covering key credit quality indicators.
All key portfolio variables are regularly presented to and
discussed by the Company's Risk Management Committee.

2. Market Risk - The Company has implied market risk which
arises from clients' open positions in the securities and
commodities markets (NSE, BSE and MCX). The Company also
maintains a funded book towards Margin Trading Funding
(MTF) and exposures arising from open derivative positions.
These exposures are monitored through stringent risk limits
and triggers, including concentration limits and defined
mark-to-market (MTM) thresholds.

3. Operational Risk - Operational Risk is the risk of loss resulting
from inadequate or failed internal processes, people and
systems or external events. While ultimate responsibility for
Operational Risk Management (ORM) lies with the Board, the
Board has delegated this responsibility to the Risk Governance
Committee (RGC) of the Board. A dedicated Operational Risk
function maintains oversight over ORM and provides periodic
updates to RGC. ORM Function is responsible for designing and
deploying ORM framework and processes that help Business
and Support functions in identification and management
of risks on proactive basis, ongoing review of systems and
controls through risk and control self-assessment (RCSA),
timely reporting of operational loss events and near miss
events and its analysis for remediation, monitoring of Key
Risk Indicators (KRIs) and issue and action management on an
ongoing basis. ORM Function works closely with all Businesses

and Support Functions to facilitate implementation of ORM
processes. Since a strong risk culture is a pre-requisite for
effective ORM, ORM Function also ensures on-going ORM
training and awareness.

4. Information Technology and Cybersecurity Risk - Risks
associated with and arising from potential adverse outcomes
or disruptions stemming from technology related factors,
such as software vulnerabilities, hardware failures,
cybersecurity threats, or technological changes. Technology
risk can arise from internal factors (such as system resiliency
gaps, change management, inadequate governance and
inadequate IT workforce skillsets); or from external factors
(such as cyber-threats and third-party vendor) i.e. risk of
cyber-attacks on the systems through hacking, phishing,
ransomware and other means, resulting in disruption of
the services or theft or leak of sensitive internal data or
customer information.

The Company has well defined policies, frameworks, procedures,
templates, and risk assessment methodology for IT risk
management. The framework enables risk assessment of IT
solutions, entities providing IT and related services and new
technology and digital implementation. The cyber security threat
including data privacy issue gets assessed basis the framework -
Identify, Prevent/Protect, Detect, Respond and Recover. Further
controls such as firewalls, anti-malware, anti-advance persistent
threats, data loss prevention, Red Teaming, Intrusion prevention/
detection, digital rights management, 24*7 security operation
centre, and forensics solutions, that has been put in place.

The Company ensures alignment of Business and IT Strategies
to provide services and superior customer experience. Making
extensive progress on some of the key initiatives that are part
of our technology transformation agenda. The key initiatives are
Infrastructure stability, Disaster Recovery Resiliency, Security
enhancements and monitoring mechanisms. Adapting and updating
Cyber Defence framework to further augment cyber defence
capabilities to counter new-age threats. Increase information
security awareness among employees and customers through
specific programmes and communications.

BUSINESS CONTINUITY

The Company has a business continuity policy to have a planned
response in the event of any contingency, ensuring recovery
of critical activities at agreed levels within agreed timeframe,
thereby complying with various regulatory requirements and
minimising the potential business impact on the Company. All
the business-critical processes are tested in a timely manner for
Business continuity.

In view of the increased move to digital and adoption of new
technologies, there was a continued focus on Cyber Security and the
Company continued to invest in a strong Cyber Defence Programme.

The Risk Management teams of the Company are continuously
scanning the internal and external environment to identify
Risks and also to capitalise upon the opportunities presented in
the environment.

INTERNAL FINANCIAL CONTROLS

The Company has well-established internal control systems in
place which are commensurate with the nature of its business and
size, scale and complexity of its operations. Standard Operating
Procedures (SOP) and Risk Control Matrices designed to provide
reasonable assurance are in place and are being continuously
monitored and updated.

The Company also periodically engage outside experts to carry
out independent review of the effectiveness of various business
processes. The observations and best practices suggested
are reviewed by the management and Audit Committee
and appropriately implemented with a view to continuously
strengthening internal controls.

INTERNAL AUDIT

The Company has in place an effective Internal Audit Framework
to review and assess the efficacy of internal controls with the
objective of providing the Audit Committee and the Board
of Directors with an independent and reasonable assurance
of the adequacy and effectiveness of the organisation's risk
management, internal control and governance processes. The
framework is commensurate with the nature of the business, size,
scale and complexity of its operations with a Risk Based Internal
Audit ("RBIA") approach.

The Company has implemented a RBIA Programme and the risk-
based internal audit plan, including the information systems
audit (IS audit) plan, is developed based on the risk profile of the
audit universe comprising of the businesses, support/control
functions, branches, and information systems. The RBIA plan
includes process audits and IS audit at central/corporate office
as well as branches. The Internal audit plan is approved by the Audit
Committee of the Board and the internal audits are undertaken on
a risk-based periodicity to independently review and validate the
existing controls. Internal audit reports are regularly reviewed by
the management, and corrective action is initiated to strengthen
controls and enhance the effectiveness of existing systems.

Significant audit observations, if any are presented to the Audit
Committee of the Board along with the status of management
actions and the progress of implementation of recommendations.

BOARD OF DIRECTORS

As on 31st March 2026, the Board of Directors of the Company
("the Board") comprised 6 (Six) Directors out of which 2 (Two) are
Independent Directors and 4 (Four) are Non-Executive Directors,
including 1 (One) Woman Director. The composition of the Board

of Directors is in compliance with the provisions of Regulation
17 of the SEBI (Listing Obligations and Disclosure Requirement),
Regulations, 2015 (hereinafter referred also as "SEBI Listing
Regulations" or SEBI (LODR), 2015) and Section 149 of the Act.

During the year under review, there were no changes in the
composition of the Board of Directors of the Company.

None of the Directors of the Company are disqualified from being
appointed or re-appointed as Directors as specified in Section
164(2) of the Act.

RETIRE BY ROTATION

Pursuant to Section 152(6) of the Act read with the Articles
of Association of the Company, Mr. Gopi Krishna Tulsian, Non¬
Executive Director (DIN: 00017786), is liable to retire by rotation
at the ensuing Annual General Meeting
("AGM”) and being eligible,
offers himself for re-appointment.

Further, in terms of the SEBI Listing Regulations, no Listed
Company shall appoint or continue the appointment of a Non¬
executive Director, who has attained the age of 75 years, unless
a Special Resolution is passed to that effect. Mr. Gopi Krishna
Tulsian has attained the age of 75 years, resolutions seeking his
re-appointment and continuation as Non-executive Director form
part of the Notice of ensuing AGM. The information as required to
be disclosed under Regulation 36(3) of the SEBI Listing Regulations
in case of Re-appointment of Mr. Gopi Krishna Tulsian is provided
in the Notice of the ensuing 30th Annual General Meeting (AGM).

DECLARATION BY INDEPENDENT DIRECTORS

In accordance with the Provisions of Section 149(7) of the Companies
Act, 2013 and Regulation 25(8) of the SEBI Listing Regulations, the
Independent Directors have given a declaration that they meet the
criteria of independence as provided in Section 149(6) of the said
Act and Regulation 16(1)(b) of the SEBI Listing Regulations and that
they are not aware of any circumstance or situation, which exist or
may be reasonably anticipated, that could impair or impact their
ability to discharge their duties with an objective independent
judgement and without any external influence.

The Board is of the opinion that the Independent Directors of
the Company possess requisite qualifications, experience and
expertise and hold the highest standards of integrity.

All Independent Directors of the Company have registered their
name in the data bank maintained with the Indian Institute of
Corporate Affairs in terms of the provisions of the Companies
(Appointment and Qualification of Directors) Rules, 2014.

All the Independent Directors of the Company have submitted the
declaration confirming that they fulfil the criteria of independence
as prescribed under the Act and the SEBI Listing Regulations. There
has been no change in circumstances affecting their status as
Independent Directors of the Company.

KEY MANAGERIAL PERSONNEL

During the financial year under review, there were no changes in
the composition of the Key Managerial Personnel of the Company.
Further, in terms with the provisions of Sections 2(51) and 203 of
the Act, read with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the Key Managerial Personnel
of the Company as on 31st March 2026 are as follows:

Name of the KMP

Designation

Mr. Ashok Suvarna

Chief Executive Officer

Mr. Ravindera Nahar

Chief Financial Officer

Mr. Murali Krishnan L.R.

Manager

Ms. Manisha Lakhotia

Company Secretary

FAMILIARISATION PROGRAMME FOR
INDEPENDENT DIRECTORS

Independent Directors are familiarised about the Company's
operations and businesses. Interaction with the Business heads
and key executives of the Company is also facilitated. Detailed
presentations on important policies of the Company are also
made to the Directors. Direct meetings with the Chairman are
further facilitated to familiarise the incumbent Director about
the Company/its businesses and the group practices.

The details of the familiarisation programme have been posted
on the website of the Company
https://stocksandsecurities.
adityabirlacapital.com/investor/Announcements

DIRECTORS' RESPONSIBILITY STATEMENT

In accordance with Section 134(5) of the Companies Act, 2013, the
Directors state that:

a) in the preparation of the annual accounts for the year ended
31st March 2026, the applicable accounting standards have
been followed and there are no material departures from
the same;

b) they have selected such accounting policies and applied them
consistently and made judgements and estimates that are
reasonable and prudent so as to give a true and fair view of
the state of affairs of the Company as at 31st March 2026 and
of the profit of the Company for year ended on that date;

c) they have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities;

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

e) they have laid down Internal Financial Controls to be followed
by the Company and that such Internal Financial Controls are
adequate and are operating effectively; and

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

ANNUAL PERFORMANCE EVALUATION

The evaluation framework for assessing the performance of
the Directors of the Company comprises contributions at the
Meeting(s) and strategic perspective or inputs regarding the
growth and performance of the Company provided by them,
amongst others.

Pursuant to the provisions of the Act and SEBI Listing Regulations
and in terms of the Framework of the Board Performance
Evaluation, the Nomination and Remuneration Committee and
the Board of Directors have carried out an annual performance
evaluation of the Board, performance of various Committees of
the Board, Individual Directors, and the Chairman. The manner
in which the evaluation has been carried out has been set out
in the Corporate Governance Report, which forms part of this
Annual Report.

OUTCOME OF THE EVALUATION

The Board of the Company was satisfied with the functioning of
the Board and its Committees. The Committees are functioning
well and besides covering the Committees' terms of reference,
as mandated by applicable laws, important issues are brought
up and discussed in the Committee Meetings. The Board was also
satisfied with the contribution of Directors in their individual
capacities. The Board has full faith in the Chairman leading the
Board effectively and ensuring participation and contribution from
all the Board Members.

MEETINGS OF THE BOARD AND ITS COMMITTEES

The Board meets at regular intervals to discuss and decide on the
Company's Performance and Strategies. During the Financial Year
2025-26, the Board met 7 (Seven) times on 21st April 2025, 26th June
2025, 11th July 2025, 14th October 2025, 04th November 2025, 15th
December 2025 and 14th January 2026.

Further details on the Board, its Meetings, composition, and
attendance are provided in the Corporate Governance Report,
which forms part of this Annual Report.

AUDIT COMMITTEE

The Company has constituted an Audit Committee with its
composition, quorum, powers, role and scope in line with the
applicable provisions of the Act, SEBI Listing Regulations.

During the financial year under review, the Audit Committee
reviewed the internal controls put in place to ensure that the
accounts of the Company are properly maintained and that the
accounting transactions are in accordance with prevailing laws and

regulations. In conducting such reviews, the Committee found no
material discrepancy or weakness in the internal control system
of the Company.

Further details on the Audit Committee, its Meetings, composition
and attendance are provided in the Corporate Governance Report,
which forms part of this Annual Report.

During the financial year under review, all recommendations made
by the Audit Committee were accepted by the Board.

OTHER COMMITTEES

The Board of Directors has also constituted the following
Committees:

• Stakeholders' Relationship Committee

• Nominations & Remuneration Committee

• Corporate Social Responsibility Committee

• Risk Governance Committee

• PIT Regulation Committee

More information on all of the above Committees including details
of their Meetings, composition and attendance are provided in
the Corporate Governance Report, which forms part of this
Annual Report.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies
Act, 2013, the Annual Return of the Company in Form MGT-7
for the Financial Year ended 31st March 2026 is available on
the website of the Company and can be accessed at the link:
https://stocksandsecurities.adityabirlacapital.com/investor/
Announcements

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Act and the
Companies (Audit and Auditors) Rules, 2014, M/s. Deloitte Haskins
& Sells LLP, Chartered Accountants (ICAI Firm Registration Number:
117366W/W-100018), were re-appointed as Statutory Auditors
of the Company for the Second Term of 5 (Five) years from the
conclusion of 29th Annual General Meeting till the conclusion of the
34th Annual General Meeting to be held in the year 2030.

The observations made in the Auditor's Report are self¬
explanatory and therefore, do not call for any further comments
under Section 134(3)(f) of the Act. The Auditor's Report does
not contain any qualifications, reservations, adverse remarks
or disclaimer.

The Auditors have not reported any fraud to the Audit Committee
or the Board of Directors under Section 143(12) of the Companies
Act, 2013 during the year under review.

SECRETARIAL AUDITORS

In terms of the provisions of Section 204 of the Companies
Act, read with Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the members at their 29th
Annual General Meeting held on 29th July 2025 had appointed
M/s. Dilip Bharadiya & Associates, Practicing Company
Secretaries, (Firm's Registration No. P2005MH091600),
as the Secretarial Auditor of the Company for conducting
the secretarial audit of your Company for the term of five
consecutive financial years commencing from financial year
2025-26 to 2029-30. The Secretarial Audit Report in Form MR-3
for the Financial Year under review, as received from M/s. Dilip
Bharadiya & Associates, Company Secretaries, is attached as
"Annexure D" to the Board's Report. The Secretarial Audit
Report does not contain any qualification, reservation, or
adverse remark.

Pursuant to Regulation 24A of the SEBI Listing Regulations, the
Annual Secretarial Compliance Report for the Financial Year
under review is submitted to the Stock Exchanges and uploaded
on the website of the Company at
https://stocksandsecurities.
adityabirlacapital.com/investor/Announcements

COST RECORDS AND AUDITORS

The Provisions of Cost Records and Cost Audit as prescribed
under Section 148 of the Companies Act, 2013 are not applicable
to the Company.

REPORTING OF FRAUDS BY AUDITORS

None of the Auditors of your Company, i.e., Statutory Auditors and
Secretarial Auditors, has reported any incident of fraud to the Audit
Committee or the Board of Directors under Section 143(12) of the
Act during the Financial Year under review.

SECRETARIAL STANDARDS OF INSTITUTE OF
COMPANY SECRETARIES OF INDIA

The Company has complied with the Secretarial Standards on
Meetings of the Board of Directors (SS-1) and General Meetings
(SS-2).

CORPORATE SOCIAL RESPONSIBILITY

In accordance with Section 135 of the Companies Act, 2013 the
Company has a Corporate Social Responsibility (CSR) Committee
consisting of the following Members:

Mr. Sharadkumar Bhatia Chairman, Independent Director

Mr. Gopi Krishna Tulsian Non-Executive Director

Mrs. Pinky Mehta Non-Executive Director

As part of its Corporate Social Responsibility (CSR) initiatives,
the Company has partnered with implementing agencies/
NGOs, namely Aditya Birla Educational Trust and Swasthya
Vriksha Foundation. Swasthya Vriksha Foundation is dedicated
to conducting awareness campaigns and organising free HPV
vaccination camps across various locations in the state of
Maharashtra. These initiatives focus on educating females
about HPV and providing free vaccinations through these camps.
Additionally, the Aditya Birla Educational Trust has supported
menstrual hygiene programme initiatives under the projects
titled "Project Samvedna and Project Ujaas".

During the financial year under review, taking into account the
ongoing projects initiated in previous years, the Company allocated
a CSR budget aggregating to ? 1,45,73,648/-. The entire amount
was spent towards CSR activities for the financial year ended 31st
March 2026.

The details of the CSR Policy/activities of the Company are provided
as
"Annexure E" to this Report and also available on its website
at the link:
https://stocksandsecurities.adityabirlacapital.com/
investor/Announcements

VIGIL MECHANISM (WHISTLE BLOWER POLICY)

In accordance with Section 177(9) of the Companies Act, 2013 read
with Rule 7 of the Companies (Meetings of Board and its Powers)
Rules, 2014 and Regulation 22 of the SEBI Listing Regulations, the
Company has established a Vigil Mechanism (Whistle Blower Policy)
for Directors and Employees to report concerns.

The Whistle Blower Policy has been hosted on the Company's
website at the link:
https://stocksandsecurities.adityabirlacapital.
com/investor/Announcements

During the financial year under review, 3 (three) complaints were
received under the Vigil Mechanism/Whistle Blower Policy, out of
which two complaints were investigated and resolved during the
year. One complaint remained outstanding as on 31st March 2026,
which has since been investigated and resolved as on the date of
this Report.

CODE FOR PROHIBITION OF INSIDER TRADING

Pursuant to SEBI (Prohibition of Insider Trading) Regulation 2015,
as amended, the Company has a Board approved Code of Conduct
to regulate, monitor and report trading by designated persons and
their immediate relatives and a Code of Practices and Procedures
for Fair Disclosure of Unpublished Price Sensitive Information.

Further details on the same are forming part of the Corporate
Governance Report.

POLICY ON PREVENTION OF SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE

The Company has in place a policy which is in line with the
requirements of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition & Redressal) Act, 2013. An Internal
Committee has been set up to redress complaints, if any, received
regarding sexual harassment of women employees. The Company
has complied with the provisions relating to the constitution of
Internal Committee under the Sexual Harassment of Women at
the Workplace (Prevention, Prohibition and Redressal) Act, 2013.
All employees (permanent, contractual, temporary, trainees) are
covered under this policy.

Number of complaints of sexual harassment received in the
year

1

Number of complaints disposed off during the year

1

Number of cases pending for more than ninety days.

0

The Company has complied with the provisions of Sexual
Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.

HUMAN RESOURCES

The Company continues to focus on strengthening organisational
capability in line with its long-term strategic priorities. As the
business evolves within an increasingly complex and technology-
enabled financial services environment, emphasis remains on
building a workforce that is adaptable, skilled and aligned with
the organisation's values and expectations. This approach supports
consistent execution and sustainable growth across businesses.

Our people practices are anchored in creating an inclusive,
performance driven workplace that supports continuous capability
building and responsible career progression. During the year, the
organisation continued to enhance digital, data and AI enabled
capabilities across functions, alongside domain and leadership
development, to ensure workforce readiness for evolving roles
and operating models. These efforts are complemented by
learning pathways, internal mobility opportunities and leadership
engagement, enabling employees to grow in line with both business
requirements and personal aspirations.

Additionally, sustained initiatives focused on enhancing ease of
doing business have contributed to improved productivity and a
broader spread of performance across the organisation.

As on 31st March 2026, the Company had an employee strength
of over 885 employees. Women employees represented 20.90%
of the total workforce, comprising 182 employees, while male
employees comprised 703 employees. The Company did not have
any transgender employees as on the said date.

BUILDING CAPABILITIES, ENABLING SUCCESS

Capability development during the year was directed towards
strengthening role critical skills, leadership effectiveness and cross
functional readiness across the organisation. Focus areas included
functional expertise, digital and data enabled capabilities, and
people leadership, supported by structured learning interventions
and internal talent mobility. These efforts were aimed at ensuring
operational continuity, improving execution quality and building
capacity for future growth.

TALENT MANAGEMENT

We continue to make strategic investments in leadership and
culture to support long term growth across its businesses, with
a deliberate focus on building strong internal bench strength for
succession. During the financial year under review, your Company
being a subsidiary of Aditya Birla Capital Limited (ABCL), has
strengthened management effectiveness through clearly defining
leadership behaviours required for digital first execution, customer
centricity, operational discipline, and 'One ABC' accountability. The
I'M ABC (Integrity & Governance, Mindset Digital, Accountability &
Ownership, Be Collaborative & Sensitive, Customer First) culture has
been institutionalised in key people practices including leadership
development, middle management & above hiring, high potential
identification etc.,

Succession is a tightly governed and robust process, focused on
systematically building readiness for critical roles through planned
role movements, cross business exposures, and development on

emerging skills. Reflecting the maturity of the internal pipeline,
75% of critical and leadership roles are filled by internal talent.
Governance and accountability are enforced through structured
Talent Councils, ensuring disciplined identification, development,
and progression of internal leaders. Leadership capacity is
further strengthened through targeted leadership development,
middle management development, including the Leadership
Talent Development Program (LTDP), supported by mentoring,
Development Assessment Centres, and coaching. Enterprise¬
wide talent reviews provide a long term, comprehensive view of
potential, reinforcing the depth and resilience of the succession
funnel and leadership bench.

Collectively, these initiatives reinforce a strong leadership
pipeline, disciplined succession governance, and a resilient culture
foundation to sustainably support performance and value creation.

EMPLOYEE WELLNESS

Our Wellness Framework is anchored in four pillars—Physical, Social,
Emotional, and Family Well-being-enabling a holistic approach that
addresses the diverse needs of our mutigenerational workforce.

Our physical wellness initiatives focus on prevention through
comprehensive health assessments, structured personalised
health coaching, and health insurance coverage.

We foster social connection and purpose through initiatives such
as employee volunteering, give back programmes and internal
interest groups.

Emotional well-being is supported through reinforcing awareness,
and confidential counselling services, extended to employees and
their families to encourage proactive mental health management.

STATEMENT ON MATERNITY BENEFIT ACT, 1961

The Company hereby confirms that it is in compliance with the
provisions of the Maternity Benefit Act, 1961, and the rules framed
thereunder, as amended from time to time. In addition to the
statutory benefits mandated under the said Act, the Company,
as part of the Aditya Birla Group, extends certain enhanced
maternity-related benefits and support measures to eligible
employees, in accordance with its internal policies.

OTHER DISCLOSURES

In terms of applicable provisions of the Act and SEBI Listing
Regulations, the Company discloses that during the Financial Year
under review:

i. there were no material changes and commitments affecting
the financial position of the Company which has occurred
between the end of the Financial Year of the Company i.e.
31st March 2026 and till the date of this Board's Report.

ii. the Company has not given loans, made investments or
provided guarantees or securities as covered under Section
186 of the Companies Act, 2013.

iii. there was no change in the nature of business of the Company.

iv. no significant or material orders were passed by the
regulators or courts or tribunals impacting the going concern
status and Company's operations in future.

v. no application has been made nor is any proceeding pending
under the Insolvency and Bankruptcy Code, 2016 during the
year under review.

vi. there was no transfer of unpaid or unclaimed amount to
Investor Education and Protection Fund (IEPF).

ACKNOWLEDGEMENT

The Board expresses its sincere appreciation for the support
and cooperation extended by our various partners and business
associates. We gratefully acknowledge the ongoing assistance
and support provided by all statutory and regulatory authorities.

The Board also wishes to place on record its deep appreciation
for the exemplary contributions made by the employees of the
Company at all levels. Their dedication and enthusiasm have been
pivotal to the Company's growth.

For and on behalf of the Board of Directors
Aditya Birla Money Limited

Gopi Krishna Tulsian

Place: Mumbai Chairman

Date: 25th June 2026 DIN: 00017786