r) Provisions and contingencies related to claims, litigation, etc.
A provision is recognized if, as a result of a past event, the Company has a present obligation (legal or constructive) that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are measured at the
present value of management's best estimate of the expenditure required to settle the present obligation at the end of the reporting period. Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.
I) Onerous contracts
A contract is considered as onerous when the expected economic benefits to be derived by the Company from the contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision for an onerous contract is measured at the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Company recognizes any impairment loss on the assets associated with that contract.
II) Contingencies related to claims, litigation, etc.
Provision in respect of loss contingencies relating to claims, litigation, assessment, fines, penalties, etc. are recognized when it is probable that a liability has been incurred, and the amount can be estimated reliably. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed.
s) Contingent liabilities and contingent assets
A contingent liability exists when there is a possible but not probable obligation, or a present obligation that may, but probably will not, require an outflow of resources, or a present obligation whose amount cannot be estimated reliably. Contingent liabilities do not warrant provisions, but are disclosed unless the possibility of outflow of resources is remote.
Contingent assets are disclosed in the standalone financial statements where an inflow of economic benefits is probable.
t) Cash and cash equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial
institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts.
u) Statement of cash flows
Cash flows are reported using the indirect method, whereby net profit before tax is adjusted for the effects of transactions of non¬ cash future, any deferrals or accruals of past or future operating cash receipts or payments and item of expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are segregated.
v) Operating segments
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) of the Company. The CODM is responsible for allocating resources and assessing performance of the operating segments of the Company. Refer note 52 for details on segment information presented.
w) Earnings per equity share
Basic earnings per equity share has been computed by dividing net income attributable to ordinary equity holders by the weighted average number of shares outstanding during the year. Partly paid-up equity share, if any, is included as fully paid equivalent according to the fraction paid up.
Diluted earnings per equity share has been computed using the weighted average number of shares and dilutive potential shares, except where the result would be anti-dilutive.
x) Dividend
Interim dividend declared to equity shareholders, if any, is recognized as liability in the period in which the said dividend is declared by the Board of Directors. Final dividend declared, if any, is recognized in the period in which the said dividend is approved by the Shareholders. Dividend payable is recognized directly in other equity.
y) Subsequent events
The Company evaluates all transactions and events that occur after the balance sheet date but before the standalone financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the standalone financial statements, except as disclosed.
z) Recent pronouncements
The Ministry of corporate Affairs ("MCA") notified amendments on 7 May 2025 and 13 August 2025 under the Companies (Indian Accounting Standards) Amendment Rules, 2025 and the Companies (Indian Accounting Standards) Second Amendment Rules, 2025, respectively, which is effective from annual reporting periods beginning on or after 1 April 2025.
(a) Amendment to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangement:
The amendments to Ind AS 7 'Statement of Cash Flows' and Ind AS 107 'Financial Instruments: Disclosures' clarify the characteristics of supplier finance arrangements and require additional disclosures for such arrangements. The disclosure requirements in the amendments are intended to assist users of standalone financial statements in understanding the effects of supplier finance arrangements on an entity's liabilities, cash flows and exposure to liquidity risk. The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its standalone financial statements.
(b) Amendment to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non¬ current liabilities with covenants:
The amendment specifies the requirements for classifying liabilities as current or non-current in the balance sheet, and clarifies the following:
i) An entity's right to defer settlement of a liability for at least twelve months after the reporting period must have substance and must exist at the end of the reporting period. The classification of liability as current or non-current is unaffected by the likelihood that the entity will exercise its right to defer settlement.
ii) If an entity's right to defer settlement of a liability is subject to covenants, such covenants affect whether that right exists at the end of the reporting period only if the entity is required to comply with the covenant on or before the end of the reporting period.
iii) In case of a liability that can be settled, at the option of the counterparty, by the transfer of the entity's own equity instruments, such settlement terms do not affect the classification of the liability as current or non-current only if the option is classified as an equity instrument.
The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its standalone financial statements.
(c) Amendment to Ind AS 12 - Pillar-Two Tax Reforms
The Company is not within the scope of the OECD Pillar Two Model Rules, as Pillar Two legislation has not yet been enacted in any of the jurisdiction in which the Company operates.
(d) Amendment to Ind AS 21-Lack of exchangeability
The Amendments introduces requirement to assess when a currency is exchangeable into another currency and when it is not. The amendment requires an entity to estimate the spot exchange rate when it concludes that a currency is not exchangeable into another currency. These amendments had no effect on the standalone financial statements of the Company.
The new disclosures introduced in the standard, the entities are required to provide in their standalone financial statements for annual reporting periods beginning on or after 1 April 2025. No disclosures are required in interim periods ending on or before 31 March 2026.
New standards and amendments notified but not effective
(i) Amendment to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current liabilities with covenants:
The amendment includes specific provisions that will take effect for reporting periods beginning on or after 1 April 2026, retrospectively, as outlined below:
a) Breach of material covenant for long¬ term loan arrangement on or before end of reporting period with effect that liability becomes payable on demand as on reporting date, then it shall be classified as current liability, if lender agreed after reporting period and before approval of standalone financial statements to not demand payment as a consequence of breach.
b) Classify as non-current liability, if lender agreed by end of reporting period to provide grace period ending at least 12 months after reporting period within which entity can rectify the breach provided lender does not demand immediate repayment.
c) Disclose information about the timing of settlement to understand the impact of the liability on the standalone financial statements.
The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its standalone financial statements.
(d) Details of cash credit facilities and working capital demand loans
The cash credit facilities are repayable on demand and carry interest rates ranging from 7.90% to 8.40% (31 March 2025: from 8.00% to 9.50% p.a). Working capital demand loans are repayable on demand and carry interest rates ranging from 6.85% to 7.55% (31 March 2025: from 7.24% to 9.00% p.a.). As per the prevalent practice, cash credit facilities and working capital demand loans are renewed on a year to year basis and therefore, are revolving in nature.
#Commercial papers are repayable within 12 months and issued at a discount rate of 6.85 % p.a. - 7.67% p.a. (31 March 2025: 7.42 % p.a. - 8.78% p.a.)
##Loan taken by PFL EWT has a maturity of 4 years (until March 2028) and borrowed at a SBI 3 month Marginal cost of funding rate (MCLR) plus 80 basis point.
@Refer Note 45 related party disclosure for detailed disclosure.
(e) The Company has used the borrowings from banks and financial institutions for the purpose for which it was taken as at the balance sheet date.
(b) Terms/rights attached to equity shares:
The Company has only one class of equity shares having a par value of I 2 each. Each holder of equity share is entitled to one vote per share.
The dividend recommended by the Board of Directors and approved by the Shareholders in the Annual General meeting is paid in Indian rupees.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
During the year ended 31 March 2026, the Company has issued and allotted 33,148,102 fully paid-up equity shares of the Company, having face value of I 2 each, at an issue price of I 452.51 per equity share including premium of I 450.51 per equity share, aggregating to I 1,499.98 crores through Preferential Issue, on private placement basis to Rising Sun Holdings Private Limited, promotor of the Company under Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (ICDR) Regulations, 2018, Listing Regulations, the Act and the Rules made thereunder, and other applicable laws.
During the year, the Company has allotted 1,655,156 equity shares of face value of I 2 each to the eligible employees of the Company under various Employee Stock Option Plans pursuant to the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SBEB & SE Regulations”), as amended from time to time. Refer note no 44 for disclosures related to share based payments.
Refer note 56 on subsequent events.
(c) Shares allotted as fully paid-up without payment being received in cash/by way of bonus shares:
The Company has not issued bonus shares or shares for consideration other than cash during the five year period immediately preceding the reporting date.
(d) Shares bought back
The Company has not bought back any of its securities during the five year period immediately preceding the reporting date.
Nature and purpose of reserves:
Capital reserve
Capital reserve has been created to set aside gains of capital nature from amalgamation and merger. It is utilised in accordance with the provisions of the Companies Act, 2013.
Securities premium
Securities premium represents premium received on issue of shares. This amount can be utilised in accordance with the provisions of the Companies Act, 2013.
Statutory reserve (created pursuant to Section 45-IC of the Reserve Bank of India Act, 1934)
Statutory reserve represents the reserve fund created under section 45-IC of the Reserve Bank of India Act, 1934. The Company is required to transfer a sum not less than twenty percent of its net profit every year as disclosed in the statement of profit and loss. The statutory reserve can be utilized for the purposes as may be specified by the Reserve Bank of India from time to time.
Capital redemption reserve
Capital redemption reserve is created to keep the capital intact when preference shares are redeemed or equity shares are bought back. It is utilised in accordance with the provisions of the Companies Act, 2013.
Share option outstanding reserve
The Company instituted the Employee Stock Option Plan (ESOP) 2021 in 2021, Employee Stock Option Plan (ESOP) 2024 in 2024 and Employee Stock Option Plan (ESOP) 2024 - Scheme II in 2024 which were approved by the Board of Directors and the shareholders of the Company. The share option outstanding reserve is used to recognise the grant date fair value of option issued under aforesaid plans.
Treasury shares
The reserve for shares of the Company held by the PFL EWT. The Company has issued employees stock option scheme for its employees. The equity shares of the Company have been purchased and held by PFL EWT. PFL EWT to transfer these shares in the name of employees at the time of exercise of option by employees.
Trust reserve
This represents net of expenditure over income of PFL EWT Trust.
Retained earnings
Retained earnings represents total of all profits retained since Company's inception. Retained earnings are credited with current year profits, reduced by losses, if any, dividend payouts, transfers to general reserve or any such other appropriations to specific reserves. It also includes impact of remeasurement of defined benefit plans.
Financial instruments through other comprehensive income
(a) On debt investments: This comprises changes in the fair value of debt instruments recognised in other comprehensive income. The company transfers amounts from such component of equity to retained earnings when the relevant debt instruments are derecognised.
(b) On cash flow hedge reserve: It represents the cumulative gains/(losses) arising on revaluation of the derivative instruments designated as cash flow hedges through OCI.
**Details of corporate social responsibility expenditure ("CSR")
A CSR committee has been formed by the Company as per the Companies Act, 2013. CSR expenses have been incurred through out the year on the activities as specified in Schedule VII of the said Act. The focus area of CSR initiatives undertaken by the Company are education, health and environment. The Company incurs CSR expenses directly.
ii. Defined benefit plan
Gratuity
The Company has a defined benefit gratuity plan in India, governed by the "New Labour Codes". This plan entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned. The scheme is fully funded with Life Insurance Corporation of India (LIC) & Kotak Mahindra Life Insurance Company Limited. This defined benefit plan exposes the Company to actuarial risks, such as regulatory risk, credit risk, liquidity risk, etc. as defined below.
The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at 31 March 2026. The present value of the defined benefit obligations and the related current service cost and past service cost, are measured using the Projected Unit Credit Method.
Based on the actuarial valuation obtained in this respect, the following table sets out the status of the gratuity plan and the amounts recognised in the Company's financial statements as at balance sheet date:
A. Funding
The scheme is fully funded with Life Insurance Corporation of India (LIC) and Kotak Mahindra Life Insurance Co. Ltd. (Kotak Life). The funding requirements are based on the gratuity fund's actuarial measurement framework set out in the funding policies of the plan. The funding of the plan is based on a separate actuarial valuation for funding purposes for which the assumptions may differ from the assumptions set out in Section E below.
The Government of India has consolidated multiple existing labour legislations into a unified framework comprising four labour codes collectively referred to as the "New Labour Codes". The Company has assessed the implications of the New Labour Codes and have taken an estimated increase in provision of I 6.42 crores in the quarter ended 31 December 2025 and recognised the same in the employee benefits expenses during the year ended 31 March 2026.
The Government is in the process of notifying related Central/State rules to the New Labour Codes and impact of these will be evaluated and accounted for, as needed, in accordance with applicable accounting standards in the period in which they are notified.
On an annual basis, the Company performs an asset-liability matching exercise and contributes the net incremental actuarial liability to the plan manager (insurer) to effectively manage the associated liability risk.
As at 31 March 2026, the weighted-average duration of the defined benefit obligation was 7.30 years (31 March 2025: 7.36 years).
G. Description of risk exposures
Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such, Company is exposed to various risks as follows -
Investment Risk: For funded plans that rely on insurers for managing the assets, the value of assets certified by the insurer may not be the fair value of instruments backing the liability. In such cases, the present value of the assets is independent of the future discount rate. This can result in wide fluctuations in the net liability or the funded status if there are significant changes in the discount rate during the inter-valuation period.
Market Risk (Interest Rate): Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in defined benefit obligation of the plan benefits & vice versa. This assumption depends on the yields on the corporate/government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.
Longevity Risk: The impact of longevity risk will depend on whether the benefits are paid before retirement age or after. Typically for the benefits paid on or before the retirement age, the longevity risk is not very material.
Future Salary Increase Risk: Actual salary increase that are higher than the assumed salary escalation, will result in increase to the obligation at a rate that is higher than expected.
Demographic Risk: If actual withdrawal rates are higher than assumed withdrawal rates, the benefits will be paid earlier than expected. Similarly if the actual withdrawal rates are lower than assumed, the benefits will be paid later than expected. The impact of this will depend on the demography of the company and the financial assumptions.
Regulatory Risk: Any changes to the current regulations by the Government, will increase (in most cases) or decrease the obligation which is not anticipated. Sometimes, the increase is many fold which will impact the financials quite significantly.
iii. Other long-term benefits
The Company provides compensated absences benefits to the employees of the Company which can be carried forward to future years. Amount recognised in the statement of profit and loss for compensated absences is as under:
42 LEASES
As a lessee, the Company classified property leases as operating leases under Ind AS 116.
A. Lease in the capacity of Lessee
a) Nature: Leases considered here are taken for official use.
b) Other disclosures
Following table summarizes other disclosures including the note references for the expense, asset and liability heads under which certain expenses, assets and liability items are grouped in the financial statements
44 SHARE-BASED PAYMENTSA Description of share-based payment arrangements
The Company instituted Employee Stock Option Plan (ESOP) 2021 in 2021, Employee Stock Option Plan (ESOP) 2024 in 2024 and Employee Stock Option Plan (ESOP) 2024 - Scheme II in 2024 which were approved by the Board of Directors and the shareholders of the Company.
ESOP, 2021
The Company instituted the Employee Stock Option Plan - 2021 ("ESOP 2021”), administered by the Nomination and Remuneration Committee. The ESOP 2021 was originally approved by the Board of Directors on 19 June 2021 and our Shareholders on 24 July 2021. Under ESOP 2021, the maximum aggregate number of stock options that could be allotted was limited to 15,000,000 stock options, with each option representing one Equity Share of I 2/- each of the Company.
The Nomination and Remuneration Committee at its meeting held on 1 June 2024 approved the termination of ESOP 2021 and cancelled ungranted stock options under the scheme. The stock options that have been granted under ESOP 2021 to eligible employees of our Company, and remain outstanding, shall remain operational until such options are exercised/lapsed. During the year, the Nomination and Remuneration Committee of the Company has allotted 1,648,458 options under ESOP 2021 to the eligible employees of the Company.
ESOP - 2024
Our Company instituted the Employee Stock Option Plan - 2024 ("ESOP 2024 - PFL Trust”), administered by the Nomination and Remuneration Committee, to acquire, purchase, hold and deal in the Equity Shares by way of secondary acquisition through the PFL Employee Welfare Trust. The ESOP 2024 - PFL Trust was approved by the Board of Directors on 18 January 2024 and our Shareholders on 20 February 2024. Approval of the Board of Directors was also provided to the Company on 18 January 2024 to grant loans and to provide guarantee or security in connection with a loan granted or to be granted to the PFL Employee Welfare Trust, not exceeding five per cent of the aggregate of the paid up share capital and free reserves of our Company, for the purpose of effecting the ESOP 2024 - PFL Trust.
Under ESOP 2024 - PFL Trust, the maximum aggregate number of stock options that could be granted and Equity Shares to be accordingly transferred was limited to 15,000,000 Equity Shares. On exercise of stock options granted to eligible employees under ESOP 2024 - PFL Trust, corresponding Equity Shares were to be transferred from the PFL Employee Welfare Trust to the relevant eligible employees.
However, the Board of Directors at their meeting held on 1 June 2024 approved the cancellation of ESOP 2024 - PFL Trust and the dissolution of the PFL Employees Welfare Trust, subject to requisite approvals and compliances under applicable law. The Board also noted that no stock options were granted by our Company to any employee under ESOP 2024 - PFL Trust.
ESOP - 2024 Scheme II
Our Company instituted the Employee Stock Option Plan - 2024 - Scheme II ("ESOP 2024”), administered by the Nomination and Remuneration Committee. The ESOP 2024 was originally approved by the Board of Directors on 8 April 2024 and our Shareholders on 13 May 2024. Under ESOP 2024, the maximum aggregate number of stock options that could be allotted was limited to 20,000,000 stock options, with each option representing one Equity Share of the Company. These options were granted in the absolute discretion of the Nomination and Remuneration Committee on the basis of factors such as eligible employee's performance appraisal, seniority, period of service, and present and potential contribution to the growth of the Company.
The ESOP 2024 was amended through a special resolution passed by our Shareholders by way of postal ballot on 16 June 2025, to increase the maximum aggregate number of stock options that could be allotted under this scheme to 32,500,000 stock options, with each option representing one Equity Share of I 2/- each of the Company. The options generally will vest in a graded manner and are exercisable within 3 years from the date of vesting (refer note C below for details of modification).
During the year, the Nomination and Remuneration Committee of the Company has granted 2,015,000 options under ESOP - 2024 Scheme II to the eligible employees of the Company (each options entitles the option holder to 1 equity share of I 2/- each). During the year 94,000 options were lapsed and added in the pool. During the year, the Nomination and Remuneration Committee of the Company has allotted 6,698 options under ESOP 2024 Scheme II to the eligible employees of the Company.
B Measurement of Fair values
The fair value of employee share options has been measured using Black-Scholes model. The weighted average fair value of each option of Poonawalla Fincorp Limited was I 102.80 (31 March 2025: I 105.40).
The fair value of the options and the inputs used in the measurement of the grant-date fair values of the equity-settled share based payment plans are as follows:
Expected volatility has been based on an evaluation of the historical volatility of the Company's share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behavior.
C Modification of ESOP plan
During the previous year ended 31 March 2025, Nomination and Remuneration Committee of the Company had approved modification of vesting schedule for ESOP 2021, in line with ESOP 2024 Scheme II. Under ESOP 2021, the revised vesting schedule provided for the vesting of the total options granted over a 3 year period from earlier vesting schedule of over 4 year period. Accordingly, the Company had accounted the modification in line with Ind AS 102 - 'Share Based Payments'. As a result of modification, there was no incremental fair value for the options modified. The impact on statement of profit and loss of this modification was I 23.06 crores.
B. Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are:
(a) recognised and measured at fair value and
(b) measured at amortised cost / other and for which fair values are disclosed in the standalone financial statements.
To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.
Financial instruments valued at carrying value
The respective carrying values of certain on-balance sheet financial instruments approximate their fair value. These financial instruments include cash in hand, balances with other banks, receivables, payables and certain other financial assets and liabilities, with maturities less than a year from the balance sheet date. Carrying values were assumed to approximate fair values for these financial instruments as they are short-term in nature and their recorded amounts approximate fair values or are receivable or payable on demand.
C. Valuation framework
The Company measures fair values using the following fair value hierarchy, which reflects the significance of the inputs used in making the measurements.
Level 1: Inputs that are quoted market prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: The fair value of financial instruments that are not traded in active markets is determined using valuation techniques which maximize the use of observable market data either directly or indirectly, such as quoted prices for similar assets and liabilities in active markets, for substantially the full term of the financial instrument but do not qualify as Level 1 inputs. If all significant inputs required to fair value an instrument are observable the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based in observable market data, the instruments is included in level 3. That is, Level 3 inputs incorporate market participants' assumptions about risk and the risk premium required by market participants in order to bear that risk. The Company develops Level 3 inputs based on the best information available in the circumstances.
In the normal course of doing its business the company is exposed to certain inherent financial risks in the form of credit risk, market risk, operational risk, liquidity risk, interest rate risk, compliance risk, reputational risk, etc.
i Risk management framework
The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies. The committee reports regularly to the Board of Directors on its activities.
Risk management involves identifying, measuring, monitoring and managing risks on a regular basis. The objective of risk management is to increase shareholders' value and achieve a return on equity that is commensurate with the risks assumed. To achieve this objective, the Company employs leading risk management practices and recruits skilled and experienced people.
The Company's risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities.
ii Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company's asset on finance.
The carrying amounts of financial assets represent the maximum credit risk exposure.
a) Credit risk management
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry. A financial asset is ‘credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:
- A breach of contract such as a default or past due event
- When a borrower becomes more than 90 days past due in its contractual payments
The Risk Management Committee has established credit policies for various lending products under which each new customer is analyzed individually for credit worthiness before the Company's standard payment and delivery terms and conditions are offered. The Company's review includes background verification, financial statements, income tax returns, GST details, credit bureau information, industry information, etc (as applicable).
b) Probability of default (PD)
Analysis of historical data regarding days past due (DPD) or delinquency of loans is the primary input into the determination of the term structure of PD for exposures. The Company collects performance and default information about its credit risk exposures analysed by type of product or borrower as well as by DPD. The Company employs statistical methods to analyse the data collected and generate estimates of the PD of exposures.
In case of newly launched products, where the Company does not have sufficient historical data to estimate PD, it uses industry level aggregate data obtained from credit bureaus, or third-party data providers or performance of an existing product which closely resembles the new product. In cases where investments are made in instruments that, in substance, constitute financing activities and are classified under loans , the applicable staging norms, PD and LGD rates shall align with those prescribed for corporate / NBFC loans. In case of products having maturity less than 12 months, a tenure adjustment is undertaken on annualised PD rates to address shorter tenure of the product.
Expected loss has been calculated as an unbiased and probability-weighted amount for multiple scenarios. The probability of default has been calculated for 3 scenarios: upside (16% probability), downside (16%) and base (68%). These weightages have been decided on best practices and judgement.
c) Definition of default
The Company considers a financial instrument defaulted, and therefore Stage 3 (credit-impaired), for ECL calculations in all cases when the borrower becomes more than 90 DPD from its contractual payments or has been classified as NPA as per regulatory classification. The Company considers probability of default upon initial recognition of asset and whether there has been any significant increase in credit risk (SICR) on an ongoing basis throughout each reporting period. To assess whether there is SICR, the Company compares the risk of default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. Following indicators are incorporated:
- DPD analysis as on each reporting date, and
- significant increase in credit risk on other financial instruments of same borrower
d) Exposure at default (EAD)
The exposure at default (EAD) for ECL computation represents the principal outstanding, installment overdue, accrued interest, future interest post discounting as key components and some other adjustments of the financial instruments subject to the impairment calculation;
To calculate the ECL for a Stage 1 loan, the Company assesses the possible default events within 12 months for the calculation of the 12 month ECL. For Stage 2 and Stage 3 financial assets, the exposure at default is considered for events over the lifetime of the instruments.
e) Loss given default (LGD)
Loss given default (LGD) represents estimated financial loss the Company is likely to suffer in respect of default account and it is used to calculate provision requirement on EAD along with PD. The Company uses collection details on previously defaulted cases for calculating LGD including estimated direct cost of collection from default cases. Appropriate discounting rates are applied to calculate present value of future estimated collection net of direct collection cost. LGD thus calculated is used for all stages, i.e. Stage 1, Stage 2 and Stage 3.
For newly launched products, where historical collection data is not available or is insufficient, the Company either uses the collection performance of an existing product which closely resembles the new product or
industry level aggregate data obtained from credit bureaus / third-party data providers, appropriate product specific LGD estimation method, or reports published by recognised institution, or regulatory guidance available if any.
In case of certain loan products having an inherent unsecured component (e.g. loans where Loan-to-Value is greater than 100%), the LGD rate is derived through a combination of respective secured and unsecured LGD rates. Loss Given Default (LGD) for Stage 2 and Stage 3 for wholesale exposures (NBFC, Corporate and SCF portfolio) is determined on a case-by-case basis, on the basis of resolution / collection / curing strategy adopted for each borrower.
f) Discounting
ECL is computed by estimating timing of expected credit shortfalls associated with defaults and discounting them using effective interest rate.
g) Significant increase in credit risk
The Company continuously monitors all assets subject to ECL. In order to determine whether an instrument or a portfolio of instruments is subject to 12 months ECL or lifetime ECL, the Company assesses whether there has been a significant increase in credit risk since initial recognition. The Company also applies other qualitative factors for triggering a significant increase in credit risk for an asset, such as restructuring. Regardless of the change in credit profile, if the contractual payments are more than 30 days past due, the credit risk is deemed to have increased significantly since initial recognition. Similarly, if external credit rating of a corporate borrower is downgraded to non-investment grade from investment grade, this will trigger review to determine the significant increase of credit risk from the initial recognition.
The Company has applied a three-stage approach to measure expected credit losses (ECL) on loans and other credit exposures accounted for at amortised cost and FVOCI. Loss rates are calculated using a ‘roll rate' method based on the probability of a receivable progressing through successive stages of delinquency to write-off. Assets migrate through following three stages based on the changes in credit quality since initial recognition:
(a) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial recognition and that are not credit-impaired upon origination, the portion of the lifetime ECL associated with the probability of default events occurring within the next 12 months is recognized.
(b) Stage 2: Lifetime ECL, not credit-impaired: For credit exposures where there has been a significant increase in credit risk since initial recognition but are not credit-impaired, a lifetime ECL is recognized.
(c) Stage 3: Lifetime ECL, credit-impaired: Financial assets are assessed as credit impaired upon occurrence of one or more events that have a detrimental impact on the estimated future cash flows of that asset. For financial assets that have become credit-impaired, a lifetime ECL is recognized and interest revenue is recognized on net basis.
h) Expected Credit Loss on Loans
The Company assesses whether the credit risk on a financial asset has increased significantly on collective basis. For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of shared credit risk characteristics, taking into account instrument type, product type, collateral type, and other relevant factors.
The Company considers defaulted assets as those which are contractually 90 days past due, other than those assets where there is empirical evidence to the contrary. Financial assets which are contractually more than 30 days and upto 90 days past due are classified under Stage 2 - life time ECL, not credit impaired, barring those where there is empirical evidence to the contrary. An asset migrates down the ECL stage based on the change in the risk of a default occurring since initial recognition. If in a subsequent period, credit quality improves and reverses any previously assessed significant increase in credit risk since origination, then the loan loss provision stage reverses to 12-months ECL from lifetime ECL.
The Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and probability-weighted amount. The Company considers its historical loss experience and adjusts the same for current observable data. The key inputs into the measurement of ECL are the probability of default, loss given default and exposure at default. These parameters are derived from the Company's internally developed models and other historical data and where the Company does not have sufficient historical data, it uses regulatory guidance available, if any or benchmark rates obtained from external sources like research agencies, credit bureaus, or publicly available information. In addition, the Company uses reasonable and supportable information on future economic conditions including macroeconomic factors. Since incorporating these forward looking information increases the judgment as to how the changes in these macroeconomic factor will affect ECL, the methodology and assumptions are reviewed regularly.
In case of any portfolio or a segment thereof showing abnormal delinquency behaviour, the ECL approach is reviewed and adjusted to reflect adequate provisioning in line with the risk profile. The Company also provides for expected credit loss on undrawn loan commitments wherever applicable.
Forward looking information
In its ECL models, the Company relies on a broad range of forward looking information as macro economic inputs. As required by Ind AS 109, Macro Economic (ME) overlays are required to be factored in ECL models and accordingly, Company has used Consumer Price Index (CPI) as the relevant ME variable. Overtime, new ME variables may emerge to have a better correlation and may replace ME being used now. In case of improvement in PD rates after application of macroeconomic (ME) factors, the same are conservatively kept at pre-application level for such products where PD rates are derived basis external benchmark or publicly available industry reports or default transition studies or credit bureau data, etc
Policy on write off of loan assets
Financial assets are fully provided for or written off (either partially or in full) when there is no reasonable expectation of recovering a financial asset in its entirety or a portion thereof. However, financial assets that are written off could still be subject to enforcement activities under the Company recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognized in statement of profit and loss on actual realization from customer.
The following table provides information about the exposure to credit risk and expected credit loss for assets on finance.
Expected credit loss on trade and other receivables
Trade/other receivables primarily includes receivables against support services, operating lease and sale of power. The Company follows ‘simplified approach' for recognition of impairment loss allowance on trade/other receivables that do not contain a significant financing component. The application of simplified approach does not require to track changes in credit risk. It recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition. It holds the trade/other receivables with the objective to collect the contractual cash flows and therefore measures them subsequently at amortized cost, less loss allowance.
Cash and cash equivalents and bank balance other than cash and cash equivalents
The Company holds cash and cash equivalents and bank balance other than cash and cash equivalents of I 293.68 crores at 31 March 2026 (31 March 2025: I 32.29 crores). The cash and cash equivalents are held with bank and financial institution counterparties with sound credit ratings.
An analysis of changes in gross carrying amount and corresponding ECL allowances is as follows:
(i) Movements in the gross carrying amount in respect of loans, i.e. asset on finance
iii Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions in a timely manner, without incurring unacceptable losses or risking damage to the Company's reputation. The Company uses activity-based costing to cost its products and services, which assists it in monitoring cash flow requirements and optimising its cash return on investments.
The Company has obtained fund and non-fund based working capital lines from various banks and financial institutions. Further, the Company has access to funds from debt markets through commercial paper, non¬ convertible debentures and other debt instruments including term loans & external commercial borrowings. Cash Credit/WCDL limits are renewed on annual basis and are therefore revolving in nature.
Exposure to liquidity risk
The following are the remaining gross and undiscounted contractual maturities of financial liabilities (including interest portion) at the reporting date.
The Company has USD denominated liability (external commercial borrowings) at floating rate of interest causing volatility in the cash flow arising on principal and interest repayment.
Management aims to hedge the volatility with appropriate derivative instruments. Accordingly, the Company has entered into cross currency swaps with tenor and maturity matching with the underlying cashflow.
Exposure to interest rate risk
The interest rate profile of the Company's interest-bearing financial instruments is as follows:
iv. Market risk
Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices, which will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. All such transactions are carried out within the guidelines set by the Risk Management Committee. Generally, borrowings are denominated in currencies that match the cash flows generated by the underlying operations of the Company - primarily I. In cases where the borrowings are denominated in foreign currency, the Company uses derivatives to manage market risks.
a) Interest rate risk
Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rates. Any movement in the reference rates could have an impact on the Company's cash flows as well as costs.
The Company is subject to variable interest rates on some of its interest bearing financial assets/liabilities. The Company also uses a mix of interest rate sensitive financial instruments to manage the liquidity and funding requirements for its day to day operations like short-term loans.
The model assumes that interest rate changes are instantaneous parallel shifts in the yield curve. Although some assets and liabilities may have similar maturities or periods to re-pricing, these may not react correspondingly to changes in market interest rates. Also, the interest rates on some types of assets and liabilities may fluctuate with changes in market interest rates, while interest rates on other types of assets may change with a lag.
The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The year-end balances are not necessarily representative of the average debt outstanding during the year. This analysis assumes that all other variables remain constant.
b) Foreign currency risk
The Company is exposed to foreign currency fluctuation risk for its external commercial borrowings i.e unfavourable movement in the USD INR conversion rate charged by the bank on USD loan repayment and interest settlement from time to time. The Company has hedged the entire ECB exposure for the full tenure as per Board approved Risk Management Policy. The Company has entered into cross currency swaps with strategy which aims to hedge a defined portion of the exposure to USD-INR exchange rate volatility on borrowings and interest repayable in USD. The Company's risk management policy is to hedge 100% of its foreign currency exposure. The Company uses Cross Currency Swaps to hedge its currency risk and applies a hedge ratio of 1:1. The Asset Liability Committee periodically reviews and monitors risk involved in the transactions. These contracts are designated as cash flow hedges. The Company determines the existence of an economic relationship between the hedging instrument and hedged item based on the currency, amount and timing of their respective cash flows. The Company assesses whether the derivative designated in each hedging relationship is expected to be and has been effective in offsetting changes in cash flows of the hedged item. In these hedge relationships, there are no hedge ineffectiveness because it is hedged to extent of 100% of principal and interest amount of external commercial borrowings.
v Legal and operational risk Legal risk
Legal risk is the risk relating to losses due to legal or regulatory action that invalidates or otherwise precludes performance by the end user or its counterparty under the terms of the contract or related netting agreements.
The Company has developed preventive controls and formalised procedures to identify legal risks, so that potential losses arising from non-adherence to laws and regulations, negative publicity, etc. are significantly reduced.
As at 31 March 2026, there were legal cases pending against the Company aggregating I 2.39 crores (31 March 2025: I 2.26 crores). Based on the opinion of the Company's legal advisors, the management believes that no substantial liability is likely to arise from these cases.
Operational risk
Operational risk framework is designed to cover all functions and verticals towards identifying the key risks in the underlying processes.
The framework, at its core, has the following elements:
1. Documented Operational Risk Management Policy and Standard Operating Procedures (SOP)
2. Third party risk management through Outsourcing Risk Policy and SOP
3. Well defined Governance Structure
4. Use of Identification & Monitoring tools and like Risk Control Self- Assessment (RCSA), Key Risk Indicators (KRIs), Risk Appetite Statements (RAS) and Control testing
5. Standardized reporting templates, reporting structure and frequency
6. Regular workshops and training for enhancing awareness and risk culture
7. Documented BCM Framework
The Company has adopted the globally accepted 3-lines of defense approach to risk management.
First line - Each function/vertical undergoes transaction testing to evaluate internal compliance and thereby lay down processes for further improvement. Thus, the approach is "bottom-up”, ensuring acceptance of findings and faster adoption of corrective actions, if any, to ensure mitigation of perceived risks.
Second line - Independent risk management vertical supports the first line in developing risk mitigation strategies and provides oversight through regular monitoring. All key risks are presented to the Risk Management Committee on a quarterly basis.
Third line - Internal Audit conducts periodic risk-based audits of all functions and process to provide an independent assurance to the Audit Committee.
During the year ended 31 March 2026, the Operational Risk (OR) team has helped to identify, assess, monitor and mitigate risks across the organization. RCSA exercises, Internal Finance Control (‘IFC') testing and KRI monitoring have been conducted for key business units / support functions, and action plans have been developed to plug process gaps. Apart from this quarterly RAS monitoring, Outsourcing Risk management and Business continuity testing was also undertaken during the Financial year. The OR team helps senior management monitor risks through quarterly reporting of OR information to the Operational Risk Management Committee (ORMC) and the RMC.
51 CAPITAL MANAGEMENT
The Company actively manages capital base to cover risks inherent in the business and meet the Capital Adequacy Requirements (CAR) of the Reserve Bank of India (RBI). The adequacy of the Company's capital is monitored using, among other measures, the regulations issued by RBI. The primary objective of the capital management policy is to ensure that the company complies with regulatory capital requirements and maintains strong credit ratings and healthy capital ratios in order to support its business and to maximize shareholder value. The Company manages its capital structure and makes adjustments to it according to changes in economic conditions and the risk characteristics of its activities. There is no changes in the capital management process from the previous year.
i. Regulatory capital
The Company's regulatory capital consists of the sum of the following elements:
- Tier 1 capital, which includes ordinary share capital, retained earnings, perpetual debt and reserves and deduction for intangible assets, deferred tax asset and other regulatory adjustments relating to items that are not included in equity but are treated differently for capital adequacy purposes.
- Tier 2 capital, which includes qualifying subordinated liabilities and impairment provision in respect of Stage 1 assets as per the regulations.
ii. Capital allocation
The Management uses regulatory capital ratios to monitor its capital base. There is no allocation of capital required as Company is operating primarily in a single segment i.e., financing.
52 OPERATING SEGMENTS
The Company is engaged primarily in the business of financing and there are no separate reportable segments as per Ind AS 108. The Executive Committee of the Company has been identified as the Chief Operating Decision Maker (CODM) pursuant to the requirements of Ind AS 108, "Operating Segments.” The Company's operating segments are established in the manner consistent with the components of the Company that are reviewed regularly by the CODM for the purpose of allocation of resources and evaluation of performance. The Company does not have operations outside India and hence there is no external revenue or assets which require disclosure.
The Company does not derive revenue, from any single customer, 10% or more of Company's total income.
54 ADDITIONAL INFORMATION
a) The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
b) The quarterly information statement filed by the Company with banks or financial institutions are in agreement with the books of accounts.
c) The Company has not been declared as wilful defaulter by any banks, financial institution or other lenders.
d) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
e) The provision related to number of layers as prescribed under section 2(87) of the Companies Act read with Companies (Restriction on number of Layers) Rules, 2017 is not applicable to Company.
f) The Company has not advanced or given loans or invested funds to any other person(s) or entity(ies), including foreign entities (intermediaries), with the understanding that the intermediary shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficiaries), or provide any guarantee, security, or the like to or on behalf of the ultimate beneficiaries, except loans or advances given in the normal course of business.
g) The Company has not received any funds from any person(s) or entity(ies), including foreign entities (funding party), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries), or provide any guarantee, security, or the like on behalf of the ultimate beneficiaries, except for loans or advances given in the normal course of business.
h) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
i) The Company has not traded or invested in crypto currency or virtual currency during the financial year.
j) The Company used accounting software to maintain its books of account for the year ended 31 March 2026, with audit trail (edit log) features enabled at both application and database levels, in line with the requirements of MCA notification. However, for one of the accounting software, the audit trail logs at the database level were preserved effective 26 June 2024 onwards.
k) Relationship with Struck off Companies:
Disclosure of transactions with the companies struck off -
l) The Company has not entered into any scheme of arrangements which has an accounting impact on current/previous financial year.
m) The Company has not carried out any revaluation of property, plant and equipment during the year ended 31 March 2026 and 31 March 2025.
55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025 AND OTHER RELEVANT RBI NOTIFICATIONS*
* Amounts included herein are based on current and previous year financials, as per Ind AS.
(h) Details of penalties and strictures imposed by RBI and other regulators
During the year ended 31 March 2026, no penalties and strictures have been imposed by RBI and other regulators on the Company.
During the year ended 31 March 2025, RBI levied a penalty of I 0.10 crores relating to Fair Practices Code for NBFCs.
(o) Overseas Assets and off-balance sheet SPVs sponsored (which are required to be consolidated as per accounting norms)
1 Overseas assets
The Company does not have any overseas assets as at 31 March 2026 and 31 March 2025.
2 Off-balance sheet SPVs sponsored (which are required to be consolidated as per accounting norms)
The Company does not have any exposure to off balance sheet SPVs sponsored as at 31 March 2026 and 31 March 2025.
(p) Disclosure of complaints
1) Summary information on complaints received by the NBFCs from customers and from the Offices of Ombudsman
(q) Disclosures as required by the Master Direction - Monitoring of Frauds in NBFCs (Reserve Bank) Directions, 2016.
During the year ended 31 March 2026, 41 frauds (31 March 2025: 53 frauds) have been identified by management aggregating to I 4.70 crores (31 March 2025: I 1.59 crores) by the employees, customers or third party and have been reported to RBI.
55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025 AND OTHER RELEVANT RBI NOTIFICATIONS* (Contd.)
* Amounts included herein are based on current and previous year financials, as per Ind AS.
(r) Liquidity Coverage Ratio (LCR) disclosures and Public disclosure on liquidity risk
1 Liquidity Coverage Ratio (LCR) disclosures Qualitative disclosure
Liquidity Coverage Ratio (LCR) is a tool for measuring and promoting short term resilience of the Company to potential liquidity disruptions by ensuring maintenance of sufficient unencumbered high quality liquid assets (HQLAs) to survive at severe stress scenario lasting for 30 calendar days. Reserve Bank of India (RBI) introduced the LCR requirement for all deposit-taking NBFCs and non-deposit taking NBFCs with an asset size of I 5,000 crore and above. The ratio comprises of HQLAs as numerator and net cash outflows in next 30 calendar days as denominator.
HQLA computation consist of two parts i.e.
(i) Assets to be included as HQLA without any haircut i.e. cash, government securities, etc. and
(ii) Assets to be considered for HQLA with haircuts (ranging 15% to 50%) which comprises of investments in highly rated non-financial corporate bonds and listed equity investments which are considered at prescribed haircuts.
The average HQLA for the quarter ended 31 March 2026 amounted to I 1,979.21 crores (for the quarter ended 31 March 2025: I 1,609.08 crores), comprising of I 162.76 crores (for the quarter ended 31 March 2025: I 53.10 crores) in cash in hand and bank balances, I 683.70 crores (for the quarter ended 31 March 2025: I 380.06 crores) in T-bills, Nil (for the quarter ended 31 March 2025: I 125.22 crores) in Government Securities and I 1,132.75 crores (for the quarter ended 31 March 2025: I 1,050.70 crores) in Repo instruments (CROMS).
In order to determine net cash outflows, the Company considers total expected cash outflow minus total expected cash inflows for the subsequent 30 calendar days. As per regulations, stressed cash flows is computed by assigning a predefined stress percentage to the overall cash inflows and cash outflows. Net cash outflow over next 30 days is computed as stressed outflows less minimum of stressed inflows or 75% of stressed outflow. Accordingly, LCR would be computed by dividing Company's stock of HQLA by its total net cash outflow.
The LCR requirement has been inducted in a phased manner with Company required to maintain minimum LCR of 50% from December 1, 2020 eventually increasing to 100% by December 1, 2024. The Company has implemented the LCR framework and has consistently maintained LCR well above the regulatory threshold for all the quarters during the current financial year. The Company has maintained an average LCR of 180.79% for the quarter ended 31 March 2026 (for the quarter ended 31 March 2025: 126.33%) as against minimum regulatory requirement of 100 % (31 March 2025: 100%). The Company has maintained average HQLAs of I 1,979.21 crores for the quarter ended 31 March 2026 (for the quarter ended 31 March 2025: I 1,609.08 crores).
Apart from LCR, the Company also uses various liquidity indicators to measure the liquidity risk in terms of funding stability, concentration risk i.e. concentration by significant counter-parties and concentration by significant instruments/product, stock ratios etc.
55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025 AND OTHER RELEVANT RBI NOTIFICATIONS* (Contd.)
* Amounts included herein are based on current and previous year financials, as per Ind AS.
The Company has adopted the liquidity risk framework as required under RBI regulations. The Board of Directors have delegated responsibility of balance sheet Liquidity Risk Management to the Asset Liability Committee (ALCO). ALCO reviews asset liability management (ALM) and ensures that there are no excessive concentration of either assets or liability side of the balance sheet. Liquidity risk is managed in accordance with ALM policy. The same is reviewed periodically to incorporate regulatory changes, economic scenario and business requirements of the Company.
Other short term liabilities include all contractual obligation payable within a period of 1 year excluding commercial paper.
6) Institutional set-up for liquidity risk management
Board constituted Asset Liability Committee (ALCO) reviews Asset Liability Management (ALM). It also ensures that there are no excessive concentration of either assets or liability side of the balance sheet.
ALM is monitored as a regular process and necessary steps are taken wherever required. Company also maintains sufficient liquidity buffer through credit lines and other means to meet its liability when they are due, under both normal and stressed conditions in a timely manner. Maturity profile of financial assets and financial liabilities is assessed along with borrowing and business and as a part of review of liquidity position.
The Company has obtained fund and non-fund based working capital lines and term loans from various banks and financial institutions. Further, the Company has access to funds from debt markets through non¬ convertible debentures and other debt instruments. Cash credit/WCDL limits are renewed on annual basis and are therefore revolving in nature. The Company also manages liquidity by raising funds through Securitisation/ assignment transactions.
Liquidity risk is managed in accordance with ALM policy. Same is reviewed periodically to incorporate regulatory changes, economic scenario and business requirements.
(f) Sales out of amortised cost business model portfolios
As a financing arrangement, the Company has been transferring or selling certain pools of loan receivables secured and unsecured by entering securitization/direct assignment transactions for consideration received in cash and/or security receipts. These transactions are carried out after complying with RBI guidelines on transfer of loan exposure. Besides using securitization/direct assignment as an alternate financing tool, it is also being used as an effective Balance Sheet management through better liquidity and risk management by transfer of assets. When the assets in the form of loan receivables are sold/ transferred to a Special Purpose Vehicle (SPV)/Bank through securitization/direct assignment transaction, then on a consolidated portfolio level, such sale/transfer does not change the Company's business objective of holding financial assets to collect contractual cash flows. The Company has a Board approved policy on business model assessment in place. Please refer note 2(h) for business model assessment.
(z) There are NIL cases of breach of covenants of loan availed or debt securities issued during the year ended 31st March 2026 [31st March 2025: Nil].
(aa) There are no such circumstances in which revenue has been postponed pending the resolution of significant uncertainties.
(ab) The details related to risk management policy and corporate governance are disclosed under Board's Report and Management Discussion and Analysis section of the Annual Report.
(ac) Divergence in asset classification and provisioning
No disclosure on divergence in asset classification and provisioning for NPAs is required with respect to RBI's supervisory inspection for the year ended 31 March 2025 and for the year ended 31 March 2024.
(ad) Draw Down from Reserves
There was no draw down from reserves during the year ended 31 March 2026 and 31 March 2025.
(ae) Disclosure on Project Finance
No exposure as on 31 March 2026 and 31 March 2025.
(af) Non-Fund Based (NFB) Credit Facilities
No exposure as on 31 March 2026 and 31 March 2025.
(ag) Disclosures on Co-Lending Arrangements
Company has not entered new co-lending arrangements during the year ended 31 March 2026.
55 DISCLOSURES AS REQUIRED UNDER RESERVE BANK OF INDIA (NON-BANKING FINANCIAL COMPANIES - FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025 AND OTHER RELEVANT RBI NOTIFICATIONS* (Contd.)
* Amounts included herein are based on current and previous year financials, as per Ind AS.
(ah) Credit default Swaps
No exposure as on 31 March 2026 and 31 March 2025.
(ai) Currency futures
No exposure as on 31 March 2026 and 31 March 2025.
(aj) Net profit or loss for the period, prior period items and changes in accounting policies
There are no prior period items which are impacting Company's current year profit or loss.
(ak) The Company has consolidated the financial statements of its joint venture operating in India. Refer note 18 for details.
56 SUBSEQUENT EVENT
Subsequent to the balance sheet date, the Company completed a Qualified Institutions Placement (“QIP”) on 13 April 2026 by issuing 67,430,883 equity shares, having face value of I 2 each, at an issue price of I 370.75 per share, aggregating to I 2,500.00 crores, in compliance with provisions of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (ICDR) Regulations. As the QIP was completed after the reporting period, it has been treated as a non-adjusting event and no impact has been made to the standalone financial statement for the year ended 31 March 2026.
57 Figures of previous year have been regrouped/reclassified, wherever necessary, to make them comparable with current year.
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