The Board of Directors (the Board) have pleasure in presenting the 43^rd Annual Report together with the Audited Financial
Statements of the Company for the financial year ended March 31, 2025. 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, 2025 are summarised
below for ease of reference for the Members.

(Rs. in Crores)

Key highlights of Standalone Financial Performance:

The standalone total income of the Company for FY 2024-25
stood at Rs. 4599.74 crores as against Rs.2429.82 crores
during the previous year and profit after tax increased from
Rs. 2919.50 crores to Rs. 4248.11 crores.

The Management is very positive and looking forward for
better performance in future. The Company remains confident
of a sound growth trajectory in FY 2026. 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

Key highlights of Consolidated Financial Performance:

The consolidated total income of the Company for FY 2024-25
stood at Rs. 4612.22 crores as against Rs. 2611.19 crores during
the previous year and profit after tax for FY 2024-25 stood at
Rs.4241.41 crores as compared to Rs. 4284.83 Crores. The
consolidated financials reflect the cumulative performance of
the Company together with its various subsidiaries.

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,

are available on the website of the Company at https://www.
authum.com/investor.php

INFORMATION ON THE STATE OF AFFAIRS OF
THE COMPANY

The information on the affairs of the Company has been given
as part of the Management Discussion and Analysis section of
the Report.

The Company had pursuant to approval from the Board of
Directors entered into binding agreement with India SME
Asset Reconstruction Company Limited ("ISARC") / consenting
shareholders of ISARC in the form of a Share Subscription
and Purchase cum Shareholders Agreement ("SSPSHA")
on October 13, 2024. On March 26, 2025 the Company
had received approval from the Reserve Bank of India for
addition of the Company as the sponsor in ISARC. Currently,
the Company holds 20,32,50,000 (Twenty crores thirty-two
lakhs and fifty thousand) equity shares of ISARC representing
~88.37% (Eighty-eight point three seven per cent) of the paid-
up share capital of ISARC, as determined on a fully diluted
basis. Accordingly, ISARC has now become a subsidiary of
the Company.

During the year under review the Company acquired
1,02,48,709 equity shares of Prataap Snacks Limited ("PSL")
(i.e., 127 equity shares of PSL acquired by way of open offer
and 1,02,48,582 equity shares of PSL acquired under the
Share Purchase Agreement), representing 42.33% of the
voting share capital of PSL.

Further as a part of acquisition of debt and preference shares
of Nitco Limited from JM Financial Asset Reconstruction
Company Limited and Conversion of part of the unsustainable
debt component payable by NITCO to the Company (of approx.
INR 1037.81 crores) into equity shares, 49.30% of the total
paid-up capital of NITCO Limited was allotted to the Company
at their meeting held on January 27, 2025. The Company holds
shares in PSL and NITCO with an object of investment and no
control exists in these entities.

DIVIDEND

During the year under review, the Board of Directors at its
meeting held on March 21, 2025 had declared the interim
dividend of Rs. 0.70/- at the rate of 7% on each fully paid-up
preference share of Rs. 10/- each and an interim dividend of
Re. 1/- at the rate of 100% on each fully paid-up equity share of
Re. 1/- each to non-promoter equity shareholders.

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. 584.74/- Crores to its reserve fund. The closing balance of
the reserves and surplus of the Company for F.Y. 2024-25, after
all appropriation and adjustments was Rs. 806.86/- Crores.

CHANGE IN SHARE CAPITAL

During the Financial year under review, the company has
redeemed 1,39,30,000 7% Non-Cumulative Non-Convertible
Redeemable Preference Shares of face value of Rs. 10/- each.

As on March 31, 2025, 100% of the total paid-up capital of the
Company stands in the dematerialized form.

Further, the Company has not issued any equity 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.

NON-CONVERTIBLE REDEEMABLE
PREFERENCE SHARES

As on March 31, 2025, the total outstanding Non-Convertible
Redeemable Preference Shares (RPS) issued and allotted on
private placement basis stood at Rs. 5.23 Crores divided into
52,28,000 Preference Shares of Face Value Rs. 10/- each.

PUBLIC DEPOSITS

The Company did not hold any public deposits at the beginning
of the year nor has it accepted any Public Deposits during the
year under review.

SUBSIDIARY COMPANIES

As at March 31, 2025 the Company had 2 wholly owned
subsidiaries, the details of which are provided as below:

Open Elite Developers Limited (formerly known as Reliance
Commercial Finance Limited) (OEDL). During the year, gross
earnings of the OEDL was Rs.5.05 crores as compared to
Rs. 178.75 crores in the year 2023-24. NPAT during the
previous year was Rs. (6.71) crores as compared to Rs. 1327.49
crores in year 2023-24.

Authum Asset Management Company Private Limited:
AAMCPL is also a wholly owned subsidiary of the Company
incorporated on January 11, 2024. AAMCPL has yet to
commence its business operations and hence earnings and
profit after tax till March 2025 is Nil.

During the year under review, the Company sold its entire
stake in Authum Real Estate Private Limited on May 31, 2024.

On account of such sale, the company had ceased to be
its subsidiary.

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, are available on
the website of the Company at https://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 I".

The statement also provides the details of performance and
financial position of the Subsidiary 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) 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 2024-25 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.

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 FY 2024-25 is available
on the Company's website at https://www.authum.com/
investor.php.

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'), Master Direction - Reserve Bank of India
(Non-Banking Financial Company - Scale Based Regulation)
Directions, 2023, your Company has formulated a Policy on
Related Party Transactions which is available on Company's
website at https://www.authum.com/policies.php. This
Policy deals with the review and approval of related party
transactions. The Board of Directors of the Company have
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.
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 II. The Directors draw the attention of

the Members to Note 48 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 III and is also available on the website of the
Company at https://www.authum.com/policies.php

MEETINGS OF THE BOARD

During the year under review, 10 (Ten) 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 eleven
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, 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. 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, 2025, the composition of the Board is in
accordance with the provisions of Section 149 of the Act
and Regulation 17 of the SEBI Listing Regulations, with
an appropriate combination of Executive Directors, Non¬
Executive Directors and Independent Directors. The list of
Directors of the Company has been disclosed as part of the
Corporate Governance 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 Mr. Vimal Ajmera (DIN: 07011895) resigned from
the position of Independent Director of the Company
w.e.f. close of business hours of August 07, 2024.

Ý Mr. Divy Dangi (DIN: 08323807) was appointed as
the Whole-Time Director of the Company by the
Board of Directors w.e.f. August 07, 2024 and by the
members in their meeting held on September 30,
2024 for a term of 5 years from August 07, 2024 to
August 06, 2029.

Ý Mr. Sanjay Dangi (DIN: 00012833) resigned from
the position of the Non-Executive Director of the
Company w.e.f. close of business hours of September
03, 2024.

Ý Mr. Ajai Kumar (DIN: 02446976) was appointed as
the Independent Director of the Company by the
Board of Directors w.e.f. January 15, 2025 and by the
members vide Postal Ballot on April 10, 2025 for the
term of 5 years from January 15, 2025 to January
14, 2030.

Ý Santosh Nayar (DIN: 02175871) was appointed as
the Independent Director of the Company by the
Board of Directors w.e.f. January 15, 2025 and by the
members vide Postal Ballot on April 10, 2025 for the
term of 5 years from January 15, 2025 to January
14, 2030.

Ý Mr. Akash Suri (DIN: 09298275) was re-appointed as
the Whole Time Director & CEO of the Company by
the Board of Directors at their meeting held on March
07, 2025 and by the members vide Postal Ballot on

April 10, 2025 for the term of 5 years commencing
from September 27, 2025 to September 26, 2030.

Ý Mr. Amit Dangi (DIN: 06527044) was re-appointed
as the Whole Time Director of the Company by the
Board of Directors at their meeting held on March 07,
2025 and by the members vide Postal Ballot on April
10, 2025 for the term of 5 years commencing from
June 29, 2025 to June 28, 2030.

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 have
been debarred or disqualified from being appointed or
continuing as directors of the Company by the Securities
and Exchange Board of India/ Ministry of Corporate
Affairs ("MCA") or any such statutory authorities as on
March 31, 2025. A copy of the said certificate is forming
part of the Report on Corporate Governance, which forms
part of this Report.

Further tenure 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.

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, Mrs. Alpana Dangi (DIN: 01506529) will
retire by rotation at the ensuing AGM and being eligible,
has offered himself for re-appointment.

B. Key Managerial Personnel:

Ý Mr. Deepak Dhingra was redesignated from Chief
Financial Officer to Chief Risk Officer of the Company
w.e.f. November 01, 2024.

Ý Mr. Amit Kumar Jha was appointed as the Chief
Financial Officer of the Company w.e.f. November
01, 2024.

Ý Mr. Hitesh Vora resigned from the position of
Company Secretary and Compliance Officer of the
Company w.e.f. January 16, 2025.

Ý Ms. Avni Shah was appointed as the Company
Secretary and Compliance Officer of the Company
w.e.f. January 17, 2025

FIT AND PROPER CRITERIA & CODE OF
CONDUCT

All the Directors meet the fit and proper criteria stipulated
by RBI. All the Directors and Senior Management Personnel
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 2024-25, 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 January
15, 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 at https://www.authum.
com/policies.php

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 2024-25.

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, 2025,
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;

6. 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 maintains appropriate systems of internal
controls, including monitoring procedures, to ensure that all
assets and investments are safeguarded against loss from
unauthorized use or disposition. Company policies, guidelines
and procedures provide for adequate checks and balances
and are meant to ensure that all transactions are authorized,
recorded and reported correctly.

The Auditor reviews the efficiency and effectiveness of
these systems and procedures. The Internal Auditor submits
his 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 Auditors of the Company have also provided
confirmation that the internal financial controls framework is
operating effectively.

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, 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 at https://www.
authum.com/policies.php.

The CSR obligation of the Company for Financial Year 2024-25
was Rs. 22,36,00,000/-. As on March 31, 2025, total amount
spent on CSR activities by Company is Rs. 22,74,00,300/-.

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 projects 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 IV 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 V.

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.

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 42^nd Annual General Meeting until the conclusion of the
45^th 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
2024-25 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, 2025, 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, the Board, based on the recommendation of the
audit committee, had appointed M/s. Mayank Arora & Co.,
Practicing Company Secretary (FCS No. 10378, CP No. 13609),
as the Secretarial Auditors of the Company to conduct audit of
the secretarial records for the financial year ended March 31,
2025. The secretarial audit report is annexed as Annexure VI
and forms part of this Report.

The Management Representation on the qualifications/
observations/ remarks of Secretarial Auditor pertaining to
year ended March 31, 2025 are as under:

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.

In compliance with Regulation 24A of the SEBI Listing
Regulations and Section 204 of the Act, the Board at its
meeting held on August 29, 2025, based on recommendation
of the audit committee, has approved the appointment of M/s.
Mayank Arora & Co., Company Secretaries (Firm Registration
Number P2023MH094900 and Peer Review Certificate No.
5923/2024) as Secretarial Auditors of the Company for a
term of five consecutive years commencing from financial year
2025-26 till financial year 2029-30, subject to approval of the
Members at the ensuing AGM.

M/s. Mayank Arora & Co., Company Secretaries have given
their consent and confirmed that they are not disqualified from
being appointed as the Secretarial Auditors of the Company
and satisfy the eligibility criteria.

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 w.e.f. November 01, 2024 and
Mrs. Purvi Sanghavi as the Internal Auditor w.e.f. January 15,
2025 to conduct Internal Audit for FY 2024-25 . 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.

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

In compliance with Regulation 34 read with Schedule 9
of the Listing Regulations, a detailed report on Corporate
Governance forms an integral part of this Annual Report. A
Certificate from the Practicing Company Secretary confirming
compliance of the conditions of Corporate Governance as
stipulated under the Listing Regulations is appended to the
Corporate Governance Report.

BUSINESS RESPONSIBILITY AND

SUSTAINABILITY REPORT (BRSR’)

Pursuant to amendment in SEBI Listing Regulations, top 1000
listed entities based on market capitalisation are required to
submit a BRSR with effect from F.Y. 2025.

In accordance with Regulation 34(2)(f) of the Listing
Regulations, the Business Responsibility and Sustainability
Report has been annexed to this Report as Annexure VII which
forms an integral part of this report.

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 Master Direction - Reserve Bank of India
(Non-Banking Financial Company - Scale Based Regulation)
Directions, 2023, 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
athttps://www.authum.com/policies.php

The Nomination and Remuneration Committee as on March
31, 2025 was comprised with following members:

Mr. Rahul Bagaria - Chairman and Non-Executive Independent
Director, Haridas Bhat - Non-Executive Independent Director
and Mrs. Alpana Dangi - Non-Executive Non- 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.

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, 2025
comprised of Mr. Amit Dangi - Chairman and Whole Time
Director, Mr. Divy Dangi - Whole-Time Director, Mr. Haridas
Bhat - Non Executive Independent Director and Mr. Deepak
Dhingra - Chief Risk Officer as members of the Committee.

Further upon re-constitution of the Committee by the Board
of Directors at their meeting held on May 12, 2025, the
Committee currently comprises of Mr. Ajai Kumar - Chairman
and Non-Executive Independent Director, Mr. 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.

All employees and directors have access to the Chairman of
the audit committee. The AC'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 website https://
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 however there was Outgo of
Rs. 1.06 Crore.

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 annexed to this 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 2024- 25 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
Employee Handbook. 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 COMPLIANCES

The Company is registered as a non-deposit accepting
systemically important NBFC. The Company complies with
the Master Direction - Reserve Bank of India (Non-Banking
Financial Company - Scale Based Regulation) Directions,
2023 and all the applicable laws, regulations, guidelines,
etc. prescribed by RBI from time to time. In compliance with
the requirement of Scale Based Regulatory Framework 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 2024-25, there were no frauds committed by the
Company and no material frauds committed on the Company
by its officers or employees.

CHANGE IN NATURE OF BUSINESS

During the financial year 2024-25, 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 2024-25 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, 2025.

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, 2025, Company's 100 % of
total equity paid-up share capital comprising 16,98,45,100
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 29, 2025 DIN: 06527044 DIN: 08323807