The Board of Directors (the Board) have pleasure in presenting the 44th Annual Report together with the Audited Financial Statements of the Company for the financial year ended March 31, 2026. The Company is registered with the Reserve Bank of India ("RBI") as a Systemically Important Non-Banking Financial Company ("NBFC") not taking public deposits (NBFC-ND-SI).
FINANCIAL PERFORMANCE AND APPROPRIATIONS
The standalone and consolidated financial statements of the Company are prepared in accordance with the applicable provisions of the Companies Act, 2013 (the "Act") including Indian Accounting Standards ("Ind AS") as specified in Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015 and amendments thereof.
The standalone and consolidated financial highlights of the Company for the financial year ended March 31, 2026 are summarised below for ease of reference for the Members.
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Particulars
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Consolidated
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Standalone
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As at
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As at
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As at
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As at
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March 31, 2026
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March 31, 2025
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March 31, 2026
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March 31, 2025
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Operational & Other Income
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2,653.89
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4,612.22
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2,542.03
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4,599.74
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Profit/Loss Before Depreciation & Tax
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2,144.80
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4,076.65
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2,108.04
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4,080.05
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Less: Depreciation
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29.77
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9.48
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13.36
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6.17
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Provision for taxation
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14.31
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202.51
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11.43
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202.51
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Deferred Tax
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171.19
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(376.74)
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163. 74
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(376.74)
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Taxes for earlier years
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0.19
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-
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0.04
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-
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Profit/Loss after Depreciation & Tax
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1,929.35
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4,241.41
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1,919.47
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4,248.11
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Appropriations
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Amount transferred to Statutory Reserves
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383.89
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849.62
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383.89
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849.62
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Balance Carried to Balance Sheet
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1545.46
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3,391.79
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1535.58
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3,398.49
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Key highlights of Financial Performance:
The Company's performance during the year ended March 31, 2026, in comparison with the year ended March 31, 2025 is summarized as follows:
Consolidated:
The total income of the Company for FY 2025-26 stood at Rs. 2653.89 crores as against Rs. 4612.22 crores during the previous year and profit after tax for FY 2025-26 stood at Rs. 1929.35 crores as compared to Rs. 4241.41 Crores for the PY.
The profit before exceptional items and tax was Rs. 2144.80 Crores as compared to Rs. 4076.65 Crores. The profit for the year attributable to the owners of the Company was Rs. 1929.35 Crores as compared to Rs. 4241.41 Crores in FY 2024-25.
The consolidated financials reflect the cumulative performance of the Company together with its various subsidiaries.
Standalone:
The standalone total income of the Company for FY 2025-26 stood at Rs. 2,542.03 crores as against Rs. 4599.74 crores during the previous year and profit after tax reduced from Rs. 4248.11 crores to Rs. 1919.47.
The profit before exceptional items and tax was Rs. 2108.04 Crores as compared to Rs. 4076.17 Crores. The profit for the year attributable to the owners of the Company was Rs. 1919.47 Crores as compared to Rs. 4248.11 Crores in FY 2024-25.
The Management is very positive and looking forward for better performance in future. The Company remains confident of a sound growth trajectory in FY 2027. Detailed information on the operations of the Company and details on the state of affairs of the Company are covered in the Management Discussion and Analysis Report
The standalone and consolidated financial statements, along with the relevant documents and audited financial statements for each subsidiary, as required under Section 136 of the Act,
INFORMATION ON THE STATE OF AFFAIRS OF THE COMPANY
Authum Investment & Infrastructure Limited began its journey in 1982. The Company is listed on the National Stock Exchange of India Limited (listed since April 23, 2024) and BSE Ltd. As a registered Non-Banking Financial Company (NBFC), it has evolved from an investment-focused platform into a diversified financial services platform spanning investments, credit, alternative assets and asset reconstruction, with a focus on creating long-term shareholder value.
As part of this evolution, Authum acquired a ~88.37% stake in India SME Asset Reconstruction Company Limited (ISARC) in June 2025 for an investment of approximately H313 crore, making ISARC a subsidiary of the Company. ISARC provides Authum with an established asset reconstruction platform focused on the acquisition and resolution of stressed financial assets across the MSME, corporate and retail segments.
The ARC platform scaled meaningfully during FY26, with ISARC's Assets Under Management (AUM) reaching approximately H693 crore as at March 31, 2026, alongside a net worth of approximately H353 crore. This provides Authum with a platform to participate in the growing distressed asset opportunity and complements its broader credit and alternative assets strategy.
The details of Companies acquired during the year through equity investments and incorporation are provided hereunder:
O India SME Asset Reconstruction Company Limited (ISARC):
ISARC was incorporated on April 11, 2008 as a public limited company and is registered with RBI as an Asset Reconstruction Company ("ARC"). SIDBI was the primary promoter earlier, with the other promoters being Bank of Baroda, Punjab National Bank, and SIDBI Venture Capital Limited. Authum Investment & Infrastructure Limited ("Authum" / "Company") a registered NBFC had acquired a majority stake in ISARC with effect from June 17, 2025 through purchase of shares from erstwhile promoters / shareholders, as well as infusing fresh capital. As on the date of this notice Authum holds 88.37 % of its stake in ISARC, and hence, ISARC is classified as a Subsidiary of Authum.
O During the year under review, the following Companies became wholly owned subsidiary companies:
O Billion Dream Sports Private Limited with effect from July 31, 2025
O Primetek Pens Private Limited (formerly known as BIC Cello (India) Private Limited) with effect from November 22, 2025
O Authum Foundation with effect from December 05, 2025
Further the Company has acquired 35.09% of voting rights of Rivaara Labs Private Limited on October 30, 2025, making it an associate of the Company.
Apart from above, M/s. Open Elite Developers Limited and M/s. Authum Asset Management Company Private Limited continues to be the Wholly Owned Subsidiary of the Company as at March 31, 2026.
APPROPRIATIONS
Under section 45-IC(1) of Reserve Bank of India ('RBI') Act, 1934, non-banking financial companies ('NBFCs') are required to transfer a sum not less than 20% of its net profit every year to reserve fund before declaration of any dividend, if any. Accordingly, the Company has transferred a sum of Rs. 383.89/- Crores to its reserve fund. Further, the Board of your Company has decided not to transfer any amount to the General Reserve for the year under review. An amount of H1535.58 crore on standalone basis is proposed to be retained in the Profit and Loss Account of the Company.The closing balance of the reserves and surplus of the Company for F.Y. 2025-26, after all appropriation and adjustments was Rs. 14466.58/- Crores.
CREDIT RATING
During the year under review, the Credit Rating of the Company was upgraded Crisil A/ Stable from Crisil A-/Stable on the 'long-term bank loan facilities.
O CHANGE IN SHARE CAPITAL
O Equity
During the Financial year under review, your company has issued and allotted 67,93,80,400 (Sixty-Seven Crore Ninety-Three Lakh Eighty Thousand Four Hundred) fully paid-up Bonus Equity Shares of face value Rs. 1/- each in the proportion of 4:1 i.e. 4 (Four) new fully paid-up Equity Share of Re. 1/- (Rupee One Only) each for every 1 (One) existing fully paid-up Equity Share of Re. 1/- (Rupees One Only) each on January 14, 2026 to those eligible Shareholders of the Company.
Accordingly, the equity paid-up capital of the Company as on March 31, 2026 stood at 84,92,25,500 equity shares of face value Rs. 1/- each.
As on March 31, 2026, 100% of the total paid-up capital of the Company stands in the dematerialized form.
Further, the Company has not issued any equity share capital during the year under review and has also not issued any shares with differential voting rights, nor granted any stock options or sweat equity. The Company has neither issued any convertible instruments during the year nor has any outstanding convertible instruments as on 31st March 2026.
O Non-Cumulative Non-Convertible Redeemable Preference Shares (“NCPRS“)
During the financial year under review your company had approved issue of up to 2,45,00,000 (Two Crores Forty-Five Lakhs) Non-Cumulative Non-Convertible Redeemable Preference Shares ("NCRPS") of face value of Rs. 10/- (Rupees Ten Only) each fully paid- up at a price of Rs. 1000/- (Rupees One Thousand Only) including premium of Rs. 990/- (Rupees Nine Hundred and Ninety Only)vide special resolution passed through postal ballot on November 17, 2025 to be issued on private placement basis to the promoter - Mentor Capital Limited.
As on March 31, 2026, the total outstanding Non¬ Convertible Redeemable Preference Shares (RPS) issued and allotted on private placement basis stood at Rs. 2.57 Crores divided into 2,57,28,000 Preference Shares of Face Value Rs. 10/- each consisting of 52,28 000 (RPS) of 7% and 2,05,00,000 (RPS) of 0.01%.
STATEMENT OF DEVIATION AND VARIATION:
During the year under review, the Company issued 2,05,00,000 (Two Crores Five Lakh) Non-Cumulative Non-Convertible Redeemable Preference Shares (NCPRS) of face value Rs. 10 each at an issue price of Rs. 1000 per equity share (including premium of Rs. 990 per equity share) aggregating Rs.2050 Crores (Rupees) on private placement basis. Pursuant to Regulation 32 of the Listing Regulations, it is hereby confirmed that there have been no deviations or variations in the use of proceeds from the preferential issue as compared to the objects stated in the offer document.
EMPLOYEE STOCK OPTION SCHEME (ESOP):
The Company had vide special resolution passed through postal ballot on December 12, 2025, had approved 'Authum Investment & Infrastructure Limited Employee Stock Option Scheme 2025' ("Scheme 2025”), approving 5,00,000 (Five Lakh) ESOPs to the eligible employees of the Company and its Subsidiary (ies). The total number of ESOP's granted were increased to 25,00,000 on account of issue of bonus shares by the members of the Company vide special resolution passed through postal ballot on December 31, 2025.in the ratio of (4:1) 4 shares for every 1 share held.
The ESOP Scheme is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SBSE Regulations") and are administered by the Nomination and Remuneration Committee of the Board constituted by the Company pursuant to the provision of Section 178 of the Companies Act, 2013. No option have been granted by the Company during the reporting period and no other scheme exists with the Company other than the scheme approved by the members in the year 2025.
The disclosures required to be made under the Act and SBSE Regulations are available on the website of the Company
athttps://www.authum.com/investor.php (under Events Section). The certificate from the Secretarial Auditors, confirming compliance with the aforesaid provisions has been appended as Annexure I to the Board's Report.
PUBLIC DEPOSITS
The Company being a non-deposit taking Non-Banking Financial Company ("NBFC”), and has not accepted any deposits from the public during the year under review nor had any public deposits at the beginning of the year.
SUBSIDIARY & ASSOCIATE COMPANIES
As at March 31, 2026 the Company had 5 wholly owned subsidiaries, 1 subsidiary and 1 associate company , the details of which are provided as below:
Wholly owned subsidiary:
Ý Open Elite Developers Limited (formerly known as Reliance Commercial Finance Limited) (OEDL). OEDL is a wholly owned subsidiary of the Company. During the previous year, gross earnings of the Company was Rs. 16.19 crores as compared to Rs. 13.02 crores in the year 2024-25. NPAT during the previous year, was Rs. (5.86) crores as compared to Rs. (6.71) crores in year 2024-25.
Ý Authum Asset Management Company Private Limited (AAMCPL): AAMCPL is also a wholly owned subsidiary (WOS) of the Company incorporated on January 11, 2024 with an object to carrying out the business as Asset Management Company (AUM) interalia including the business of acting as Manager, advisers, administrators, attorneys, agents, consultants, representatives or nominees of or for any mutual funds, unit trusts, venture capital funds, investment trust or any other portfolio of securities, properties or assets of any kind, including any pension, provident fund or superannuation fund set up, formed or established in India or in any other country by the Company or by any other person, or by government, state, local, authority, association, institute (whether incorporated or not) or any other agency or organization.
The income of the Company for FY 2025-26 stood at Rs. 54,005/- as against Nil FY 2024-25 and profit for the period was accounted at Rs. 17,315/- as compared to Rs. (17,700)/-.
Billion Dream Sports Private Limited (BDSPL): BDSPL is also a wholly owned subsidiary (WOS) of the Company incorporated on July 31, 2025 with an object of carrying on the business of promoting, managing, organizing, and conducting sports and related promotional activities and such other related activities. The total income of the Company for FY 2025-26 stood at Rs. (4.17) Crores/- and profit for the period was accounted at Rs.(15.00) Crores/-.
Primetek Pens Private Limited (formerly known as BIC Cello (India) Private Limited): Primetek became a wholly owned subsidiary of the Company with effect from
November 22, 2025 post acquisition of 100 % shares from the erstwhile shareholders of Primetek vide agreement entered into by the Company with Primetek. This WOS is engaged in the business of manufacturing and distribution of Writing Instruments and Other Stationeries. The total income of the Company for FY 2025-26 stood at Rs. 415.49 Crores/-as compared to Rs. 384. 36 Crores for the FY 2024-25 and profit for FY 2025-26 stood at Rs. 107.04 Crores as compared to Rs. (112.85) Crores for the FY 2024-25.
Authum Foundation is a Section 8 Company incorporated as a wholly owned subsidiary of the Company on December 05, 2025 with an object of carrying out Corporate Social Responsibility (CSR) comprehensive social welfare initiatives addressing poverty alleviation, hunger and malnutrition, healthcare including preventive health care, livelihood generation, women empowerment, child welfare, senior citizen care and all the activities as provided under Schedule VII of the Companies Act, 2013. Pursuant to the incorporated objects, the Company has been carrying out CSR functions of the Company after obtaining the CSR Registration Certificate. For FY 2025-26 total income stood at Rs. 27.05 Crores and Profit after tax stood at Rs, 11.05 Crore.
Subsidiary Company
India SME Asset Reconstruction Company Limited (ISARC):
ISARC was incorporated on April 11, 2008 as a public limited company and is registered with RBI as an Asset Reconstruction Company ("ARC"). SIDBI was the primary promoter earlier, with the other promoters being Bank of Baroda, Punjab National Bank, and SIDBI Venture Capital Limited. Authum Investment & Infrastructure Limited ("Authum" / "Company") a registered NBFC had acquired a majority stake in ISARC with effect from June 17, 2025 through purchase of shares from erstwhile promoters / shareholders, as well as infusing fresh capital.
As at present , Authum holds 88.37 % of its stake in ISARC, and hence, ISARC is classified as a Subsidiary of Authum. ISARC is an ARC registered with the RBI under Section 3 of the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002, and engaged in the business of inter alia securitization / asset reconstruction as per the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 and focusses mainly on restoring idle NPA's through innovative resolution mechanism.
Standalone:
The total income of the Company for FY 2025-26 stood at Rs. 17.43 Crores/-as compared to Rs. 31.50 Crores for the FY 2024-25 and net profit for FY 2025-26 stood at Rs. 12.15 crores as compared to Rs. 19.79 Crores for the FY 2024-25.
Consolidated:
The total income of the Company for FY 2025-26 stood at Rs. 14.53 Crores/- and net profit at Rs. 10.48 crores.
Associates
Rivaara labs Private Limited became an associate of the Company with effect from October 30, 2025 on account of acquisition of equity shares from the existing shareholders of the Company. Rivaara Labs Private Limited was incorporated on 18th October 2019 and is engaged in the business of Establishing and operating diagnostic service centres including pathology, imaging, PCR testing and genomic sequencing, distribution, marketing, manufacturing point of care diagnostic kits and equipment based on molecular biology in India and such other allied activities. During the year 2025-26, the Company earned revenue of Rs. 18.83 crores as compared to Rs. 25.52 crores for FY 2024-25 and net loss for FY 2025-26 stood as Rs. 17.68 crores compared to Rs. 23.08 crores for FY 2024-25 on consolidated basis.
Pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited accounts in respect of subsidiaries and associate, are available on the website of the Company athttps://www. authum.com/ investor.php
Pursuant to provisions of Section 129(3) of the Act, a statement containing salient features of the financial statements of the Company's subsidiaries in Form AOC-1 is attached to the financial statements of the Company as "Annexure II".
The statement also provides the details of performance and financial position of the Subsidiary and Associate Companies.
As per Section 136(1), copies of the aforesaid documents will be available for inspection electronically. Members seeking to inspect such documents can send an email to secretarial authum.com
MATERIAL SUBSIDIARIES
The Company has adopted a Policy for determining Material Subsidiaries in terms of Regulation 16(1)(c) and 46 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations”). The Policy, as approved by the Board, is uploaded on the Company's website: https://www.authum.com/policies.php
For Financial year 2025-26 no subsidiaries were identified as material. Though there were no material subsidiaries, the Audit Committee of the Company reviews the investment register of the unlisted subsidiaries of the Company. The minutes of the meetings of the board of directors of the unlisted subsidiaries are also placed at the meeting of the board of directors of the Company.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the provisions of Section 129(3) of the Act and as per Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Consolidated Financial Statements forms part of this Annual Report and shall also be laid before the ensuing AGM of the Company. The Consolidated Financial Statements have been prepared in accordance with the applicable Indian Accounting
Standards (IND AS) under Section 133 of the Act. The consolidated financial results reflect the operations of the said subsidiaries. Further in accordance with the third proviso to Section 136(1) of the Act, the Financial Statements of the Company (Standalone and the Consolidated) are available on the Company's website at the web-link:https://www.authum. com/investor.php (Under Financials of Subsidiary).
COST RECORDS
The Company is not required to maintain cost records as per the provisions of Section 148 (1) of the Companies Act, 2013 ("the Act").
PARTICULARS OF LOANS GRANTED, GUARANTEE PROVIDED AND INVESTMENTS MADE PURSUANT TO THE PROVISIONS OF SECTION 186 OF THE COMPANIES ACT, 2013
The Company, being an NBFC registered with the RBI and engaged in the business of giving loans in ordinary course of its business, is exempt from complying with the provisions of section 186 of the Act except sub-section (1) with respect to loans, guarantees and investments. Accordingly, the Company is exempted from complying with the requirements to disclose in the financial statement the full particulars of the loans given, investment made or guarantee given or security provided.
EXTRACT OF ANNUAL RETURN
In compliance with Section 134(3)(a) and 92(3) of the Act, the Annual Return of the Company for the financial year 2025-26
RELATED PARTY TRANSACTIONS
In line with the requirements of the Companies Act 2013, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the 'Listing Regulations'), Directions and Notifications issued by Reserve Bank of India (RBI), your Company has formulated a Policy on Related Party Transactions which is available on Company's website athttps://www.authum.com/policies.php. This Policy deals with the review and approval of related party transactions. The Board of Directors of the Company has approved the criteria for giving the omnibus approval by the Audit Committee within the overall framework of the Policy on Related Party Transactions.
Pursuant to Regulation 23 of the Listing Regulations, all related party transactions were placed before the Audit Committee on a quarterly basis for their review and approval. An omnibus approval of the audit committee had been obtained for the related party transactions which were repetitive in nature. Further, as per applicable provisions of the SEBI Listing Regulations, necessary approvals of the Members of the Company are also sought for the material-related party transactions proposed to be entered with the related parties. Further, the company has not entered any contract or arrangement or transaction with the related parties which were not on an arm's length basis or could be considered material in accordance with the policy of the company on Related Party Transactions Policy
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Particulars
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Governance & Compliance Standards
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Nature of Transactions
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Primarily includes Lending, Borrowing, group support services and purchase of / investments in security receipts.
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Approval Process
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An omnibus approval of the Audit Committee is obtained for the related party transactions which are repetitive in nature. All the related party transactions are placed before the Audit Committee for its review on a quarterly basis. Further, as per applicable provisions of the SEBI Listing Regulations, necessary approvals of the Members of the Company are also sought for the material related party transactions proposed to be entered with the related parties along with requisite details as required under RPT Industry Standards.
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Disclosures as per RPT Industry Standard
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As per applicable provisions of the SEBI Listing Regulations, necessary approvals of the Members of the Company are being sought for entering into material transactions with the Company's related parties. These include transactions between the Company and its related parties, as well as transactions between certain subsidiaries, where the Company itself is not a party. Necessary disclosures, as required under SEBI Circular dated June 26, 2025 (RPT Industry Standards) are provided to the Members.
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Disclosure
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The Company pursuant to Regulation 23 of the SEBI Listing Regulations, submits the disclosures of related party transactions on a consolidated basis to the stock exchanges within the stipulated time.
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Policy
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In accordance with the SEBI Listing Regulations, the Company has adopted a Policy on Dealing with Related Party Transactions, which is available on its website at https://www.authum.com/policies.php
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The Audit Committee annually or as and when required, reviews this Policy to ensure its effectiveness.
The particulars of material contracts or arrangements with related parties which fall within the purview of Section 188(1) of the Act, are mentioned in Form AOC - 2 appended to this Report as Annexure III. The Directors draw the attention of the Members to Notes 49 to the Financial Statements, which comprehensively sets forth the related party disclosures
DIVIDEND DISTRIBUTION POLICY
Pursuant to the provisions of regulation 43A of the Listing Regulations, the Company had formulated a dividend distribution policy, which sets out the parameters and circumstances to be considered by the Board in determining the distribution of dividend to its shareholders and/or retaining profit earned. The policy is annexed to this report as Annexure IV and is also available on the website of the Company athttps://www.authum.com/policies.php
MEETINGS OF THE BOARD
During the year under review, 08 (Eight) Board Meetings were held. The maximum interval between two meetings did not exceed 120 days, as prescribed under the Act and SEBI Listing Regulations. The details of the composition of the Board and its Committees and of the Meetings held and attendance of the Directors at such Meetings, are provided in the Corporate Governance Report. There have not been any instances during the year when recommendations of the Audit Committee were not accepted by the Board.
COMMITTEES OF THE BOARD
During the year under review, the Board had twelve Committees viz. Audit Committee, Nomination & Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee, Investment Committee, Risk Management Committee, IT Strategy & Steering Committee, Fund Raising Committee, Asset Liability Management Committee, Executive Committee of the Board, Review Committee and Committee of Executives. Of the above, a detailed overview of the composition, terms of reference, meetings held and attendance of members in respect of mandatory committees under the Companies Act, 2013, SEBI LODR Reg. 2015 and under RBI / NBFC regulations forms part of the Corporate Governance Report.
UNPAID/ UNCLAIMED DIVIDEND AND TRANSFER OF SHARES TO IEPF
Kindly refer section on Corporate Governance, under head 'Unclaimed and Unpaid Dividends' and transfer to Shares of IEPF' for the amounts of unclaimed and unpaid dividends lying with the Company. Members who have not yet received/ claimed their dividend entitlements are requested to contact the Company or the Registrar and Transfer Agent of the Company. Members who have not yet received/claimed their dividend entitlements are requested to contact the Company or the Registrar and Transfer Agent of the Company. Pursuant
to the provisions of Section 124 of the Companies Act, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 read with the relevant circulars and amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is transferred to the Investor Education and Protection Fund ("IEPF"). The equity shares in respect of which dividend have remained unpaid/unclaimed for a period of seven consecutive years is also transferred by the Company to the designated Demat Account of the IEPF Authority. For previous year there were no dividend that were unpaid for seven years and thus there was no requirement of transferring shares / dividend to IEPF.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
As on March 31, 2026, the Board of the Company comprised nine (9) Directors, of which, six (6) are Independent Directors including one (1) Woman Independent Director, two (2) Whole Time Director and one (1) Whole Time Director and Chief Executive Officer (CEO). For complete list of Directors of the Company, please refer to the Report on Corporate Governance, forming part of this Annual Report.
Appointment and Cessation
During the year under review, the following changes have taken place in the composition of Board of Directors and Key Managerial Personnels ('KMP'):
A. Board of Directors:
Ý The term of Mrs. Bhaviika Jain (DIN: 08738884) as the Independent Director of the Company got completed on May 29, 2025 and accordingly she ceased to be Director of the Company with effect from May 29, 2025.
Ý Mr. Rajeev RA (DIN: 03125952) was appointed as the Independent Director of the Company by the Board of Directors w.e.f. October 07, 2025 for a first term of up to five years with effect from October 07, 2025 till October 06, 2030, by the Board based on recommendation of the Nomination and Remuneration Committee ("NRC") of the Company. Further, the said appointment was approved by the Members by way of a special resolution passed at the vide postal ballot on November 17, 2025.
Ý Mrs. Alpana Dangi (DIN: 01506529) resigned from the position of Non-Executive Director of the Company w.e.f. close of business hours of October 16, 2025. The Board records its deepest appreciation for contribution by Mrs. Alpana Dangi in guiding and supporting the management during her tenure as Non-Executive Director of the Company over the last so many years.
All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of section 164 & 165 of the
Companies Act, 2013. The Company has obtained a certificate from M/s. Mayank Arora & Co., Company Secretaries, confirming that none of the directors on the Board of the Company has 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 ("MCA") or any such statutory authorities as on March 31, 2026. A copy of the said certificate is forming part of the Report on Corporate Governance, which forms part of this Report.
Retire by Rotation
Section 152 of the Act provides that unless the Articles of Association provide for retirement of all directors at every AGM, not less than two-third of the total number of directors of a public company (excluding the Independent Directors) shall be persons whose period of office is liable to determination by retirement of directors by rotation, of which one-third are liable to retire by rotation Accordingly, Mr. Divy Dangi (DIN: 08323807) will retire by rotation at the ensuing AGM and being eligible, has offered himself for re appointment.
Re-appointment of Independent Directors:
The first term of Mr. Rahul Bagaria (DIN: 06611268) and Mr. Haridas Bhat (DIN: 09691308) as Independent Directors will end on July 31, 2027 and thus based on the recommendation of the NRC, the Board at its meeting held on August 25, 2026 has approved their re-appointment. The said appointments shall be subject to approval of the Members of the Company at the ensuing AGM and accordingly forms part of the Notice of the ensuing AGM.
Each of these Directors being eligible have provided their consent to be re-appointed as Independent Directors of the Company for a second term. Basis the performance evaluation report, skill sets, experience and substantial contribution made by them during their first term, the Board is of the opinion that the aforesaid Directors holds high standards of integrity, expertise and experience. As none of the above Independent Directors will exceed age beyond 75 years, approval under Reg. 17(1) (A) of the SEBI (LODR) Reg. 2015 is not required.
B. Key Managerial Personnel:
During the year under review, below changes took place in the position of KMP:
Ý Ms. Avni Shah resigned from the position of Company Secretary and Compliance Officer of the Company w.e.f. July 14, 2025.
Ý Ms. Dipyanti Jaiswar was appointed as the Company Secretary and Compliance Officer of the Company w.e.f. July 15, 2025.
As at March 31, 2026, the following persons are the Key Managerial Personnel (the "KMPs") of the Company in accordance with the provisions of Sections 2(51) and 203 of the Act read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 :
Ý Mr. Amit Dangi - Whole Time Director
Ý Mr. Divy Dangi- Whole Time Director
Ý Mr. Akash Suri - Whole Time Director & CEO
Ý *Mr. Amit Kumar Jha - Chief Financial Officer
Ý Mrs. Dipyanti Jaiswar - Company Secretary & Compliance Officer
*Mr. Amit Kumar Jha had resigned w.e.f. close of business hours
of June 01, 2026.
FIT AND PROPER CRITERIA & CODE OFCONDUCT
All the Directors meet the fit and proper criteria stipulated by RBI. All the Directors and Senior Management of the Company have affirmed compliance with the Code of Conduct of the Company.
DECLARATION FROM THE INDEPENDENT DIRECTORS
The Independent Directors have submitted a declaration of independence, stating that they meet the criteria of independence provided under section 149(7) of the Act read and Regulation 25(8) of the SEBI Listing Regulations, stating that they meet the criteria of independence as provided in Section 149(6) of the Act and Regulations 16(1)(b) of the SEBI Listing Regulations, and they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact his/her ability to discharge his/ her duties with an objective independent judgment and without any external influence.The Independent Directors have also confirmed compliance with the provisions of rule 6 of Companies (Appointment and Qualifications of Directors) Rules, 2014, as amended, relating to inclusion of their name in the databank of independent directors.
The terms and conditions of appointment of Independent Directors are available on the website of the Company at https://www.authum.com/policies.php. The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience, expertise (including proficiency, as applicable) and hold highest standards of integrity. There has been no change in the circumstances affecting their status as independent directors of the Company. During the financial year 2025-26, the independent directors had no pecuniary relationships or transactions with the Company, except as disclosed in the Report on Corporate Governance which forms part of this Report.
The Board took on record the declaration and confirmation submitted by the Independent Directors regarding them meeting the prescribed criteria of independence, after undertaking due assessment of the veracity of the same in terms of the requirements of regulation 25 of the Listing Regulations.
SEPARATE MEETING OF INDEPENDENT DIRECTORS
The Independent Directors of the Company met on May 12, 2025 in terms of Section 149(8) and Schedule - IV of Companies Act, 2013 and regulation 25(3) & (4) of Listing Regulations, without the attendance of Non-Independent Directors and members of management.
FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS (IDs)
In terms of Regulation 25(7) of the Listing Regulations and the Companies Act, 2013, the Company is required to conduct the Familiarization Programme for Independent Directors (IDs) to familiarize them about their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc., through various initiatives. Directors are made aware of the significant news developments and highlights from various regulatory authorities viz. Reserve Bank of India (RBI), Securities and Exchange Board of India (SEBI), Ministry of Corporate Affairs (MCA), etc.
The Directors are regularly apprised about their roles, rights and responsibilities in the Company from time to time as per the requirements of the Listing Regulations, with the Stock Exchanges and Companies Act, 2013 read together with the Rules and Schedules thereunder. The policy and details of familiarization programme imparted to the Independent Directors of the Company is available athttps://www.authum. com/policies.php
DISCLOSURE ON NOMINATION AND REMUNERATION COMMITTEE AND NOMINATION AND REMUNERATION POLICY
Section 178 of the Act and Regulation 19 read with Part D of Schedule II of the SEBI Listing Regulations, requires the Nomination and Remuneration Committee ("NRC") to formulate a policy relating to the remuneration of the Directors, SMP/KMPs and other employees of the Company and recommend the same for approval of the Board. Further as per requirements of Reserve Bank of India (Non-Banking Financial Companies - Governance) Directions, 2025, the Company is required to put in place a Board approved compensation policy. Further, Section 134 of the Act, stipulates that the Board's Report is required to include a statement on the Company's policy on Directors' appointment and remuneration including criteria for determining qualifications, positive attributes, independence of director and remuneration for KMPs and other employees ("the Policy"). In view of the aforesaid, the Board has, based on the recommendation of the NRC of the Company, approved the Policy which is available on the website of the Company at https://www.authum.com/policies.php
The Nomination and Remuneration Committee as on March 31, 2026, was comprised of the following members:
Mr. Rahul Bagaria - Chairman and Non-Executive Independent Director, Haridas Bhat - Non-Executive Independent Director and Mrs. Asha Agarwal - Non-Executive Independent Director as members of the Committee. The details with respect to the attendance and meetings of the NRC Committee has been provided in the Corporate Governance Report.
On account of resignation of Ms. Alpana Dangi, the committee was reconstituted with Mrs. Asha Agarwal as the member of the committee with other member and chairman being the same persons.
PERFORMANCE EVALUATION
Pursuant to the provisions of Section 134(3), 149(8) and Schedule IV of the Companies Act, 2013 read with SEBI Listing Regulations, Annual Performance Evaluation of the Board, the Directors as well as Committees of the Board has been carried out. The performance evaluation of all the Directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board, details of which are provided in the Corporate Governance Report. The properly defined and systematically structured questionnaire was prepared after having considered various aspects and benchmarks of the Board's functioning, composition of the Board and its Committees, performance of specific duties, obligations and governance. The evaluation process focused on various aspects of the Board and Committees' functioning including their composition, experience, competencies, performance of specific duties, obligations, governance issues, attendance and contribution of individual directors and exercise of independent judgement.
DIRECTORS RESPONSIBILITY STATEMENT
Based on the framework of internal financial controls and compliance systems established and maintained by the Company, and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during the financial year 2025-26.
Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:
1. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
2. appropriate accounting policies have been selected and applied consistently and judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review;
3. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act have been taken for safeguarding the assets of the
Company and for preventing and detecting fraud and other irregularities;
4. the Annual Accounts for the year ended March 31, 2026, has been prepared on a going concern basis.
5. 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;
They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
INTERNAL CONTROL SYSTEM AND ITS ADEQUACY
The Company has in place adequate and effective internal financial controls with reference to the Financial Statements commensurate with the size, scale and complexity of its operations. The Board has adopted accounting policies which are in accordance with Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015. The internal financial control system of the Company is supplemented with internal audits, regular reviews by the management and checks by external auditors. These mechanisms provide reasonable assurance in respect of financial and operational information, compliance with applicable statutes, safeguarding of assets of the Company, prevention and detection of frauds, accuracy and completeness of accounting records and adherence to the Company's policies.
The Internal Audit team reviews the efficiency and effectiveness of these systems and procedures. The Head of Internal Auditor submits the Report which is placed before the Audit Committee. The audit committee actively reviews the adequacy and effectiveness of the internal control systems and is regularly updated on the internal audit findings and corrective actions. Additionally, the Statutory Auditors of the Company have also provided confirmation that the internal financial controls framework is operating effectively. During the financial year, no material or serious observations have been highlighted for inefficiency or inadequacy of such controls.
A combination of these systems enables your Company to maintain a robust design of controls and its operating effectiveness is ensured through periodical internal checks and audit.
CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY AND ITS REPORT
The Company recognizes the responsibilities towards society and strongly intends to contribute towards development of knowledge-based economy.
In accordance with the requirements of the provisions of Section 135 of the Act, the Company has constituted a Corporate Social Responsibility ("CSR") Committee. The composition and terms of reference of the CSR Committee is
provided in the Corporate Governance Report forming part of this Annual Report. The scope of functions of the Committee includes, inter alia, the formulation and recommendation to the Board for its approval and implementation, the Corporate Social Responsibility ("CSR") Policy(ies) of the Company, undertake periodical assessment of the Company's CSR performance, review the draft CSR Report and recommend the same to the Board for its approval and inclusion in the Annual Report of the Company. The role of this Committee also includes recommendation of the amount of expenditure to be incurred on the CSR activities as enumerated in Schedule VII of the Act and also referred to in the CSR Policy of the Company, as also to monitor the CSR Policy from time to time, etc.
The Company has also formulated a CSR Policy which is available on the website of the Company athttps://www. authum.com/policies.php
The CSR obligation of the Company for Financial Year 2025-26 was Rs. 35.40 crore and the same was spent during the year. The Whole Time Director, in absence of CFO has certified that the funds disbursed basis the annual action plan for the financial year 2025-26 have been utilized for the purpose and in the manner as approved by the Board.
As per section 135 of the Act read with Companies (Corporate Social Responsibility) Rules, 2014, as amended, the Company is required to transfer any unspent amount, pursuant to any ongoing project undertaken by the Company in pursuance of its Corporate Social Responsibility Policy, within a period of thirty days from the end of the financial year to a special account opened by the Company in that behalf for that financial year in any scheduled bank called Unspent Corporate Social Responsibility Account. The Company did not have any unspent amount to be transferred to the said account.
The Annual Report on the CSR activities undertaken by your Company during the year under review, as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended, is set out in Annexure V of this Report.
PARTICULARS OF EMPLOYEES, KEY MANAGERIAL PERSONNEL AND RELATED DISCLOSURES
In accordance with the provisions of Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement containing the disclosures pertaining to remuneration and other details as required under the Act and the above Rules are provided in the Annual Report.
The disclosures as specified under Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are appended to this Report as Annexure VI.
Statement containing the particulars of top ten employees and the employees drawing remuneration in excess of limits prescribed under Section 197(12) of the Act read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is an
annexure forming part of this Report. In terms of the proviso to Section 136(1) of the Act, the Report and Accounts are being sent to the Members excluding the aforesaid annexure. The said statement is available for inspection with the Company. Any Member interested in obtaining a copy of the same may write to the Company Secretary at secretarial@authum.com.
The Board of Directors affirms that the remuneration paid to the employees of the Company is as per the policy on Directors' appointment and remuneration/ compensation for Directors, Senior Management Personnel, Key Managerial Personnel and other employees and is in accordance with the requirements of the Act and SEBI Listing Regulations and none of the employees listed in the said Annexure are related to any Directors of the Company.
JOINT STATUTORY AUDITORS AND THEIR REPORT
In accordance with Sections 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with applicable rules made thereunder and in accordance with the Circular No. RBI/2021-22/25-Ref. No.DoS.CO.ARG/ SEC.01/08.91.001/2021-22 dated April 27, 2021 issued by The Reserve Bank of India, inter-alia, on Guidelines for appointment of Statutory Auditors of NBFCs, M/s. Maharaj N R Suresh and Co LLP, Chartered Accountants (Firm Reg. No. 001931S / S000020) and M/s. APAS Co LLP, Chartered Accountants (FRN: 000340C/C400308) were appointed as the Joint Statutory Auditors of the Company from the conclusion of the 42nd Annual General Meeting until the conclusion of the 45th Annual General Meeting to be held in the year 2027.
Further they have confirmed that they are not disqualified from continuing as Auditors of the Company. The Audit Report of M/s. Maharaj N R Suresh and Co LLP, Chartered Accountants (Firm Reg. No. 001931S / S000020) and M/s. APAS Co LLP, Chartered Accountants (FRN: 000340C/C400308) on the Financial Statements of the Company for the Financial Year 2025-26 is a part of the Annual Report.
The Auditor's Report both on standalone and consolidated annual financial statements of the Company for the financial year ended March 31, 2026, forms part of the Annual Report. The said reports were issued by the Joint Statutory Auditors with an unmodified opinion and does not contain any qualifications, reservations or adverse remarks. During the year under review, the Auditors have not reported any incidents of fraud to the audit committee under Section 143(12) of the Act. The notes to the accounts referred to in the Auditor's Report are self-explanatory and therefore do not call for any further explanation and comments.
DETAILS OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OF THE COMPANIES ACT 2013, OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT
During the year under review, the Joint Statutory Auditors and Secretarial Auditor have not reported any instances of frauds
committed in the Company by its Officers or Employees, to the Audit Committee under Section 143(12) of the Act details of which needs to be mentioned in this Report.
SECRETARIAL AUDIT REPORT & AUDITOR
Pursuant to Section 204 of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24 of SEBI (LODR), the Company has at their 43rd Annual General Meeting held on September 26, 2025 had appointed M/s. Mayank Arora & Co., Company Secretaries (Firm Registration Number P2023MH094900 and Peer Review Certificate No. 5923/2024, as the Secretarial Auditor of the Company for a period of 5 (five) consecutive financial years i.e.; from FY 2025-26 up to FY 2029-30, to undertake secretarial audit as required under the Act and SEBI Listing Regulations and issue the necessary secretarial audit report for the aforesaid period. The secretarial audit report is annexed as Annexure VII and forms part of this Report.
Pursuant to Regulation 24A of SEBI Listing Regulations, the Annual Secretarial Compliance Report of the Company as issued by M/s. Mayank Arora & Co., Practicing Company Secretary, was submitted to the stock exchanges within the statutory timelines.
The Secretarial Auditor has confirmed that they have subjected themselves to Peer Review process by the Institute of Company Secretaries of India ("ICSI") and hold valid certificate issued by the Peer Review Board of ICSI.
MAINTENANCE OF COST RECORDS
Your Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013 and accordingly such accounts and records have not been maintained by the Company.
SECRETARIAL STANDARDS OF ICSI
The Company has complied with the requirements prescribed under the Secretarial Standards on meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India and as notified by the MCA.
INTERNAL AUDITOR AND THEIR REPORT
The Board has appointed Mr. Varun Suthar as the Head of Internal Audit of the Company and Mrs. Purvi Sanghavi as the Internal Auditor to conduct Internal Audit of the Company in accordance with Companies Act, 2013 and RBI guidelines.
An Audit plan was rolled out after approval of the Audit Committee. Pursuant to Risk Based Internal Audit Framework, internal audit is aligned in such a manner that assurance is provided to the Audit Committee and Board of Directors on quality and effectiveness of the internal controls and governance related systems and processes. Report on Internal Audit was placed before the Audit Committee, and the Board of Directors and no adverse remarks were observed in the report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT (MDAR)
The Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34(2)(f) and other applicable regulation read with Schedule V of Listing Regulations is presented in a separate section and forms part of the Annual Report.
CORPORATE GOVERNANCE REPORT AND ITS COMPLIANCE CERTIFICATE
The report on Corporate Governance for the year under review, is forming a part of the Board's Report and the same is prepared in accordance with SEBI Listing Regulations and other applicable regulations, if any. The certificate from the Secretarial Auditor of the Company confirming compliance with the conditions of corporate governance is appended to the Corporate Governance Report.
BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT (BRSR’)
The Company has prepared the BRSR in accordance with the framework prescribed by SEBI, which is based on the National Guidelines on Responsible Business Conduct. Pursuant to Regulation 34(2) f) of the SEBI (Listing Regulations and Diclosure Requirements) Regulations, 2015, read with the applicable SEBI circulars and Industry Standards, assessment or assurance of BRSR Core disclosures is applicable to the top 500 listed Companies for FY 2025-26. Accordingly, the Company has obtained an independent third- party limited assessment of its BRSR Core disclosures for FY 2025-26.
The Independent Limited Assessment Report issued by the assessment provider is annexed to and forms party of this BRSR Report.
RISK MANAGEMENT
The Company has adopted a Risk Management Policy in accordance with the provisions of the Act, Regulation 21 of the SEBI Listing Regulations and RBI regulations. The details are covered as part of the Corporate Governance Report. The Company has a risk management framework and Board members are informed about risk assessment and minimization procedures and periodical review to ensure management controls risk by means of a properly designed framework. The Risk Management committee facilitates the execution of Risk Management Practices in the Company, in the areas of risk identification, assessment, monitoring, mitigation and reporting.
The Risk Management Committee as on March 31, 2026 comprised with: Mr. Ajai Kumar - Chairman and Non-Executive Independent Director, Amit Dangi - Whole-Time Director, Mr. Divy Dangi - Whole-Time Director, Mr. Haridas Bhat - Non-Executive Independent Director, Mr. Akash Suri - Whole Time Director and Chief Executive Officer and Mr. Deepak Dhingra - Chief Risk Officer as members of the Committee.
WHISTLE BLOWER/VIGIL MECHANISM
The Company has formulated a codified Vigil Mechanism Policy incorporating the provisions relating to Vigil Mechanism in terms of Section 177 of the Companies Act, 2013 and Regulation 22 of the Listing Regulations, in order to encourage Directors and Employees of the Company to escalate to the level of the Audit Committee any issue of concerns impacting and compromising with the interest of the Company and its stakeholders in anyway. The Company's vigil mechanism / whistleblower policy aims to provide the appropriate platform and protection for whistle blowers to report instances of any actual or suspected incidents of unethical practices, violation of applicable laws and regulations including the integrity code, code of conduct for prevention of insider trading, code of fair practices and disclosure. The Vigil Mechanism Framework provides for adequate safeguards against victimization of the persons who use such mechanism and make provisions for direct access to chairman of AC.
All employees and directors have access to the chairperson of the audit committee. The Audit Committee's oversight ensures that the framework is accessible to all stakeholders and that it aligns with best practices. Necessary details pertaining to the framework are disclosed in the Corporate Governance Report. The said Policy is available on the Company's websitehttps:// www.authum.com/policies.php
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
(A) Conservation of Energy and Technology Absorption:
The need for adoption of clean technology, improving end-use efficiency and diversifying energy bases, etc. have all been seriously considered by the Government of India and the country is poised for a considerable increase in the use of renewable energy sources in its transition to a sustainable energy base. Your Company, being a Non-Banking Finance Company has no activity relating to Conservation of Energy and Technology Absorption as stipulated in Rule 8(3) of Companies (Accounts) Rules, 2014.
(B) Foreign Exchange Earnings & Outgo
During the year under review, the Company did not have any Foreign Exchange Earnings and no foreign outgo as well.
CHIEF EXECUTIVE OFFICER & CHIEF FINANCIAL OFFICER CERTIFICATION
A Certificate of the Chief Executive Officer and Chief Financial Officer of the Company in terms of Regulation 17(8) of the Listing Regulations is provided as Annexure C to the Corporate Governance Report .
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place a Policy on Prevention of Sexual Harassment in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees are covered under this policy. The Company's POSH Policy states for prevention, prohibition and redressal of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The details with respect to the Internal Complaints Committee have been disclosed in the Corporate Governance Report.
Summary of sexual harassment complaints received / disposed off / pending during the FY 2025- 26 is as follows:
Ý Number of complaints received in the year: Nil
Ý Number. of complaints disposed off during the year: Nil and
Ý Number of cases pending for more than ninety days: Nil
COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961
Your Company demonstrates its commitment to the well-being of its women employees by complying with the provisions of the Maternity Benefit Act, 1961 and confirms adherence to applicable provisions of the Maternity Benefit Act, 1961. This adherence reflects the company's core values, including sensitivity and integrity towards its workforce. The Company recognises employees as key stakeholders, as outlined in its "Grievance Redressal Policy for Stakeholders.” The policy ensures that any employee-related grievances, including those concerning maternity benefits, are handled through an established redressal mechanism and emphasizes a fair, consistent, and rule-abiding process for grievance resolution, with an escalation matrix available to ensure timely and effective handling of all complaints.
RBI REGISTRATION AND COMPLIANCES
The Company is registered as a non-deposit accepting systemically important NBFC with Reserve Bank of India, bearing reference no. B-13.02327 dated March 13, 2019. . The Company complies with the Master Directions issued by Reserve Bank of India and all the applicable laws, regulations, guidelines, etc. prescribed by RBI from time to time. In compliance with the requirement of RBI Master Directions the Company has defined and appointed various control functions such as Chief Risk Officer, Chief Compliance Officer,
Head of Internal Audit, Chief Information Security Officer & Chief Information Officer.
During FY 2025-26, there were no frauds committed by the Company and no material frauds were committed on the Company by its officers or employees.
CHANGE IN NATURE OF BUSINESS
During the financial year 2025-26, there has been no change in the nature of the Company's business.
OTHER DISCLOSURES AND INFORMATION
a) Significant and Material Orders passed by any Authorities
There are no significant and material orders passed by the regulators/courts which would impact the going concern status of the Company and its future operations.
b) Material Changes and Commitments affecting financial position of the Company between the end of the financial year 2025-26 and the date of the report
There were no material changes and commitments affecting the financial position of the Company which occurred between the end of the financial year to which these financial statements relate and the date of the Board's Report.
c) Proceedings Under Insolvency and Bankruptcy Code, 2016
There are no proceedings, either filed by the Company or against the Company, pending under the Insolvency and Bankruptcy Code, 2016 as amended, before the National Company Law Tribunal or other Courts as on March 31, 2026.
d) 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
There are no instances of one-time settlement during the financial year.
DEPOSITORY SYSTEM
The Company's Equity Shares are compulsorily tradable in electronic form. As on March 31, 2026, Company's 100 % of total equity paid-up share capital comprising 84,92,25,500 Equity Shares, were in dematerialized form.
APPRECIATION
Your Company has been able to perform better with the continuous improvement in all functions and areas which coupled with an efficient utilization of the Company's resources
led to sustainable and profitable growth of the Organization. We extend our heartfelt appreciation to all our stakeholders whose unwavering support has been instrumental in our journey toward success. We are grateful to our investors for their confidence and commitment, our partners for their collaborative spirit, and our suppliers for their reliability and quality. Your collective efforts, insights, and encouragement have not only propelled us forward but have also shaped the foundation of our achievements. Together, we have built something truly remarkable, and we look forward to continuing this journey with the same passion and shared purpose. Your Directors express their deep sense of appreciation and extend their sincere thanks to every employee and associates for their
dedicated and sustained contribution and they look forward the continuance of the same in future.
ACKNOWLEDGEMENTS
The Directors would like to place on record their gratitude for the valuable guidance and support received from the Reserve Bank of India, the Securities and Exchange Board of India, the Registrar of Companies, and other government and regulatory agencies and to convey their appreciation to the Members, bankers, lenders, vendors and all other business associates for the continuous support given by them to the Company. The Directors also place on record their appreciation of all the employees of the Company for their commitment, commendable efforts, team work and professionalism.
For and on behalf of the Board of Director Amit Dangi Divy Dangi
Place: Mumbai Whole Time Director Whole-Time Director
Date: August 25, 2026 DIN: 06527044 DIN: 08323807
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