Your Directors are pleased to present the Thirty-Third
(33^rd) Annual Report of CARE Ratings Limited ("the
Company" or "CareEdge") along with the Audited
Financial Statements for the year ended March 31, 2026.

FY26: Resilient Performance and Strategic
Progress Amid Global Volatility

FY26 was a year marked by heightened global volatility
and emerging credit risks, during which the Company
demonstrated resilience, discipline and strategic clarity.
Despite a turbulent macroeconomic environment
influenced by geopolitical tensions and trade-related
disruptions, the Company sustained its market position
in domestic debt ratings and further strengthened its
presence in the securitisation segment, underscoring
its credibility, analytical rigour and quality-led
growth approach.

Financially, the Company maintained strong
performance across its businesses. For FY26,
consolidated revenue from operations stood at ' 473.07
crore, reflecting a year-on-year growth of 18%. This
performance was supported by disciplined execution,
diversified revenue streams, and consistent client
engagement across domestic and international markets.

The Ratings business delivered industry-leading
performance, supported by timely, well-calibrated
rating actions, low investment-grade defaults, and
robust governance practices. Continued investments in
technology remained central to operational excellence,
with the successful implementation of an end-to-end
CRM platform, progress on the next-generation ratings
system, and wider adoption of AI and machine-learning
tools enhancing efficiency, transparency and
analytical depth.

People remained a core pillar of the Company's strategy.
A shift to an industry-focused business development
model, coupled with structured leadership development
initiatives and sustained focus on engagement and
well-being, strengthened organisational capability and
drove consistent new business momentum.

The Company's subsidiaries reported encouraging
progress. CareEdge Africa and CareEdge Nepal
achieved strong revenue growth while reinforcing
their leadership positions in their respective markets.
CareEdge Analytics and Advisory expanded its
footprint across analytics, advisory, ESG, valuation and
grading services, responding to increasing demand
for independent, data-driven insights. CareEdge ESG
consolidated its leadership in India's ESG ratings market,

while CareEdge Global completed its first full year of
operations, achieving critical regulatory milestones
and expanding global sovereign and credit coverage.
With the publication of its 45^th sovereign rating,
CareEdge Global officially established itself as the
fourth-largest sovereign rating agency.

Supported by a strong governance framework,
experienced leadership, and a long-term strategic
vision, FY 26 positioned the CareEdge Group to deepen
its global footprint, enhance analytical excellence,
and deliver sustained value for stakeholders in
the years ahead.

FY26: The Economic Backdrop

FY26 unfolded against a backdrop of heightened
uncertainty for the Indian economy, driven largely
by external developments. The year opened with
US President Donald Trump's 'Liberation Day' tariffs
and concluded amid renewed hostilities in West Asia.
Notwithstanding these global headwinds, robust
domestic fundamentals and timely policy interventions
enabled the economy to maintain strong growth
momentum. According to the Second Advance
Estimates (SAE), India's real GDP expanded by 7.6%
in FY26, up from 7.1% in FY25. On the supply side,
manufacturing and services led the expansion, with
manufacturing growth accelerating from 9.3% in FY25 to
11.5% in FY26, while services GVA rose by 9.0% compared
to 7.9% a year earlier. From the demand perspective,
private consumption grew by 7.7%, supported by policy
rate cuts and GST rate rationalisation. Fixed investment
growth also strengthened to 7.1% in FY26, up
from 6.4% in FY25.

Headline retail inflation averaged 2.1% in FY26, with
benign inflation across most categories. The favourable
growth-inflation dynamics provided space for monetary
easing, with the RBI reducing the policy repo rate by a
cumulative 75 basis points to 5.25% over FY26.

Supported by healthy demand conditions and monetary
easing, bank credit growth accelerated to 13.9% in FY26
from 11.0% in FY25. Credit expansion was led by MSMEs,
services, and personal loans. Lending to MSMEs gained
significant momentum during the year, rising by 25.9%
as of February 2026 compared to 15.1% in the year-ago
period. Personal loan growth, which had somewhat
moderated following higher risk weights, rebounded to
15.2% by February 2026. Credit to the services sector
also strengthened, increasing to 16.3% in February 2026
from 11.7% in the year-ago period, underpinned by

steady lending to the trading sector and a pickup in
credit to NBFCs.

Corporate bond issuances totalled ' 10.7 trillion in
FY26, recording a 3.3% decline over the previous year.
Commercial paper issuances increased by 7% YoY to
' 17 trillion in FY26.

Pressure on India's external sector intensified over
FY26 amid successive global shocks. US tariffs on Indian
exports remained a major drag, given the imposition
of an additional 25% penalty on top of the increased
25% tariff. Although an interim trade agreement was
concluded with the US in February 2026, uncertainty
persists. These trade-related developments were
further overshadowed by the outbreak of hostilities in
West Asia in March 2026, which disrupted trade flows
and pushed up energy prices.

India's merchandise trade deficit widened in FY26.
However, a strong services trade surplus and sustained
remittance inflows helped offset the merchandise gap,
containing the current account deficit at 1.0% of GDP
during April-December FY26. In contrast, the capital
account came under stress, due to weak net FDI flows,
and sizeable foreign portfolio investor (FPI) outflows.
As a result, the capital account balance declined sharply
in April-December FY26. The deterioration in capital
flows worsened the overall balance of payments, with the
net position slipping further into negative territory over
this period compared with a year ago. These dynamics,
compounded by geopolitical uncertainty emanating
from West Asia, resulted in a depreciation of over 10%
in the rupee during FY26. The RBI intervened to contain
excess volatility and continued to hold adequate foreign
exchange reserves.

In sum, FY26 highlighted the Indian economy's
underlying resilience amid elevated global uncertainty.
Strong domestic demand, prudent policy support and
broad-based sectoral performance sustained growth,
while easing inflation improved macro-financial
conditions. At the same time, external pressures tested
the balance of payments and the currency, underscoring
lingering vulnerabilities. The impact of hostilities in
West Asia on India's macro fundamentals will need to
be closely monitored in FY27.

FY27: Looking Ahead

India enters FY27 amid a challenging global environment
marked by geopolitical tensions, particularly in West
Asia, which have pushed up energy prices. Unlike the
early phase of the Russia-Ukraine conflict, the recent
hostilities have disrupted trade routes and triggered
supply-side constraints, with multiple energy extraction
and production facilities going offline. Given the time
required to restore these capacities, energy prices are
likely to remain elevated in FY27, even as the conflict
de-escalates.

The transmission of these global developments to
the Indian economy is expected to operate through
multiple channels. Elevated energy prices are likely to
exert both direct and indirect pressure on inflation.
In addition, the increasing probability of an El Nino
event poses an upside risk to food prices, potentially
adding to inflationary pressures. As a result, inflation in
FY27 is likely to exceed levels estimated prior to the
West Asia hostilities, reinforcing the case for monetary
policy caution.

From a fiscal standpoint, the West Asia crisis will result
in a higher fuel and fertiliser subsidy burden. Recent
reductions in excise duties and potential revenue
shortfalls could further strain the fiscal position.
India's current account balance is also likely to come
under pressure with a higher energy import bill.
The West Asia crisis could also have some adverse
impact on India's exports and remittances inflows.

Capital flows in FY27 are likely to remain volatile amid
elevated global uncertainty and tightening financial
conditions. While episodic portfolio outflows may persist
in the near term, India's strong macro fundamentals and
relative growth resilience should support medium-term
inflows, particularly FDI.

On balance, growth in FY27 is expected to moderate
from FY26 levels, reflecting higher energy prices,
external uncertainty, global supply vulnerabilities and
tighter global financial conditions. While government
capex momentum will continue, there could be
pressure if the fiscal burden rises. Private investment,
which had shown nascent signs of revival, may also
become somewhat cautious amid the global turmoil.
Services-led growth is likely to remain robust, while
manufacturing may face near-term cost pressures.
Overall, India is expected to maintain relatively strong
growth by global standards, albeit with heightened
downside risks.

Way Forward

As the Company enters FY27, it does so on the back of
strong foundations built through innovation, disciplined
execution, and a steadfast commitment to its core
values of independence, credibility, and stakeholder
trust. FY26 was a purposeful progress marked by
balanced performance, portfolio diversification,
and the successful deployment of future-ready
solutions despite persistent global uncertainty and
macroeconomic volatility.

The external environment continues to evolve amid
geopolitical tensions, shifting trade dynamics, and
potential volatility in energy prices and funding
conditions. These developments warrant prudence and
heightened vigilance. At the same time, they reinforce
the importance of institutions that enable transparent
risk assessment, informed decision-making, and

resilient financial ecosystems. The Company remains
well-positioned to play this role.

Driving Quality-Led Growth Through Stronger Core
Capabilities: The Company will remain sharply focused
on quality-led and sustainable growth. A key priority
will be the continuous strengthening of the Company's
rating operations through enhanced analytical
frameworks, surveillance processes, and scenario
planning capabilities. The Company will leverage
technology extensively across both core and support
functions to improve accuracy, reliability, and market
responsiveness, while ensuring that its methodologies
remain robust, transparent, and compliant with evolving
regulatory expectations.

Technology will be a critical enabler of efficiency and
insight. In this context, the Company's enterprise-wide
initiative to embed artificial intelligence into day-to-day
operations will play a pivotal role.

Expanding Innovation and Market Relevance: Building
on the momentum, the Company will continue to invest in
innovation across new-age, digital, and verification-led
solutions. Platforms such as PaRRVA, EdgeAvira.AI, and
ReInvitEdge underscore the Company's ability to deliver
independent, transparent, and data-driven risk and
performance verification solutions, while deepening our
engagement across infrastructure, investment-linked,
and capital market ecosystems.

Thought leadership will remain central to our strategy.
Through flagship conferences, research publications,
podcasts, and national and international partnerships,

the Company will continue to contribute meaningfully
to policy discourse, market understanding, and
capacity building.

People, Leadership, and Culture as Strategic Enablers:

People remain at the heart of the Company's success.
In the year ahead, the Company will intensify its
proactive HR initiatives to attract, develop, and retain
high-quality talent. The Company will foster a dynamic
and inclusive workplace culture that encourages
innovation, collaboration, and accountability.
Leadership development will receive focused attention
through comprehensive technical and soft-skills training
programs, coupled with structured opportunities for
emerging leaders to take on greater responsibility.

Governance, Independence, and Stakeholder

Communication: Maintaining high standards of
governance, independence, and transparency remains
fundamental to the Company's operations. The Board
and Management will continue to place emphasis on
strengthening internal controls, compliance processes,
and disclosure practices. Transparent and effective
engagement with stakeholders, including investors,
issuers, regulators, and employees, will remain a key
priority to reinforce trust and long-term credibility.

The Management believes that the Company's
strong foundation, diversified capabilities, and
experienced workforce position it well to navigate
near-term uncertainties while pursuing sustainable
long-term growth.

The total income for the financial year was ' 443.40
crore, a 14.26% increase from FY25, while the other
income stood at ' 55.68 crore, a 8.35% increase from
the previous year. Revenue from operations increased
to ' 387.72 crore in FY26. The ratings income rose by
15.16% in FY26.

Your Company's total expenditure in the financial year
was ' 210.93 crore, 10.40% higher than the previous
year. Salary expenses at ' 162.64 crore in FY26 were
11.22 % higher than the previous year. At ' 174.39 crore,
FY26 net profit after tax increased as compared to the
previous year, aided by an increase in total income.

Returns to Shareholders
Dividend

During the year, the Company paid an interim dividend
of ' 8/- per equity share, amounting to a pay-out of
' 24.01 crore. The Board has recommended a final
dividend of ' 14/- per equity share, amounting to a
payout of ' 42.07 crore for FY26, for approval by
Members at the ensuing Annual General Meeting.

The dividend recommended is in accordance with the
Company's Dividend Distribution Policy and would
be paid in compliance with the applicable rules and
regulations. The Dividend Distribution Policy is available
on the website of the Company at:

https://www.careratings.com/Uploads/newsfiles/
FinancialReports/1679558992 21032023065712
Dividend Distribution Policy.pdf

Transfer to Reserves

During the year under review, the Company did not
transfer any amount to the general reserve.

Business Operations: Strategic Realignment

During the year, the Company successfully maintained
its overall market share in debt ratings, underscoring
its consistency and credibility in credit assessment.
This trend highlights growing confidence in the
company's analytical rigour, governance standards,
and balanced credit perspectives. The securitisation
business demonstrated notable resilience; despite
an overall decline in market volumes during the year,
the Company further strengthened its share in the
securitisation segment, reinforcing its strong market
position and execution capabilities in structured finance.

The Company's growth continues to be anchored on
the pillars of Quality-led growth, Technology, People
and Market outreach.

1. Quality-led growth: The Company has delivered
the best rating performance across peers in the last
three years and continues to increase the coverage
of high-quality clients. The Company has rated 1210

new companies in FY26, and the companies under
coverage stood at 4667 by the end of FY26.

2. Technology: The business team adopted a digital
lifecycle journey for clients and implemented the
end-to-end customer relationship management
application. The CRM now supports the entire
business lifecycle, from origination to engagement
management, and has been seamlessly integrated
with other internal applications to facilitate efficient
data flow across the organisation. Beyond enabling
faster turnaround times and operational efficiencies,
the system has strengthened process discipline,
pipeline visibility, and decision-making capabilities.
The CRM is expected to significantly enhance sales
intelligence and strategic planning capabilities in
the years ahead.

3. People: In recent times, the Company restructured
its Business Development team from a region-based
model to a verticalised and industry-focused
approach. This strategic shift enabled more efficient
resource use and contributed to consistent growth
in new business acquisitions throughout FY26.

4. Market outreach: During FY26, the Company
continued to enhance its market outreach efforts
with a strong emphasis on structured high-quality
engagement. The Company conducted several
high-intensity, closed-door roundtable discussions
under the “CareEdge Charcha” series across
multiple cities. These sector-focused forums
covered Cement, Real Estate, Municipal Bonds,
Securitisation and Speciality Chemicals, among
others, enabling meaningful exchanges with issuers,
investors, intermediaries, and policy stakeholders
on industry trends, credit dynamics, and evolving
risk considerations.

Ratings Vertical

FY26 was a turbulent year from a credit risk perspective,
largely driven by external factors. During the second half
of the year, Indian corporates were adversely affected
by exorbitant US tariffs, and towards the end of the
year, the escalation of the Middle East conflict impacted
multiple industries exposed to the oil and gas sector.

The Company kept a close eye on the developments and
took timely rating actions to reflect the increasing credit
risk. Accordingly, the credit ratio (ratio of upgrades
to downgrades) moderated to 1.93x in H2 FY26, from
2.56x in H1 FY26. The Company's rating performance,
as measured by the number of investment-grade
defaults during the year, remains industry-leading.
It reflects the strong analytical capability and timeliness
of our rating actions.

Despite the difficult environment, the Company's
rating results remained among the top in the industry,
evidenced by the low number of investment-grade

defaults throughout the year. This highlights the
effectiveness of its analytical skills, disciplined rating
procedures, prompt decision-making, and strong
governance structure.

The ratings vertical enhanced its thought leadership by
hosting 40 conferences, roundtables, and webinars, and
by publishing more than 80 opinion pieces on various
topics. These publications attracted extensive media
coverage and strengthened the Company's reputation
as a trusted and influential market voice.

Technology and automation played a key role in
achieving excellence in the Company's operations.
Focused efforts are underway to integrate artificial
intelligence (AI) and machine learning (ML) to improve
workflows, enhancing accuracy and efficiency.

Despite ongoing global economic challenges, the
Company remains confident in its ability to sustain strong
performance through continued process rigour, deeper
engagement with investors and ongoing innovation.

Advancing Analytics with Digital Capabilities

In FY 26, the Company strengthened its sales
governance and execution by implementing an
integrated Customer Relationship Management (CRM)
system that covers the end-to-end sales lifecycle.
Seamless integration with enterprise systems ensures
secure access, data integrity, and process continuity.
The CRM has improved transparency and control
through standardised workflows, centralised sales
data, and real-time visibility. These enhancements
have enabled better decision-making, stronger pipeline
oversight, and more effective customer engagement.
The next phase will focus on leveraging advanced
data analytics to further enhance insight-driven
decision-making and sales effectiveness.

During the year, the Company enhanced its Machine
Learning (ML) models for extracting financial and
operational data from public corporate filings.
The upgraded models demonstrate improved accuracy,
contextual understanding, and support for multiple
document formats. Ongoing model training has
enhanced data quality, increased analyst productivity,
and reduced turnaround times. These capabilities will
be further leveraged in the coming year to enable
geographic expansion and deeper sector coverage.

In FY 26, the Company continued the phased
development of its next-generation rating platform
using an agile delivery approach in partnership with
a technology provider. Multiple key modules were
successfully launched during the year, with further
modules planned for implementation in the coming
year. The platform is being developed on secure,
scalable, cloud native technologies and incorporates
advanced AI/ML capabilities to support intelligent

document processing and improved analytical
decision-making for analysts.

Following the launch of the new website last year
to establish a unified brand identity across the
Group, the Company has initiated upgrades to its
underlying technology stack in the coming year.
These enhancements aim to deliver a richer design,
an improved user experience, and better performance
and scalability.

Key business applications supporting the ratings
analyst team were upgraded to meet regulatory and
compliance requirements, enhancing efficiency and
analyst productivity. The Company also expanded its
central document repository—now a core component of
the new rating platform—strengthening data availability,
accessibility, and overall operational resilience.

The Company enhanced its information security posture
by implementing a Managed Security Operations
Centre (MSOC) and Brand Monitoring solutions.
Business Continuity and Disaster Recovery readiness
was validated through the successful execution of
planned and unplanned DR drills. Organisation-wide
information security awareness programmes, including
phishing simulation exercises, were conducted to
strengthen employee cyber risk awareness. As part of
its cybersecurity roadmap, the Company is progressing
toward ISO/IEC 27001 certification and plans to
further strengthen controls by aligning with the DPDP
framework and implementing Data Loss Prevention
(DLP) policies.

During the year, the Company completed the technology
setup for its subsidiary offices in Ahmedabad (GIFT
City) and Mumbai, enabling secure, scalable operations.

In the year, the adoption of artificial intelligence
(AI) across the organisation increased significantly,
reaching over 60%, reflecting broader acceptance
and integration of AI-assisted productivity tools
across functions. As part of the Company's targeted
adoption of AI, select AI agents were made live to
support data collection, productivity enhancement and
operational excellence.

In parallel, several generative artificial intelligence
(GenAI) proof of concepts (PoCs) are underway,
aimed at enhancing operational efficiency and decision
support, prior to any broader deployment.

Enhancing Brand Visibility and Stakeholder
Outreach

FY26 marked a significant step forward as the
Company expanded its branding and visibility
initiatives, resulting in a higher share of voice across
key channels. This positioning has been reinforced
through multiple outreach initiatives, including speaker
forums, knowledge-sharing sessions, roundtables, and

conferences, which supported sustained brand visibility
and credibility. Through targeted, high-quality outreach
and deeper media engagement, we consistently
amplified the Company's perspective and reinforced
its positioning as a thought leader. As a result of this
strategy, the Company featured in 9,441 media mentions.

During the year, the Company continued to strengthen
its thought-leadership platform through InsightEdge,
a podcast series that brings together leading voices
from corporate finance, banking, economics, and public
policy. The series featured in-depth conversations
with senior corporate leaders, including Dr V.
Anantha Nageswaran, Chief Economic Advisor to the
Government of India; Shri Sanjeev Sanyal, Member
- Economic Advisory Council to the Prime Minister;
Neelkanth Mishra, Chief Economist, Axis Bank & Head
of Global Research, Axis Capital Ltd; Jugeshinder
'Robbie' Singh, Group CFO, Adani Group; Rama Mohan
Rao Amara, Managing Director at State Bank of India
(SBI) and Manoj Kumar Gyawali, CEO, Nabil Bank.

The Company focused on positioning the organisation
as a knowledge-driven brand through consistent and
insight-led communication. The Company's monthly
newsletters, focused on infrastructure, BFSI, ESG, and
global markets, continue to be widely circulated among
market intermediaries. CareEdge's monthly publication,
Foresights, provides analytical perspectives on the
health of domestic and global markets and has received
positive feedback from stakeholders.

During the year, CareEdge hosted 31 webinars (including
4 global) as part of its ongoing thought leadership
and stakeholder engagement efforts. These sessions
provided a structured platform to disseminate industry
insights, credit perspectives, global updates, and
forward-looking market assessments across key sectors.

CareEdge leaders participated in around 315
knowledge-sharing forums and speaker sessions across
the industry and media. These sessions not only served
as platforms for dialogue but also enabled us to produce
a wealth of content, including knowledge papers,
thematic reports, and regular industry-specific updates.

During the year, the Company significantly deepened
its engagement with policymakers, regulators, global
institutions, and market participants through a series
of high-impact dialogues and initiatives focused on
trust, transparency, and resilience in financial markets.
Through its flagship platforms and collaborative efforts,
the Company continued to reinforce its role as a catalyst
for informed discussion on sovereign ratings, capital
markets, credit ecosystems, and economic resilience,
both in India and across key international jurisdictions.

In a landmark development for India's capital markets,
CareEdge, in collaboration with the National Stock
Exchange of India Limited (NSE), announced the

pilot launch of the Past Risk and Return Verification
Agency (PaRRVA) on December 08, 2025, in Mumbai.
The pilot was inaugurated by Shri Tuhin Kanta Pandey,
Chairman, SEBI.

In a significant advancement for India's infrastructure
investment ecosystem, CareEdge also launched
'ReInvitEdge', a powerful platform dedicated to
Infrastructure Investment Trusts and EdgeAvira.
AI, the next-gen AI-driven platform designed to
transform credit underwriting, risk monitoring, early
warning systems (EWS), and predictive analytics for
financial institutions.

Further reinforcing the Company's global
thought-leadership agenda, CareEdge hosted “The
Dialogue - Ratings and Economic Resilience: Building
Global Confidence” in Delhi on November 11, 2025.
The event was graced by Shri Piyush Goyal, Hon'ble
Minister of Commerce & Industry, Government of India,
as the Chief Guest. Mr V. Chandrasekaran, Chairman,
CareEdge Ratings, delivered a special address in
the presence of Mr Rajiv Bansal, Non-Executive
Independent Director, CareEdge Ratings followed by an
address by Mehul Pandya, MD & Group CEO, CareEdge
A Panel discussion was moderated by Revati Kasture,
CEO, CareEdge Global & Executive Director, CareEdge
Ratings. The panel featured Dr Dipesh Shah, Executive
Director (Development), International Financial Services
Centres Authority (IFSCA); Mr Aurelien Kruse, Lead
Country Economist, World Bank Group; Ms Kamalika
Das, Regional Economist - South Asia, International
Finance Corporation; and Sachin Gupta, Chief Rating
Officer & Executive Director, CareEdge Ratings.

The Group also continued its domestic engagement
through “CareEdge Conversations”, hosted in Delhi on
October 08, 2025, under the theme “Powering India's
Growth: Shaping Tomorrow.” The keynote address was
delivered by Dr V. Anantha Nageswaran, Chief Economic
Advisor to the Government of India. Mehul Pandya, MD &
Group CEO, CareEdge, delivered the welcome address,
followed by a thematic presentation by Revati Kasture,
CEO, CareEdge Global & Executive Director, CareEdge
Ratings. A high-powered panel comprising Mr P.S.
Gangadhar, Joint Secretary - ED, Ministry of External
Affairs, Government of India; Mr Sanjay Kulshrestha,
CMD, HUDCO; Mr Pinaki Bhattacharya, Founder, MD
& CEO, AMPIN Energy Transition; and Mr Shri Vinay
Sekar, CEO, Cube Highways InvIT, deliberated on policy
directions, infrastructure financing, and sustainable
development. The session was moderated by Sachin
Gupta, Chief Rating Officer & Executive Director,
CareEdge Ratings.

CareEdge successfully hosted the Kochi edition of
CareEdge Conversations on July 25, 2025. The session,
themed 'India's Economic Outlook - Navigating
Growth Amidst Global Uncertainties,' brought together
distinguished leaders from finance, policy, and industry

to share strategic perspectives on India's growth
trajectory and macroeconomic resilience. This edition
witnessed participation from Mr Ravi Mohan, Chairman,
ESAF Small Finance Bank Ltd; Mr V.P. Nandakumar, MD &
CEO, Manappuram Finance Ltd; and Mr Seshadri P R, MD
& CEO, South Indian Bank. The session was moderated
by Sanjay Agarwal, Senior Director, CareEdge Ratings.

Extending its international outreach, CareEdge hosted
“The Dialogue on Credit and Capital” in Colombo, Sri
Lanka, on June 06, 2025, in collaboration with the
International Financial Services Centres Authority,
NSE International Exchange (NSE IX), and India in Sri
Lanka (High Commission of India, Colombo), along
with partners including TWCorp, Indo-Sri Lanka
Chamber of Commerce and Industry, and the INDIA
CEO FORUM. The event commenced with welcome
remarks by Mr Santosh Jha, Hon'ble High Commissioner
of India to Sri Lanka, followed by presentations from
Mr Pradeep Ramakrishnan, Executive Director,
IFSCA; Revati Kasture, CEO, CareEdge Global; and Mr
Bala V, CEO, NSE International Exchange (NSE IX).
A panel discussion moderated by Mr Thilan Wijesinghe,
Chairman, TWCorp, explored access to global capital,
regulatory frameworks, and opportunities for Sri Lankan
companies to raise capital efficiently.

In collaboration with the Royal Monetary Authority
of Bhutan and the Royal Securities Exchange of
Bhutan, CareEdge successfully hosted “The Dialogue -
Sovereign & Global Ratings: Trust & Transparency” in
Thimphu, Bhutan, on January 08, 2026. The roundtable
brought together regulators and market participants to
deliberate on strengthening credibility and transparency
in sovereign and global ratings frameworks. The keynote
address was delivered by Ms Ugyen Choden, Deputy
Governor, Royal Monetary Authority of Bhutan,
and a special address was delivered by Mr Aniket G.
Mandavgane, Deputy Chief of Mission, Embassy of India
in Thimphu, Bhutan.

The Company's knowledge partnerships with leading
entities, such as the ET MSME Awards, Institutional
Investor Advisory Services, MSME Banking Excellence
Awards, by the Chamber of Indian Micro, Small &
Medium Enterprises, Indian Federation of Green
Energy, Assocham, Global Real Estate Brand Awards,
AIBI, Ministry of Power, ET Edge, Free Press Journal,
Business Today, further accentuated the company's
visibility and influence.

Social media has played a crucial role in amplifying
CareEdge's reach, significantly enhancing its visibility
and engagement across platforms, and solidifying
its presence in the digital landscape. During the year,
the Company's social media pages, such as LinkedIn
and Twitter, have crossed 2 million and 5 million
impressions, respectively. Furthermore, the Company's
investor relations outreach continues to foster robust

connections with the financial community, ensuring its

stakeholders remain well-informed and engaged.

FY26: Some of the Notable Events:

• Mehul Pandya, MD and Group CEO, CareEdge,
participated in Raisina Dialogue 2026, a premier
global forum on geopolitics, geo-economics, and
capital flows on March 5, 2026. He shared expert
perspectives on sovereign and institutional risk
assessment, the drivers of credit re-rating, and
the critical role of credibility in shaping investor
confidence across jurisdictions.

• Mehul Pandya, MD and Group CEO, CareEdge,
participated in a Private Roundtable hosted by
the Centre for Strategic and International Studies
(CSIS) at Washington, DC, on June 11, 2025.

• Mehul Pandya, MD and Group CEO, CareEdge,
participated and shared his views at the 5^th India
Africa Entrepreneurship and Investment Summit at
Nairobi on July 18, 2025.

• Mehul Pandya, MD and Group CEO, CareEdge,
participated in the Financial Inclusion & Fintech
Summit 2025, organised by the Confederation of
Indian Industries (CII) on July 5, 2025.

• Mehul Pandya, MD and Group CEO, CareEdge,
was invited as an esteemed panellist at the 15^th
Annual Banking & Finance Conference organised
by the IMC Chamber of Commerce and Industry on
July 4, 2025.

• Mehul Pandya, MD and Group CEO, CareEdge, was
invited as a guest on Paisa Vaisa. podcast hosted by
Anupam Gupta. He highlighted core manufacturing
and services, stating deleveraged balance sheets
and strong banking capitalisation.

• Sachin Gupta, Chief Rating Officer and ED, CareEdge
Ratings, featured on Paisa Vaisa Podcast hosted by
Anupam Gupta to discuss the ticking time bomb of
the $1 trillion global private credit market.

• Sachin Gupta, Chief Rating Officer and ED,

CareEdge Ratings, was invited as a speaker at the
ET Infra Financing Summit 2026, March 13, 2026.

• Sachin Gupta, Chief Rating Officer and ED, CareEdge
Ratings, was invited as a speaker at Unlocking
Capital Markets for India's Green Energy Transition,
jointly hosted by Artha Global and the Climate and
Sustainability Initiative on February 17, 2026.

• Sachin Gupta, Chief Rating Officer and ED,

CareEdge Ratings, discussed how Indian MSMEs
and the exporting community are bracing for
Trump's tariff thunder with ET Spotlight.

• Revati Kasture, ED, CareEdge Ratings & CEO,
CareEdge Global was invited as a panellist at the
2^nd CII Financing Summit 2025. The session, on
“Building Deeper Capital Markets: Debt, Equity
and Commodity Derivatives Asset Classes on
November 18, 2025.

• Revati Kasture, ED, CareEdge Ratings & CEO,
CareEdge Global, was invited as an eminent
speaker to speak on “Sovereign Ratings” at Global
Securities Markets Conclave 2.0, organised by
International Financial Services Centres Authority
on February 27, 2026.

• Revati Kasture, ED, CareEdge Ratings & CEO,
CareEdge Global moderated a session on 'Business
Value v/s Market Valuation' at the Finance Forward
Conference organised by PHD Chamber of
Commerce & Industry on October 30, 2025.

• Revati Kasture, ED, CareEdge Ratings and CEO,
CareEdge Global, was an esteemed panellist at the
'BFSI Summit' organised by Business Standard on
October 31, 2025, in Mumbai. She spoke in a session
titled 'Has Gift City IFSC truly arrived'.

• Revati Kasture, ED, CareEdge Ratings and
CEO, CareEdge Global, was invited as a guest
on The Simple Hai podcast, on July 10, 2025.
During the discussion, she explained how India's
credit health and economy are doing well compared
to the early 90s.

• Rajani Sinha, Chief Economist, CareEdge Ratings,
participated in FICCI's 'Decoding Union Budget
2026-27' session held at the National Stock
Exchange (NSE India), Mumbai, on February 2, 2026.

• Rajani Sinha, Chief Economist, CareEdge Ratings,
was invited to interact with the Hon'ble Prime
Minister of India, Shri Narendra Modi, as part
of a select group of eminent economists on
December 30, 2025.

• Rajani Sinha, Chief Economist, CareEdge Ratings,
was a panellist at 'India's Growth Trajectory Amidst
Global Headwinds' organised by ArthaShastra, an
economic wing of IIM Rohtak, on October 31, 2025.

• Swati Agrawal, CEO, CareEdge Advisory, shared
the stage with Shri Manohar Lal, Union Minister
for Power, and officials from the power ministry at
the Bharat Electricity Summit, 2026 curtain-raiser
event on January 15, 2026.

• Swati Agrawal, CEO, CareEdge Advisory, was invited
as a moderator at 'Connect: India's Future Ready
Leaders - Viksit Bharat @2047' on February 16,
2026. Swati moderated a compelling panel on Role
of Boards - Corporate Governance 2047.

• Abhisheik Vishwakarma, CEO, CareEdge Analytics,
participated in a panel discussion at the 41^st Asian
Bankers Association (ABA) Conference in Bhutan,
held on September 15-16, 2025. The discussion
focused on digital transformation in the banking
industry and the growing role of AI and data
analytics in driving inclusion and efficiency.

• Abhisheik Vishwakarma, CEO, CareEdge Analytics,
along with his team, launched ReInvitEdge in
guidance from the Securities and Exchange Board
of India (SEBI) at the REITs & InvITs Conclave in
New Delhi on November 21, 2025.

• Saurav Chatterjee, Director & CEO, CareEdge Africa,
participated as a speaker in a high-level forum
on strengthening credit analysis and integrating
credit rating into lending decisions in Kenya's
banking sector on March 18, 2026. The event was
organised by The Chartered Institute for Securities
& Investment (CISI) and the Kenya Bankers
Association in partnership with CareEdge Africa.

• Saurav Chatterjee, Director & CEO, CareEdge
Africa, was invited as a panellist at the G-CoP
Policy Dialogue on “Navigating Credit Ratings:
Enhancing Africa's Creditworthiness for Growth
and Resilience,” hosted by the Africa Development
Institute, on February 26, 2026.

• Saurav Chatterjee, Director & CEO, CareEdge Africa,
was invited as a speaker at the Inaugural Loan
Market Association (LMA) & ICMA - International
Capital Market Association Annual Africa Summit
2026, on February 25, 2026. CareEdge South
Africa was a partner at this event.

• Ananda Prakash Jha, CEO, CareEdge Nepal,
represented the company at the 33^rd Anniversary
of the Securities Board of Nepal (SEBON),
on June 8, 2025.

• Ananda Prakash Jha, CEO, CareEdge

Nepal, attended a Roundtable Meeting with
Dr. Rakesh Pandey, Deputy Chief of Mission at the
Embassy of India, Kathmandu, on August 28, 2025.

• Saikat Roy, CEO, CareEdge-ESG Ratings and
Senior Director, CareEdge Ratings, was invited as
an esteemed panellist at the 'India Maritime Week
2025', on October 28, 2025.

• Saikat Roy, CEO of CareEdge-ESG Ratings and
Senior Director, CareEdge Ratings, was invited as
a speaker at the CII Eastern Region Green Industry
Conclave 2025, where he delivered insights on the
theme “Incentivising ESG Adoption: Collaboration,
Innovation, and Impact” on December 12, 2025.

• Sanjay Agarwal, Senior Director, CareEdge Ratings,
was invited as a Moderator to moderate a session
on 'Infrastructure Financing - Capital, Risk and
Project Execution' at the 6^th CE Finance Conclave
2026, organised by iCEMA on February 25, 2026.

• Nitesh Jain, CRO, CareEdge Global, was a panellist
at the III Russia-India Forum, titled “From the
Volga to the Ganges: Dialogue of Civilisations and
Integration of Capital Markets,” held at the National
Stock Exchange (NSE), Mumbai, on March 19, 2026.

• Nitesh Jain, CRO, CareEdge Global, participated
in the IFSCA-led roundtable on Transition Bonds,
organised in collaboration with India International
Exchange (IFSC) Ltd (India INX), contributing to
discussions on sustainable finance and capital
market innovations on March 6, 2026.

• Rajashree Murkute, Senior Director, CareEdge
Ratings, was invited as an esteemed Jury
Member for the 1^st MultiLogistix Awards 2025,
November 12-13, 2025.

• Rajashree Murkute, Senior Director, CareEdge
Ratings, was invited to speak at Connect Future
Ready Leaders in Viksit Bharat@2047, organised
by ENQUBE Collaborations in partnership with
CFO Club on February 16, 2026.

• Ranjan Sharma, Senior Director, CareEdge Ratings,
moderated a compelling panel discussion on
“Manufacturing Resilience in Uncertain Times”
on February 11, 2026, organised by ASAPP
Info Global Group.

• Ranjan Sharma, Senior Director, CareEdge Ratings,
was invited to join as a moderator for a panel
discussion on “Construction Equipment Sector”
during the 15th RAHSTA (Roads) Conference &
EXPO 2025 on September 3, 2025.

• Sabyasachi Majumdar, Senior Director, CareEdge
Ratings, was invited as a speaker at NTPC's 18th
Lenders' Meet held on December 10, 2025, in
Delhi. His participation contributed to insightful
discussions on the evolving power sector landscape.

HR IN ACTION:

Proactive Talent & Culture Strategy

The Company remain committed to building a
people-first, future-ready workforce by strengthening
how we attract, engage and retain talent. The Company's
people strategy focuses on fostering an agile, inclusive
and experience-led workplace culture that empowers
individuals, supports continuous capability development
and sustains high performance.

Next-generation leadership and capability
development

The Company's capability-building agenda emphasises
a balanced integration of technical expertise, digital
fluency and human skills. Through structured learning
pathways and experiential leadership exposure, the
Company continues to strengthen a leadership pipeline
that is equipped to manage complexity, support
transformation initiatives, and contribute to the
organisation's long-term resilience.

Expansion, capability building and people-
centred growth

In FY26, the Company progressed its people agenda
through focused initiatives across the employee
lifecycle, reinforcing our position as an employer of
choice. Efforts remained centred on strengthening
learning pathways, enhancing engagement experiences
and supporting talent retention, while sustaining
a workplace environment where employees can
perform and grow.

These efforts translated into measurable improvement,
with the Employee Net Promoter Score (eNPS)
recording a significant positive uplift, reflecting
employee trust and confidence in the organisation.

KEY INITIATIVES OF FY26:

Leadership and talent development

The Company advanced its capability-building agenda
through the following initiatives:

• Assessment and Development Centres identified
42 high-potential analysts for a structured
three-month leadership readiness journey.

• The Transformational Leadership Programme at IIM
Ahmedabad continued to strengthen leadership
depth within the organisation.

• The Leadership Connect Series enabled direct
engagement with senior leaders, reaching
over 300 employees.

• Development programmes focused on situational
leadership and storytelling supported the
enhancement of managerial capability.

Engagement and well-being

The Company continued to foster an energised and
inclusive workplace through initiatives such as Yoga
Month, Sports Day across locations, festive celebrations,
Kids at Work Day and picnics. These initiatives supported
employee well-being, strengthened interpersonal
connections and reinforced organisational culture.

Enhancing Value Creation Across Group Entities

The Company has six subsidiaries: CareEdge Global
IFSC Limited, CARE ESG Ratings Limited, CARE
Analytics and Advisory Private Limited, CARE Ratings
Nepal Limited, CARE Ratings (Africa) Private Limited,
CARE Ratings South Africa (Pty) Limited (A subsidiary
of CARE Ratings (Africa) Private Limited)

CareEdge Global IFSC Limited (CareEdge Global)

CareEdge Global was established to extend the
CareEdge Group's analytical capabilities to global
credit markets, operating within a robust regulatory,
governance, and risk management framework.
Having commenced operations in October 2024, FY26
represents the Company's first full year of operations.

CareEdge Global achieved several important
regulatory and institutional milestones during FY26.
CareEdge Global is the first global credit rating
agency to be licensed by IFSCA and has secured an
additional licence for ESG Ratings and Data Products.
It also received accreditation from the Reserve Bank
of India as an international credit rating agency for
the purpose of risk-weighting banks' non-resident
corporate exposures.

CareEdge Global continued to scale its operations
during the fiscal year in a measured and disciplined
manner, consistent with its quality-led growth strategy.
Sovereign rating coverage expanded from 39 to
45 countries, representing over 85% of global GDP.
Excluding Chinese domestic rating agencies, CareEdge
Global now ranks among the four largest credit rating
agencies globally by the number of sovereigns rated.
As of March 31, 2026, aggregate rated debt across
corporate, infrastructure, and financial institutions
crossed USD 8 billion. To support the portfolio, the
Company developed multiple sector-specific rating
criteria during the year.

CareEdge Global also undertook its first mandates for
fund valuation, 'use of proceeds' assessments, and an
international client engagement, supporting the gradual
diversification of its service offerings. CareEdge Global
recorded total revenue of ' 9.00 crore and reported a
net loss of ' 3.43 crore in FY26, reflecting its first full
year of operations and continued investments in talent,
analytical capability, and infrastructure.

CARE ESG Ratings Limited (CareEdge ESG)

During FY26, CareEdge ESG further consolidated its
position within India's evolving ESG and sustainable
finance ecosystem.

In FY26, CareEdge ESG significantly strengthened
its leadership position in India's ESG ratings market.
Market share increased from approximately 37% at
the beginning of the year to nearly 58% by year's end,
supported by 26 of the total 45 outstanding ESG ratings,

positioning CareEdge ESG as the largest Category
I -Issuer Pays ESG Rating Provider (IP ERP) by number
of active ratings. During the year, 27 new ESG ratings
were assigned across the market, of which CareEdge
ESG secured approximately 74% (20 ratings), reflecting
focused execution, effective issuer engagement and
growing confidence in its ESG assessment approach.

Alongside its core ESG Ratings business, CareEdge
ESG expanded into Third-Party Reviews (TPRs),
strengthening its presence in the sustainable finance
ecosystem. CareEdge ESG successfully delivered its
first Second Party Opinion (SPO) for a Sustainable
Finance framework and completed TPR engagements
for CRAF and CGIL, establishing execution capability
and laying the foundation for scaling offerings across
GSS instruments.

CARE Analytics and Advisory Private Limited
(CareEdge Analytics & CareEdge Advisory)

CareEdge Analytics

With over 19 years of experience, CareEdge Analytics
has evolved into a FinTech entity within the CareEdge
ecosystem, establishing itself as a strong player in
the credit technology space. The firm specialises
in delivering advanced, GenAI-powered risk and
compliance solutions to banks and financial institutions
through its proprietary AI platform, EdgeAvira.ai.
Backed by the strength of its parent, CareEdge Ratings,
the company leverages deep analytical expertise and
has successfully deployed its solutions across India,
Sri Lanka, and Bhutan. This strategic transformation
underscores its focused approach toward credit risk,
compliance, and innovation, while it continues to
expand into high-growth markets across Africa.

Risk Solutions:

CareEdge Analytics transforms data into actionable
risk intelligence by combining deep financial domain
expertise with advanced AI-driven technologies.
Its integrated product suite—CredEdge (Intelligent
Credit Processing), IntelEdge (Intelligent Credit
Monitoring), and Kalypto (Regulatory Reporting)—
powered by the EdgeAvira.ai platform, enables banks
and NBFCs to enhance credit quality, strengthen risk
governance, improve compliance, and drive informed
decision-making across the risk lifecycle.

Risk Consulting:

The firm offers specialised consulting services spanning
credit risk modelling, model risk management (MRM),
model validation, and governance advisory. It supports
the development and validation of internal models,
strengthens model governance frameworks, and
advises on risk policies and stress testing. Additionally,
it provides valuation of complex instruments such as
MLDs and delivers strategic advisory on credit policy,
compliance, and transformation initiatives.

Valuation Services:

CareEdge Analytics delivers independent valuations
and fairness opinions using robust methodologies,
advanced models, and transparent documentation,
supporting transaction execution, financial reporting,
and regulatory compliance.

ReInvitEdge:

ReInvitEdge is an AI-powered valuation platform
designed for investors to access, compare, and analyse
data across both public and private InvITs in India.
It provides detailed insights into underlying assets
across sectors such as roads, power, transmission,
renewables, and digital infrastructure, as well as
pipeline visibility.

CareEdge Advisory

The Industry Research business sustained its expansion,
aided by favourable capital market conditions, a robust
sectoral knowledge base, and increasing acceptance of
CareEdge's research solutions across a wide spectrum
of customers. The business further strengthened
its presence in emerging and high-growth areas
such as BFSI, alternative investments and private
credit, industrial automation, and the entertainment
sector, while continuing to consolidate its leadership
position in traditional sectors, including infrastructure
and manufacturing.

The Corporate Advisory segment maintained its
growth trajectory on the back of sustained business
development efforts and strong execution capabilities
built over recent years. The analytical insights
and customised solutions delivered through these
engagements continued to receive strong client
acceptance, resulting in repeat mandates and enhanced
market credibility. During the year, CareEdge Advisory
further strengthened its expertise and capacity in this
vertical, positioning it well for scaling up and expanding
its advisory offerings.

The Grading Services business continued to witness
strong momentum, driven by the growing emphasis
from investors and stakeholders on independent
third-party assessments as a critical input to their
decision-making. CareEdge's reputation for analytical
rigour and impartiality continued to support growth
in this segment.

The ESG services business recorded continued
progress, with the service suite evolving in line with
increasing regulatory requirements and stakeholder
expectations. The Advisory teams demonstrated
strong capabilities in handling complex ESG mandates,
including third-party reviews, ESG opinions, impact
assessments, and sustainability reporting assignments.
CareEdge Advisory continued to support clients
with ESG integration and reporting across domestic
and international frameworks, including Business

Responsibility and Sustainability Reporting (BRSR),
the Global Reporting Initiative (GRI), and Integrated
Reporting, with several such reports made available in
the public domain.

During the year, CareEdge Advisory further expanded
its client base, with engagements across fund houses,
public sector undertakings, banks, financial institutions,
manufacturing companies, and municipal corporations.
The widening and diversified clientele underscores
the growing acceptance of CareEdge Advisory's
capabilities across sectors.

CareEdge Advisory is well-positioned to capitalise
on emerging opportunities, supported by its strong
analytical foundation, experienced teams, and
diversified advisory portfolio. The focus going forward
remains on sustainable growth, deepening client
relationships, and continued enhancement of service
delivery standards.

CARE Ratings (Africa) Private Limited (CareEdge
Africa)

Operating since 2014, CareEdge Africa has played a
meaningful role in the development of Mauritius' debt
capital market through credit rating and analytical
activities. In FY26, CareEdge Africa recorded an 18%
increase in revenue, driven by higher volumes of
debt rated, supported by new rating assignments
and ongoing surveillance activities. Going forward,
CareEdge Africa is strategically planning to broaden its
operational reach across additional African territories,
with a primary focus on countries in Eastern and
Southern Africa.

The objective is to leverage the CareEdge Group's
overall experience across the Indian and Mauritian
markets to support the adoption and deepening of
credit rating practices within Africa's capital market
ecosystem through structured training, advisory support
and technology-driven analytical frameworks. In FY26,
in addition to rating bonds and bank facilities, CareEdge
Africa rated the first sustainability-linked local currency
bond issued by a leading conglomerate in Mauritius,
with participation from a reputed development finance
institution based in the United Kingdom.

CARE Ratings Nepal Limited (CareEdge Nepal)

In FY26, CareEdge Nepal further strengthened its
market position through sustained stakeholder
engagement, enhanced knowledge-sharing initiatives,
and active participation across the financial ecosystem.
CareEdge Nepal continued to collaborate closely with
regulators, financial institutions, and international
stakeholders, while delivering a series of knowledge
sessions covering credit rating practices, banking
sector performance, hydropower dynamics, and the
broader Nepalese economy.

A key highlight of the year was the successful
co-organisation of the National Level Capital Market
Quiz 2026 under the Global Money Week initiative, which
served as an important platform to promote financial
literacy and foster collaboration between academia and
industry. Internally, CareEdge Nepal remained focused
on strengthening organisational capabilities through
team development initiatives, employee engagement
programs, and strategic alignment efforts.

Despite operating in a challenging environment
marked by the tragic events during the Gen Z protest
in September 2025 and the national elections in
March 2026, CareEdge Nepal successfully achieved its
business targets. It sustained its leadership position as
the number one credit rating agency in the market.

CareEdge Nepal recorded a 19% revenue growth and an
approximate 6% increase in profitability during FY26,
reflecting its resilient business model and continued
focus on quality and client engagement.

Going forward, CareEdge Nepal aims to expand
its market reach, deepen client relationships, and
continue investing in its human capital and institutional
capabilities to drive sustainable, long-term growth.

Particulars of Loans, Guarantees or Investments
under Section 186 of the Companies Act, 2013
(“the Act”)

The details of loans, guarantees and investments
covered under Section 186 of the Act read with
Companies (Meetings of Board and its Powers) Rules,
2014, are given in the notes to the Financial Statements
forming part of this Report.

Particulars of Contracts or Arrangements with
Related Parties

All transactions during FY26 with Related Parties as
defined under Section 188 of the Act and Regulation 23
of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (“SEBI Listing Regulations”) were in the ordinary
course of business and on an arm's length basis.
During the year, the Company had not entered into
any contract/ arrangement/transaction referred to in
Section 188 of the Act with related parties which could
be considered material. Accordingly, the disclosure of
Related Party Transactions as required under Section
134(3) of the Act in Form AOC-2 is not applicable.

Details of transactions with related parties as required
under IND AS-24 are set out in Notes to Accounts-Note
No. 32 of the Standalone Financial Statements forming
part of this Annual Report.

As required under Regulation 23(1) of the SEBI Listing
Regulations, the Company has formulated a Policy
on the Materiality of and dealing with Related Party

Transactions, which is available on the website of the
Company athttps://www.careratings.com/Uploads/
newsfiles/FinancialReports/1744276927 RPT%20
Policy.pdf

Details of applications made or any proceeding
pending under the Insolvency and Bankruptcy
Code, 2016 (31 of 2016) during the year, along
with their status as at the end of the financial
year

There are no applications made or any proceedings
pending against the Company under the Insolvency
and Bankruptcy Code, 2016 (31 of 2016) during the
financial year.

Details of the difference between the amount
of the valuation done at the time of one-time
settlement and the valuation done while taking
a loan from banks or financial institutions, along
with the reasons thereof

There are no instances of one-time settlements during
the financial year.

Directors and Key Managerial Personnel

Mr. Rajiv Bansal (DIN:00245460) and Ms. Indrani
Banerjee (DIN:09043941) were appointed as Additional
Director (in the category of Non-Executive Independent
Director) w.e.f. May 30, 2025. Shareholders of the
Company approved their appointment as Independent
Directors of the Company for a term of three consecutive
years at the Annual General Meeting of the Company
held on July 10, 2025.

Mr. Najib Shah (DIN:08120210), Ms. Sonal Desai (DIN:
08095343) and Dr. M. Mathisekaran (DIN:03584338),
completed their second term as Independent Directors
of the Company at the 32^nd Annual General Meeting
held on July 10, 2025 and accordingly, ceased to be
Independent Directors of the Company with effect
from July 10, 2025.

Further, Mr. G. Mahalingam (DIN:09660723) and
Mr. V. Chandrasekaran (DIN:03126243), completed their
tenure as Non-Executive Independent Director of the
Company on November 20, 2025 and December 6, 2025,
respectively. They were subsequently re-appointed
as Non-Executive Independent Directors for a second
term from November 21, 2025 and December 7, 2025,
respectively, who shall not be liable to retire by rotation.

Dr. Bimal Patel (DIN:03006605) was appointed as an
Additional Director in the category of Non-Executive
Independent Director of the Company with effect
from November 12, 2025. Further, his appointment was
approved by the Members of the Company through a
postal ballot on January 15, 2026.

Mr. Sobhag Mal Jain (DIN:08770020), resigned as
Non-Executive Non-Independent Director of the

Company with effect from January 27, 2026, due to
preoccupation and other professional commitments.

By the Articles of Association of the Company
and provisions of Section 152(6)(e) of the Act,
Mr. Mehul Pandya, Managing Director and Group CEO
(DIN:07610232), will retire by rotation at the ensuing
Annual General Meeting of the Company and being
eligible, offers himself for re-appointment.

Declaration by Independent Directors

The Independent Directors of the Company have
submitted their declaration of independence as required
under Regulation 25(8) of the SEBI Listing Regulations
and Section 149(7) of the Act confirming that they meet
the criteria of independence under Section 149(6) of the
Act and Regulation 16(1)(b) of SEBI Listing Regulations.

The Board is of the opinion that the Independent
Directors fulfil the conditions specified in these
Regulations and are independent of the management.
There has been no change in the circumstances affecting
their status as Independent Directors of the Company.
Furthermore, the Independent Directors of the Company
possess the requisite qualifications, experience, and
expertise in the fields of finance, strategy, auditing, tax,
risk advisory, and financial services, and they uphold
the highest standards of integrity.

Number of Meetings of the Board of Directors

The Board of Directors met 8 (Eight) times during the
Financial Year ended 2025-26 on May 12, 2025; May 30,

2025, July 10, 2025, August 5, 2025; November 12,
2025; January 20, 2026, February 11, 2026 and March 13,

2026. The particulars of meetings held and attended by
each Director are detailed in the Corporate Governance
Report, which forms part of this Report. The intervening
gap between two consecutive Board Meetings did not
exceed 120 days.

Vigil Mechanism - Whistle Blower

The Company has established a vigil mechanism for
Directors and Employees in compliance with the
provisions of Section 177(10) of the Act and Regulation
22 of the SEBI Listing Regulations, to report genuine
concerns and to provide adequate safeguards
against the victimisation of persons who may use this
mechanism. During the year, the Company affirms that
no employee was denied access to the Audit Committee.
The said policy is also available on the website of the
Company athttps://www.careratings.com/Uploads/
newsfiles/FinancialReports/1679040341 Whistle%20
Blower%20Policy.pdf

Policy on Directors’ Appointment and
Remuneration

The Policy of the Company on Directors' appointment
and remuneration, including criteria for determining
qualifications, positive attributes, independence

of a Director and other matters provided under
sub-section (3) of Section 178 of the Act, is appended
as Annexure - I to this Report and is also available on
the website of the Company at

https://www.careratings.com/Uploads/newsfiles/
FinancialReports/1744277658 NRC%20Policy.pdf

Annual Evaluation of Performance of the Board

Pursuant to the provisions of the Act and SEBI Listing
Regulations, an annual performance evaluation of
the Board and its Committees and other individual
Directors is required to be undertaken to assess the
performance of the Board and its Committees to
improve effectiveness.

The Board Evaluation Cycle for FY26 was completed
internally by the Company, which included an evaluation
of the Board as a whole, Board Committees, and other
individual Directors of the Company.

The Board's functioning is evaluated after taking inputs
from the Directors on various aspects, including inter
alia, the degree of fulfilment of key responsibilities, the
board structure and composition, the establishment and
delineation of responsibilities to various committees,
the effectiveness of the Board's processes, information
and functioning.

The Committees of the Board were evaluated based
on inputs from committee members, using criteria
such as the degree of fulfilment of key responsibilities,
the adequacy of committee composition, and the
effectiveness of meetings.

The Board reviewed the performance of individual
directors on aspects such as attendance and
contributions at Board and Committee meetings, as
well as guidance and support provided to management
outside of these meetings.

Further, a separate meeting of independent

directors was held by the Independent Directors on
March 13, 2026, where they reviewed the performance
of the Board and the quality, quantity and timeliness
of the flow of information between the Company,
Management and the Board.

Committees of the Board

As of March 31, 2026, the Board has the

following committees:

i. Audit Committee;

ii. Nomination and Remuneration Committee;

iii. Stakeholders Relationship Committee;

iv. Corporate Social Responsibility and
Sustainability Committee;

v. Risk Management Committee;

vi. Rating Sub-Committee;

vii. Strategy and Investment Committee and;

viii. Technology Committee.

A detailed note on the composition of the Board
and its Committees is provided in the Corporate
Governance Report.

Adequacy of Internal Financial Control with
Reference to Financial Statements

The Company has an Internal Financial Control System
commensurate with the size, scale and complexity of
its operations.

The Company has adopted accounting policies which
are in line with the Indian Accounting Standards notified
under Section 133 and other applicable provisions,
if any, of the Act, read together with the Companies
(Indian Accounting Standards) Rules, 2015.

The Company, in preparing its financial statements,
makes judgments and estimates based on sound
policies and uses external agencies to verify and
validate them as and when appropriate. The basis of
such judgments and estimates is also approved by the
Statutory Auditors and Audit Committee.

The Internal Auditor evaluates the efficacy and
adequacy of internal control systems, accounting
procedures and policies adopted by the Company
for the efficient conduct of its business, adherence
to the Company's policies, safeguarding of the
Company's assets, prevention and detection of fraud
and errors and timely preparation of reliable financial
information, etc. Based on the report of the internal
audit function, process owners undertake corrective
actions in their respective areas, thereby strengthening
the controls. Significant audit observations and
corrective actions thereon are presented to the Audit
Committee of the Board.

Statutory Auditor and Report by Statutory
Auditors

M/s. B S R & Co. LLP (Firm Registration No.
101248W/W-100022) was appointed as the Statutory
Auditors of the Company for a period of five years up
to the conclusion of the 33^rd Annual General Meeting
of the Company.

At the ensuing Annual General Meeting of the
Company, M/s. B S R & Co. LLP, Statutory Auditors of
the Company, will complete their first term as Statutory
Auditors of the Company.

Pursuant to the recommendation of the Audit
Committee, the Board of Directors of the Company
has recommended the re-appointment of M/s. B S R
& Co. LLP, Chartered Accountants (Firm Registration
No. 101248W/W-100022) as the Statutory Auditors of

the Company pursuant to Section 139 of the Act, from
the conclusion of ensuing Annual General Meeting
of the Company till the conclusion of the 38^th Annual
General Meeting to be held in the year 2031, subject
to the approval of the Members of the Company.
The Resolution proposing the appointment of
M/s. B S R & Co. LLP, Chartered Accountants (Firm
Registration No. 101248W/W-100022) as the Statutory
Auditors of the Company is included in the Notice
convening the Annual General Meeting.

Pursuant to Section 139 of the Act and the Rules framed
thereunder, the Company has received written consent
from M/s. B SR & Co. LLP, Chartered Accountants
and a certificate that they satisfy the criteria provided
under Section 141 of the Act and that the appointment,
if made, shall be in accordance with the applicable
provisions of the Act and Rules framed thereunder.
As required under the SEBI Listing Regulations,
M/s. B S R & Co. LLP, Chartered Accountants, has
confirmed that they hold a valid certificate issued by
the Peer Review Board of ICAI.

The Notes on the financial statement referred to in the
Auditor's Report are self-explanatory and do not call
for any further comments. The Auditor's Report does
not contain any qualification, reservation, adverse
remark or disclaimer.

The disclosure relating to fees paid to Statutory
Auditors is provided in the Corporate Governance
Report annexed to this Report.

Instances of Fraud, if Any, Reported by the
Auditors

During the year under review, no instances of fraud
were reported by the Auditors under Section 143(12) of
the Act, and the rules framed thereunder, either to the
Company or to the Central Government.

Secretarial Auditor and Secretarial Audit Report

The Members of the Company at Annual General
Meeting of the Company held on July 10, 2025, have
approved appointment of Parikh and Associates,
Company Secretaries, to conduct the Secretarial Audit
of the Company for a period of five financial years.
The Secretarial Audit Report is appended to this Report
as Annexure - IIA.

There are no qualifications, reservations,
adverse remarks or disclaimers made by Parikh &
Associates, Company Secretaries, Mumbai, in their
secretarial audit report.

Further, Secretarial Audit Report for FY26 of CARE
Analytics and Advisory Private Limited, material
unlisted subsidiary of the Company, is appended to this
Report as Annexure - IIB.

Maintenance of Cost Records and Cost Audit

Maintenance of cost records and the requirement of
cost audit as prescribed under the provisions of Section
148(1) of the Act are not applicable for the business
activities carried out by the Company.

Particulars regarding Conservation of Energy,
Technology Absorption and Foreign Exchange
earnings and outgo

Conservation of Energy and Technology
Absorption

The Company has taken necessary steps and
i ni ti ati ves i n respect of the conservati on of energy
to the possible extent to conserve the resources as
required under Section 134(3)(m) of the Act, and rules
framed thereunder.

As the Company is not engaged in any manufacturing
activity, the particulars of technology absorption as
required under the section are not applicable and hence
are not provided.

Foreign Exchange Earnings and Outgo

During the year under review, the Company has earned
a foreign exchange equivalent of ' 1.63 crore and has
spent ' 0.22 crore on foreign exchange.

Material Changes and Commitments Affecting
the Financial Position of the Company

There have been no material changes and commitments
affecting the financial position of the Company which
have occurred between March 31, 2026, and the date
of this report other than those disclosed in this Report.

Significant Material Orders passed by the
Regulators or Courts, Tribunals

There are no significant material orders passed by the
Regulators/ Courts which would impact the ongoing
status of the Company and its future operations.

Management Discussion and Analysis Report

The Management's Discussion and Analysis Report for
the year under review, as stipulated under Regulation
34(2)(e) of the SEBI Listing Regulations with the Stock
Exchanges, is annexed as Annexure-III to this report.

Particulars of Employees

Disclosures with respect to the remuneration of
Directors and employees as required under Section 197
of the Act and Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014
have been appended as Annexure-IV to this Report.

The information required pursuant to Section 197 of
the Act read with Rule 5(2) & (3) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, in respect of employees
of the Company is available for inspection by the

Members. Any Member interested in obtaining
such information may address their email to
investor.relations@careedge.in

Compliance with the Maternity Benefit Act

During the year under review, the Company has complied
with the provisions of the Maternity Benefit Act, 1961.

Business Responsibility and Sustainability Report

A Business Responsibility and Sustainability Report as
per Regulation 34(2) of the SEBI Listing Regulations,
detailing the various initiatives taken by the Company
on the environmental, social and governance front, is
provided as Annexure - V and forms an integral part of
this Annual Report.

Performance and Financial Position of Subsidiary,
Associate and Joint Venture Company and their
Contribution to the Overall Performance of the
Company

As required under Section 129 of the Act and
Regulation 33 of the SEBI Listing Regulations, the
Consolidated Financial Statements have been prepared
by the Company in accordance with the applicable
Accounting Standards and are a part of the Annual
Report. Statements highlighting the performance
of the subsidiary companies and their contribution
to the overall performance of the Company are
given in Form AOC-1 and have been appended as
Annexure- VI to this Report.

Pursuant to provisions of Section 136 of the Act, the
financial statements of the subsidiaries, as required, are
available on the Company's website and can be accessed
athttps://www.careratings.com/financial-performance

The Company has formulated a Policy for determining
Material Subsidiaries. The Policy is available on
the Company's website and can be accessed at
https://www.careratings.com/Uploads/newsfiles/
FinancialReports/1744277241 Policy%20for%20
determining%20material%20subsidiaries.pdf

Corporate Governance

The Company is committed to maintaining the highest
standards of Corporate Governance and adhering to
the Corporate Governance requirements as set out by
the Securities and Exchange Board of India. The Report
on Corporate Governance as per Regulation 34(3) read
with Schedule V of the SEBI Listing Regulations forms
part of the Annual Report. The Certificate from the
Auditors of the Company confirming compliance with
the conditions of Corporate Governance as stipulated
under Schedule V(E) of the SEBI Listing Regulations,
a Certificate by the Managing Director affirming the
compliance of Code of Conduct and a Certificate
of Non-disqualification of Directors provided by
the Practicing Company Secretary form part of

the Corporate Governance Report which has been
appended as Annexure-VII.

Annual Return

Pursuant to the provisions of Section 92(3) of the
Act read with the Companies (Management and
Administration) Rules, 2014 and Section 134(3)(a) of
the said Act, the Annual Return containing details as on
March 31, 2026 is available on the Company's website
on:https://www.careratings.com/annual-reports

Share Capital

There was no change in Authorised Share Capital
during the Financial Year ended on March 31, 2026.
The Authorised Share Capital of the Company is
' 35,00,00,000/- (3,50,00,000 Equity Shares of face
value of ' 10/- each).

During the Financial Year ended on March 31, 2026, the
Company has allotted 1,14,865 equity shares on account
of the exercise of Stock Options under the Employee
Stock Option Scheme, 2020, the details of which
are given below:

In view of this, the paid-up share capital as on
March 31, 2026, was ' 30,04,70,130/- which consisted
of 3,00,47,013 equity shares of ' 10/- each.

Employees Stock Option Schemes

As required in terms of the Securities and Exchange
Board of India (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021, the disclosure relating
to CARE Ratings Limited ESOP Scheme is available on
the Company's website at:https://www.careratings.
com/annual-reports

Details relating to Deposits covered under
Chapter V of the Act

The Company has not accepted or renewed any
deposits within the purview of Chapter V of the Act
during the year under review.

Update on Certain Matters

The following are the updates on certain matters:

A. SEBI initially imposed a penalty of ' 25 Lakh and
subsequently enhanced it to ' 1 crore in respect of an
adjudication proceeding initiated by it in relation to
the credit ratings assigned to one of the Company's
customers and the customer's subsidiaries under
Section 15HB of the SEBI Act, 1992. An appeal has been
filed before the SAT. The case is pending as of this date.

B. In the suit filed by 63 Moons Technologies Ltd.,
the Hon'ble Madras High Court passed an Order dated
February 1, 2023, directing the Company amongst
other respondents to deposit 10% of the total value of
the suit claim in the Madras High Court, as a means of
furnishing security, failing which the interim order of
injunction restraining the Company from dealing with
any of its assets will continue till the suit is disposed of.
The Company has filed appeals against the said order
before the Division Bench of the Madras High Court,
which are currently pending as of this date.

Change in the Nature of Business

During the FY26, there was no change in the nature of
business of the Company.

Disclosures under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition &
Redressal) Act, 2013

The Company has always believed in providing a safe
and harassment-free workplace for every individual
working on the Company's premises through various
interventions and practices. The Company always
endeavours to create and provide an environment that
is free from discrimination and harassment, including
sexual harassment.

The Company has a policy on the Prevention of Sexual
Harassment at the Workplace. The Policy aims at
the prevention of harassment of employees and lays
down the guidelines for the identification, reporting
and prevention of undesired behaviour. An Internal
Complaints Committee (ICC) has been set up as per
the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal)
Act, 2013, in order to investigate any complaints/ issues
related to sexual harassment. ICC is responsible for the
redressal of complaints related to sexual harassment
and follows the guidelines provided in the Policy.

During the year ended March 31, 2026, the ICC did not
receive any complaints pertaining to sexual harassment.

Business Risk Management

The Board of Directors of the Company has constituted
a Risk Management Committee consisting of members
of the Board of the Company to frame, implement and
monitor the risk management plan for the Company.

The composition of the Committee is in compliance
with Regulation 21 of the SEBI Listing Regulations,
and the detailed composition is provided in the
Corporate Governance Report. The Company has a
Risk Management Framework to identify and evaluate
internal and external risks faced by the Company.

The risk management framework defines risk
identification and its management across the
enterprise at various levels, including documentation
and reporting. The Framework helps in identifying risk
trends, exposure and potential impact analysis on a
Company's business in order to minimise the adverse
impact of any type of risk on the business objectives.

Corporate Social Responsibility: Growing
Together

As a part of CARE Ratings' initiatives under Corporate
Social Responsibility (CSR) in FY26, your Company
released payments amounting to ' 3.30 crores (P.Y.:
' 2.75 crores) in areas of healthcare, education,
supporting defence forces & families, community
development, sustainability & rehabilitation.

The Board has constituted a Corporate Social
Responsibility and Sustainability Committee (CSRS
Committee) in accordance with Section 135 of the
Act. The CSR Policy has been devised based on the
recommendations made by the CSRS Committee.
The brief outline of the Corporate Social Responsibility
(CSR) policy of the Company and the initiatives
undertaken by the Company on CSR activities during
the year under review are set out in Annexure VIII of
this Report in the format prescribed in the Companies
(Corporate Social Responsibility Policy) Rules,
2014. The CSR policy is available on the website
of the Company athttps://www.careratings.com/
Uploads/newsfiles/FinancialReports/1679039991
Corporate%20Social%20Responsibility%20(CSR)%20
Policy.pdf

Material Non-Listed Subsidiary

As per the Consolidated Financial Statements of the
Company for FY26, CARE Analytics and Advisory
Private Limited is material subsidiary of the Company.

Directors’ Responsibility Statement

As required under Section 134(5) of the Act, the
Board of Directors, to the best of their knowledge and
ability confirm that:

As required under Section 134(5) of the Act, the
Board of Directors, to the best of their knowledge and
ability confirm that:

1. In the preparation of the annual accounts for
the financial year ended March 31, 2026, the
applicable accounting standards have been

followed along with proper explanation relating to
material departures;

2. They have selected such accounting policies and
applied them consistently and made judgments
and estimates that 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 and loss of the Company
for the said year;

3. They have taken proper and sufficient care for
the maintenance of adequate accounting records
in accordance with the provisions of the Act for
safeguarding the assets of the Company and
for preventing and detecting fraud and other
irregularities;

4. They have prepared the annual accounts for
the financial year ended March 31, 2026, 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 have been
operating effectively;

6. They have devised proper systems to ensure
compliance with provisions of all applicable
laws and that such systems were adequate and
operating effectively.

Compliance with the Secretarial Standards
1 & 2 issued by the Institute of the Company
Secretaries of India (ICSI)

The Company has complied with the applicable
Secretarial Standards 1 & 2 issued by ICSI related to the
Board and General Meetings.

Acknowledgements

The Directors are thankful to the Members for their
confidence and continued support. The Board places
on record its appreciation of the contribution of its
employees to the Company's operations and the trust
reposed in it by market intermediaries, issuers and
investors. The Board also appreciates the support
provided by the Reserve Bank of India, the Securities
Exchange Board of India and the Company's Bankers.

On behalf of the Board of Directors of CARE Ratings
Limited

Sd/- Sd/-

V. Chandrasekaran Mehul Pandya

Chairman Managing Director

& Group CEO

DIN: 03126243 DIN: 07610232

Place: Mumbai
Date: May 13, 2026