Dear Shareholders,

Your Board of Directors is pleased to present the 29th Annual Report of Muthoot Finance Limited ("the Company"), highlighting a year of remarkable performance, together with the Audited Financial Statements (standalone and consolidated) for the financial year ended March 31, 2026.

1. Financial Summary

The summarised standalone and consolidated results for the Company with the previous year's figures are given in the table below:

2. Dividend

Driven by strong growth and solid performance during FY 2025–26, the Board of Directors declared an interim dividend of I30 per equity share (300% of face value) at their meeting on April 10, 2026. This payout totalled I12,044.05 million, which accounts for 11.88% of the year's profit after tax. The remaining profits will be reinvested back into the company to fund ongoing business operations.

In accordance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has adopted a Dividend Distribution Policy and can be accessed at: https://cdn.muthootfinance.com/sites /default /files / files/2020-08/Policy%20on%20Dividend%20Distribution.pdf. The list of unpaid dividend is available on the Company's website at https://www.muthootfinance.com/transfer-of-shares. Shareholders are requested to check the said list and if any dividend due to them remains unpaid in the said list, Shareholders can approach the Company or Registrar and Transfer Agent of the Company for the release of unclaimed dividends.

In line with Section 45 IC of the Reserve Bank of India Act, 1934, your Board has allocated I20,268.16 million to the statutory reserve. Consequent to this transfer, the Board recommends retaining a balance of I2,31,313.62 million in the Company's Retained Earnings.

4. Company's Performance

During the financial year 2025-26, your Company delivered an exceptional financial performance, marking a year of historic milestones. Your Company achieved a historic standalone net profit (Profit After Tax) of I 1,01,340.79 million for the financial year ended March 31, 2026, as compared to I52,007.52 million for the financial year ended March 31, 2025. This represents a phenomenal y-o-y growth of 95%, significantly driven by robust expansion in the core gold loan portfolio, higher gold price realisations, and stellar momentum in new customer onboarding. Total income surged to I2,75,998.73 million for the financial year ended March 31, 2026, up from I1,71,351.40 million in the previous fiscal year, expanding by 61.07% primarily on account of substantial growth in the interest income of the Company.

Interest yields experienced strong upward momentum, with the overall interest yield for the financial year ended March 31, 2026, reaching 20.16% compared to 18.49% for the financial year ended March 31, 2025. Reflecting the strong financial health of the Company and its commitment to rewarding shareholders, the Board of Directors declared the highest-ever dividend of I30 per equity share (300% on the face value of I10), which also marks the 14th consecutive year of dividend declaration since the Company's IPO in 2011.

The Company's core business continued its strong growth trajectory. The standalone Loan AUM crossed the significant I1.62 lakh Crores mark, recording a 50% y-o-y growth. Our gold loan portfolio proved exceptionally resilient, with consolidated Gold Loan AUM increasing by 54% to I16,50,299 million. Return on Average Loan Assets stood at an outstanding 7.55% for the financial year ended March 31, 2026, as against 5.70% for the financial year ended March 31, 2025 while the Net Interest Margin advanced to 12.76% for the financial year ended March 31, 2026, showcasing enhanced capital efficiency compared to 11.45%.

The steady demand for gold loans buoyed by the increased value of household gold ornaments has played a crucial role in driving this growth, even amidst broader macroeconomic fluctuations. During the year, the Company achieved its highest-ever gold loan advances to new customers, disbursing I 2,93,471 million to 17.71 lakh new customers, thereby solidifying its position as a trusted financial partner in India's organised gold loan industry. The Company also maintained its status as the only 'pure play' Gold Loan NBFC in the Upper Layer classification by the Reserve Bank of India for the fourth consecutive year.

5. Share Capital

The Company has only one class of equity shares having face value of I10 each. The holder of the equity share is entitled to dividend right and voting right in the same proportion as the capital paid-up on such equity share bears to the total paid-up equity share capital of the Company. During the financial year, no preferential issue of shares with differential rights as to dividend, voting as otherwise was carried out by the Company. The Company has also not carried out any buyback of its equity shares during the financial year under review.

Employee Stock Options

During the financial year, your Company allotted 4,585 equity shares of the face value of I 10/- each under Muthoot ESOP 2013 scheme pursuant to the exercise of 4,585 stock options at an exercise price of I50/- each by the employees.

The disclosures as required under Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is attached to this report as Annexure 1 and is also available on the website of the Company at https:// www.muthootfinance.com/esop-disclosure. Please refer note 46 of Notes forming part of Standalone Financial Statements for further disclosures on ESOPs. The Company does not have any scheme to fund its employees for the purchase of shares of the Company.

A certificate from the Secretarial Auditor of the Company certifying that the ESOP scheme is implemented in accordance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, will be placed at the Annual General Meeting for inspection by members. The Employee Stock Option Scheme is in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and there have been no material changes to the Scheme during the Financial Year 2025-26.

Investor Education and Protection Fund

In accordance with the provisions of the Companies Act, 2013, during the year, the Company has: a) credited I13,104,525 to Investor Education and Protection

Fund (IEPF); b) transferred 1,910 equity shares of I10/- each to the credit of IEPF Authority.

The Company has uploaded on its website, the details of unpaid and unclaimed amounts lying with the Company as on March 31, 2026. No claim will lie on the Company on account of the dividend/NCD proceeds after the dividend/NCD proceeds are transferred to IEPF.

Investor Awareness Initiative – "Saksham Niveshak"

Pursuant to the directive dated July 16, 2025, issued by the Ministry of Corporate Affairs and the Investor Education and Protection Fund Authority, the Company participated in the 100-Day Campaign titled "Saksham Niveshak" held from July 28, 2025 to November 6, 2025. This initiative was designed to raise awareness among investors regarding how to claim their unpaid or unclaimed dividends, interest on non-convertible debentures (NCDs), or NCD maturity proceeds—with a particular focus on reaching investors who have missing details or outdated Know Your Customer (KYC) records.

(a) Non-Convertible Debentures:

Your Company has not issued any Non-Convertible Debentures through Public Issue during FY 2025-26. The company has raised I1,71,220.00 million through Private

Placement of Non-Convertible Debentures during the financial year.

Subordinated Debts represent long-term source of funds for the Company and the amount outstanding as on March 31, 2026, stood at I3,000 million. Subordinated Debts qualify as Tier II capital, as per Reserve Bank of India Master Directions applicable to Non-Banking Financial Companies dated November 28 ,2025 as amended from time to time.

(b) Bank Finance

Bank Finance remains an important source of funding for your Company. Commercial Banks continued their support to your Company during the Financial Year. As of March 31, 2026, borrowings from banks stood at I6,73,624.62 million as against I4,73,400.92 million in the previous year.

(c) External Commercial Borrowings

Your Company has issued 6.375% Senior Secured Notes amounting to USD 600 million (equivalent to I52,702.50 million) on September 02, 2025. Tap issuance of 6.375% Senior Secured Notes amounting to USD150 million (equivalent to I13,305.00 million) on October 14, 2025 at a yield of 5.863%, issued 5.75% Senior Secured Notes amounting to USD 600 million (equivalent to I55,099.50 million) on February 04, 2026 under a USD 2 billion Global Medium Term Note Programme pursuant to Regulation 144A/ Regulation S of the US Securities Act, 1933. These Notes are listed on the NSE IFSC Limited, Gift City, Gujarat, India.

7. Credit Rating

The Company has debt credit ratings as below:

Domestic Credit Ratings:

8. Internal Audit and Internal Financial Control

The Company maintains a comprehensive and well-documented internal control and audit system to ensure rigorous compliance across all operations. This function has evolved into a cornerstone of governance, tailored to the Company's scale and complexity. Designed to protect assets and prevent revenue leakage, the framework ensures financial reporting integrity and bolsters stakeholder trust. Operating independently, the Internal Audit function coordinates with Compliance and Risk Management to:

• Verify the adequacy of internal controls;

• Monitor compliance with internal policies;

• Ensure regulatory and statutory adherence; and

• Assess the overall control and risk environment.

Through a Risk-Based Internal Audit framework, the Company aligns with best practices by prioritising high-risk areas. This dynamic approach assesses inherent risks in branch operations and support functions, allowing for optimised resource deployment and timely corrective actions.

To manage its extensive network, the audit function is decentralised via Regional Audit Offices. A team of nearly 1,100 field auditors conducts onsite inspections and digital monitoring to safeguard pledged assets. The hierarchy progresses from Auditors to Regional and Zonal Managers, culminating at the Audit Department, which reports directly to the Audit Committee. This Committee provides strategic oversight, reviewing the effectiveness of controls and the implementation of audit recommendations. Built on transparency and independence, these practices reflect international standards and remain vital to corporate governance.

Information Systems Audit

Recognising the increasing reliance on digital infrastructure, your Company has initiated a structured Information Systems Audit programme to comprehensively assess the IT ecosystem, including core financial systems, digital platforms, cybersecurity measures, data governance, and IT controls. The IS Audit is conducted both by the Company's internal IS Audit team and independent external auditors, ensuring a balanced and expert-driven evaluation. The primary objective is to evaluate IT risk management practices, system integrity, access controls, data protection protocols, and business continuity measures. This initiative reflects the Company's commitment to strengthening technology-driven operations while ensuring compliance with regulatory expectations, including guidelines issued by the Reserve Bank of India on IT governance and cybersecurity. The IS Audit framework is a specific component within the broader Internal Audit Policy, focusing on the security of IT infrastructure and data handling processes. The audit process follows a systematic lifecycle including risk assessment, controls evaluation, and rigorous testing. Findings are categorised by risk ratings (High, Medium, Low) and presented to Management, the Information Security Committee, and the Audit Committee of the Board. Continuous improvement is fostered through the upskilling of the IS Audit team in emerging areas such as cloud security and cyber forensics.

9. Human Resources

As of March 31, 2026, the Company employed 31,613 employees on its rolls at various levels of organisational structure compared to 29,221 employees as on March 31, 2025.

During the 2025–26 fiscal year, the Company's Human Resources initiatives aimed at driving operational excellence and sustainable growth through strategic transformation and technology integration. Key actions included the implementation of 'Project Pragati' to improve structural alignment and the launch of the AI-driven "TALLITE" Applicant Tracking System, which significantly enhanced recruitment automation and employee onboarding. These foundational changes were complemented by robust talent acquisition strategies that saw over 7,000 new employees onboarded, alongside participation in the Prime Minister Internship Scheme to boost industry employability.

The Company also emphasised a high-performance, merit-based culture, supported by the "Muthoot Achievers Plan," which disbursed significant performance incentives. Employee well-being remained a priority, evidenced by revisions to leave policies, the introduction of a rotational Saturday off system, and substantial welfare reimbursements for medical and personal needs. Internal talent mobility was a core retention driver, with over 1,400 promotions and the launch of specialised programmes like the Muthoot Leadership Program and the UNNATHI CBM Program to groom future leaders from within the organisation. Diversity and stability were hallmarks of the year, with women comprising 30% of the total workforce and holding a quarter of all Branch Head roles. This inclusive environment, coupled with ongoing engagement initiatives, contributed to the Company achieving a historic low attrition rates. These efforts were validated by significant external recognition, including certification as a "Great Place to Work" for the fifth consecutive year, inclusion in the "Top 50 Best Workplaces in BFSI 2026," and ongoing honours from FICCI for contributions to skill and career development.

10. Marketing & Promotion Initiatives

In FY 2025-26, Muthoot Finance fortified its position as India's most trusted gold loan brand by integrating high-impact marketing campaigns with digital storytelling and community-led initiatives. Flagship campaigns such asSunheri Soch Season 4 and Sona Kya Nahi Kar Sakta proved instrumental in driving business growth, generating over 15 million leads. Complementing this, the company significantly boosted its national visibility and emotional connection with audiences through viral digital films celebrating women and the armed forces, alongside strategic expansions in transit media and OOH branding at major transportation hubs.

Beyond consumer acquisition, the company deepened local trust through active grassroots engagement and innovative public service delivery. This included extensive community welfare programmes, such as health camps and festival partnerships, and the deployment of a multilingual AI chatbot to assist millions of Sabarimala pilgrims. By consistently aligning these field-level insights with corporate strategy through "Think Tank" and "Town Hall" meetings, Muthoot Finance successfully ensured that its community-centric efforts directly contributed to its long-term strategic objectives.

11. Capital Adequacy

Your Company's Capital Adequacy Ratio as of March 31, 2026, stood at 20.75% of the aggregate risk-weighted assets on the balance sheet and risk-adjusted value of the off-balance sheet items, which is well above the regulatory minimum of 15%. Out of the above, the Tier I capital adequacy ratio stood at 19.84 % and the Tier II capital adequacy ratio stood at 0.91%.

12. Public Deposits

Your Company, being a Non-Deposit Taking NBFC, has not accepted any deposits from the public during the year under review.

13. RBI Guidelines, Regulations & Advisories

To ensure continued excellence in governance, the Company proactively engages in high-level certification and training programmes. For instance, senior management and directors are encouraged to attend specialised programmes on risk management for NBFCs, such as those conducted by the RBI's College of Agricultural Banking and the Institute for Development and Research in Banking Technology. These initiatives ensure that the leadership remains abreast of evolving supervisory expectations and complex risk landscapes.

The Company's operational resilience is further bolstered by a comprehensive Business Continuity Management Systems, which includes detailed frameworks for risk assessment, business impact analysis, and disaster recovery procedures. Furthermore, the Company maintains a high level of transparency in its regulatory reporting through platforms like DAKSH, ensuring timely submission of returns and compliance reports to the RBI. This includes responding to detailed supervisory reviews regarding funding patterns, liability profiles, and foreign currency hedging strategies. The Company remains committed to managing concentration risks and maintaining capital adequacy in strict compliance with the latest prudential norms, ensuring that its strategic reviews and routine funding arrangements support both operational stability and regulatory standing. The RBI's harmonised regulatory framework for gold loans (effective April 1, 2026) has fundamentally reshaped the operational landscape for gold loan NBFCs by prioritising customer protection, uniform risk metrics, and credit discipline. Your Board views the recent RBI guidelines for gold loan NBFCs as a highly positive and transformative step toward the greater formalisation of the industry, fostering enhanced governance, transparency, and consumer confidence. Operationally, our business remains resilient. The Board believe this regulatory evolution as a strong signal of confidence in the long-term sustainability of the gold loan business model and the Company remain steadfast in our commitment to responsible, customer-centric lending.

Your Company has complied with all the applicable regulations prescribed by the Reserve Bank of India from time to time. Please refer note 51, 52, 53 and 54 of Notes forming part of Standalone Financial Statements for additional disclosures required under RBI Guidelines applicable to the Company.

14. Subsidiaries/ Associates/ Joint Ventures

Driven by a shared commitment to Muthoot Finance's vision of evolving into a diversified services group, the Company's subsidiaries significantly fuelled overall growth during a transformative financial year 2025-26. In line with the Company's strategic vision to diversify the loan book, our non-gold loan offerings continued to gain significant traction during FY 2025-26. The microfinance, personal, and home loan segments played a pivotal role in complementing our core business. Among the subsidiaries, Muthoot Money Limited demonstrated exceptional performance with its AUM growing by 151% to I97,942.95 million and its PAT surging to I3,375.38 million. Furthermore, Muthoot Homefin (India) Limited registered a steady 17% y-o-y growth in its AUM, reaching I 34,845.75 million. Going forward, the Company remains confident in its ability to navigate regulatory landscapes efficiently while managing cyclicality, ensuring sustainable value creation for all stakeholders.

The consolidated profit after tax for the financial year 2025-26 stood at I1,06,069 million registering a year over year growth of 98%. The contribution of subsidiaries in the consolidated profit after tax stood at 6%.

As of March 31, 2026, the Company continues to drive its diversification strategy through seven key subsidiaries: Asia Asset Finance PLC, Muthoot Homefin (India) Limited, Muthoot Insurance Brokers Private Limited, Belstar Microfinance Limited, Muthoot Money Limited, Muthoot Asset Management Private Limited, and Muthoot Trustee Private Limited. Throughout the financial year 2025-26, the Board of Directors actively reviewed the operational performance and strategic affairs of these entities. In strict compliance with Section 129(3) of the Companies Act, 2013, the consolidated financial statements have been prepared and integrated into this Annual Report, with the salient features of each subsidiary's financials disclosed in Form AOC-1 as an annexure to the standalone financial statements. Furthermore, pursuant to the transparency requirements of Section 136 of the Companies Act, 2013, all audited financial statements—including the complete consolidated accounts and individual subsidiary reports—are fully accessible to stakeholders on the Company's investor portal at https://www. muthootfinance.com/subsidiaries. To ensure absolute regulatory compliance, these documents are also made available for physical verification and inspection by members at the Registered Office of the Company during standard business hours.

There are no other Companies or body corporates that have become or ceased to be Subsidiaries/ Associates/ Joint Ventures of the Company during the Financial Year 2025-26.

The Board of Directors of your Company has formulated a policy on material subsidiary, which is displayed on the website of the Company at https://cdn.muthootfinance.com/sites/default/ files/files/2020-08/1472561568policy%20on%20material%20 subsidiary.pdf As per Regulation 24 of SEBI (LODR) Regulations, 2015 and the Company's policy for determining material subsidiaries, Belstar Microfinance Limited was categorised as a Material Subsidiary of the Company during the reporting period 2025-26. However as on March 31, 2026, there are no Material subsidiaries to the Company. Necessary disclosures required under the SEBI Listing Regulations have been incorporated in this Annual Report.

a. Asia Asset Finance PLC:

Asia Asset Finance PLC, (AAF), a Company listed in Colombo Stock Exchange, is a subsidiary of your Company from December 31, 2014. AAF, where your Company holds 72.92% of equity capital, is a registered Financial Company with Central Bank of Sri Lanka and is mainly engaged in Lending against the collateral of gold jewellery, Microfinance, Vehicle Finance and Hire Purchase Activities. AAF has made considerable progress in its business. Its major financial parameters for Financial Year 2025-26 are as follows:

AAF loan portfolio stood at LKR 49,181.00 million as on March 31, 2026 as against LKR 31,334.00 million as on March 31, 2025. Total Income for FY26 stood at LKR 10,218.89 million as against previous year total income of LKR 6,900.83 million. It generated a profit after tax of LKR 1,038.36 million during FY25 as against previous year Profit After Tax of LKR 441.14 million.

b. Muthoot Homefin (India) Limited:

Muthoot Homefin (India) Limited (MHIL), a registered Housing Finance Company licensed by National Housing Bank is a Wholly- Owned Subsidiary Company of your Company. Its major financial parameters for Financial Year 2025-26 are as follows:

MHIL's loan AUM stood at I34,845.75 million as on March 31, 2026 as against I 29,846.27 million, a Y-o-Y growth of 17%.

Total income for Financial Year 2025-26 stood at I4,464.17 million as against previous year total income of I3,336.65 million. It achieved a Profit After Tax of I454.46 million in Financial Year 2025-26 as against previous year profit of I394.79 million.

c. Muthoot Insurance Brokers Private Limited:

Muthoot Insurance Brokers Private Limited (MIBPL), is an unlisted Private Limited Company holding a license to act as Direct Broker from Insurance Regulatory and Development Authority of India (IRDA) since 2013. MIBPL is a Wholly- Owned Subsidiary Company of your Company. Its major financial parameters for Financial Year 2025-26 are as follows:

MIBPL generated a First-year premium collection amounting to I 2,930 million during Financial Year 2025-26. It generated a

Profit after Tax of I288.32 million during Financial Year 2025-26.

d. Belstar Microfinance Limited:

Belstar Microfinance Limited (BML) is a micro finance company. As at March 31, 2026, Belstar Microfinance Limited is a Material Subsidiary of your Company. At the end of the Financial Year 2025-26, your Company holds 66.13% of the equity capital of BML. Its major financial parameters for Financial Year 2025-26 are as follows:

Its loan AUM as on March 31, 2026 stood at I82,223.63 million as against I79,698.52 million, a Y-o-Y growth of 3%. It achieved a Profit After Tax of I247.03 million during Financial Year 2025-26. e. Muthoot Money Limited

Muthoot Money Limited (MML), a registered Non-Banking Finance Company licensed by Reserve Bank of India is a Wholly- Owned Subsidiary of your Company. Its major financial parameters for the Financial Year 2025-26 are as follows:

MML's loan portfolio increased to I97,942.95 million as on March 31, 2026 as against I 39,026.83 million as on March 31,

2025, registering a significant Y-o-Y growth of 151%. Total income for Financial Year 2025-26 stood at I12,941.29 million as against previous year total income of I4,299.43 million. It achieved a profit after tax of I 3,375.37 million in the Financial Year 2025-26 as against previous year's Profit After Tax of I121.47 million.

f. Muthoot Asset Management Private Limited

Your Company has incorporated a Wholly Owned Subsidiary, Muthoot Asset Management Private Limited ("MAMPL") which is yet to commence commercial operations. Its major financial parameters for Financial Year 2025-26 are as follows:

g. Muthoot Trustee Private Limited

Your Company has incorporated a Wholly- Owned Subsidiary Company, Muthoot Trustee Private Limited ("MTPL") which is yet to commence commercial operations. Its major financial parameters for Financial Year 2025-26 are as follows:

15. Particulars Of Loans, Guarantees, or Investments Under Section 186 of Companies Act, 2013

Pursuant to Section 186(11) (a) of the Act read with Rule 11(2) of the Companies (Meetings of Board and its Powers) Rules, 2014, the loan made, guarantee given or security provided in the ordinary course of business by an NBFC registered with the RBI are exempt from the applicability of the provisions of Section 186 of the Act. As such, the particulars of loans and guarantees have not been disclosed in this Report. During the year under review, the Company has invested surplus funds in various securities in the ordinary course of business. For details of the investments of the Company, refer to Note 9 of the financial statements.

16. Annual Return

Pursuant to Section 134(3)(a) of the Companies Act, 2013, the Annual Return of the Company prepared as per Section 92(3) of the Act for the financial year ended March 31, 2026, is hosted on the website of the Company and can be accessed at https://www. muthootfinance.com/shareholders-meetings

17. Consolidated Financial Statements

The audited consolidated financial statements of the Company prepared in accordance with the Ind AS to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules 2014 and the relevant provisions of the Act, is provided in the Annual Report. The audited financial statements of subsidiary companies are available on the website of the Company at https://www.muthootfinance.com/subsidiaries.

18. Risk Management

Risk management serves as a fundamental strategic pillar, embedding resilience into our operations and ensuring proactive safeguarding of stakeholder value.

Risk Management as a Strategic Pillar

Proactive risk management remains deeply embedded in our overarching business strategy, serving as a cornerstone for sustainable growth. As a leading financial institution specialising in the gold loan ecosystem, we operate within a dynamic macroeconomic and regulatory environment. Our risk management framework is designed to actively anticipate, quantify, and monitor the various exposures inherent to our lending operations. Every process is meticulously aligned with the latest directives of the Reserve Bank of India (RBI), ensuring absolute compliance and operational resilience across all touchpoints.

Governance and Board Oversight

Ultimate responsibility for our risk architecture rests with the Risk Management Committee of the Board of Directors, constituted in accordance with the Companies Act, 2013, RBI directions, and SEBI Listing Regulations. Meeting on a quarterly basis, the Committee evaluates the company's macro risk posture and reviews comprehensive reports submitted by the Risk Management Department regarding emerging risk vectors and mitigation efficacy. The Committee's strategic directives for enhancing defensive practices are implemented across the organisation in letter and spirit, while day-to-day risk ownership is decentralised and managed directly by the heads of our respective business units.

The Spectrum of Managed Risks

Our comprehensive risk identification protocols allow us to systematically address a broad spectrum of asset, financial, and strategic risks. We maintain rigorous oversight over collateral risk and operational vulnerabilities to protect our asset base, while simultaneously managing liquidity and market risks—including interest rate fluctuations and foreign currency exposures. Additionally, our risk models actively account for prepayment dynamics and broader business cycle shifts. This multi-layered approach ensures that market volatility does not disrupt our financial stability or balance sheet strength.

Balancing Operational Velocity with Rigorous Controls

In the gold loan sector, rapid execution is a critical competitive differentiator for customers facing urgent financial needs. To address this, we leverage optimised Turnaround Metrics to facilitate swift loan disbursements without compromising our credit or operational integrity. High-velocity lending is structurally counterbalanced by meticulous, tech-enabled collateral appraisal methods and uncompromising KYC compliance procedures. These frontline safeguards are further reinforced by a comprehensive operating manual and a continuous cycle of independent internal and external audits.

Independent and Tech-Driven Architecture

Aligned with best practices, our independent Risk Governance Structure enforces a strict segregation of duties to guarantee entirely unbiased risk measurement, monitoring, and control functions. Rather than relying on retrospective checks, our framework uses advanced technology as a key driver to decentralise risk management. This digital infrastructure empowers frontline operating units to detect, evaluate, and mitigate risks right at the point of loan origination, securing our operations from the very first step of the customer journey.

19. Disclosures as per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

In accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (POSH Act) and the Rules made thereunder, the Company has in place a policy which mandates no tolerance against any conduct amounting to sexual harassment of women at workplace. The Company has constituted Internal Committee(s) (ICs) to redress and resolve any complaints arising under the POSH Act. Training/awareness programmes are conducted throughout the year to create sensitivity towards ensuring a respectable workplace.

Incident Reporting and Resolution

During the Financial Year 2025-26, there were 8 instances of sexual harassment complaints lodged throughout the year. All the cases were duly investigated and as of March 31, 2026, and had been resolved.

20. Compliance with Maternity Benefit Act, 1961

Underscoring its core values of empathy, equity, and workplace integrity, the Company remains deeply committed to the health and professional security of its female workforce through adherence to the Maternity Benefit Act, 1961. In complete alignment with statutory mandates, the Company guarantees job security, ensuring that no female employee faces dismissal, discharge, or disadvantageous treatment during her pregnancy or maternity leave. Recognising our human capital as vital organisational stakeholders, any workforce concerns—including those related to maternity entitlements and care—are explicitly governed under the Company's comprehensive "Grievance Redressal Policy for Stakeholders." This framework ensures that all employee grievances are resolved through a fair, transparent, and legally compliant mechanism, supported by a structured escalation matrix that guarantees prompt, objective, and definitive resolution.

21. Corporate Social Responsibility & Business Responsibility

The Company's foundational philanthropic objective is to drive meaningful, sustainable transformation in communities facing acute economic, social, and physical hardships. Throughout the financial year, our Corporate Social Responsibility (CSR) strategy prioritised high-impact intervention areas, including Healthcare, Education, Livelihood Enhancement, Rural & Slum Area Development, Skill Development, Environmental Sustainability, National Heritage Preservation, the Empowerment of Women and Senior Citizens, Animal Welfare, and Sports inter alia. Leveraging our extensive nationwide branch network and deeply committed workforce, these programmes were seamlessly executed across all States and Union Territories.

Our overarching corporate giving model aligns strictly with the statutory directives set out in Schedule VII of the Companies Act, 2013. The complete, Board-approved CSR policy is accessible for public review on the Company's web portal at https:// www.muthootfinance.com/sites/default/files/pdf/CSR_Policy_ May_2021.pdf.

Furthermore, in accordance with Section 135 of the Companies Act, 2013, and the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Annual Report on CSR activities is included as part of this annual report as Annexure 2. This comprehensive disclosure details the individual parameters, budgets, and operational progress of each ongoing social project. Complete functional insights regarding the Corporate Social Responsibility and Business Responsibility Committee are also annexed to the board's report as Annexure 2.

22. Business Responsibility and Sustainability Report

In addition to Annual Report on CSR, the Company also publishes a comprehensive Business Responsibility and Sustainability Report (BRSR), in compliance with Regulation 34 of the Listing Regulations. The BRSR outlines the Company's performance across environmental, social and governance (ESG) parameters, including responsible business conduct, resource efficiency, climate resilience, circularity, labour practices, community development, and ethical governance. The disclosures provide stakeholders with a transparent assessment of the Company's sustainability commitments, outcomes and progress against its long-term goals, further reinforcing integrated approach to responsible business. Both the BRSR and the accompanying Assurance Statement, issued by an independent practicing chartered accountant, form an integral component of this Integrated Annual Report and are formally annexed hereto as

Annexure 3.

23. Particulars Of Contracts or Arrangements made with Related Parties

Acting upon the recommendation of the Audit Committee, the Board of Directors has formally approved the Policy on Transactions with Related Parties ("RPT Policy"), which is meticulously formulated in strict compliance with the Companies Act, 2013, applicable RBI guidelines, and the SEBI Listing Regulations. The core objective of this framework is to establish robust reporting, approval, and disclosure mechanisms for all engagements between the Company and its related entities. To ensure total transparency and seamless regulatory compliance, the policy delineates clear protocols for the systematic identification of related party transactions, defines the precise authorisation workflows and materiality thresholds required from the Audit Committee, the Board, or Shareholders, and outlines all statutory reporting obligations. The comprehensive, Board-approved RPT Policy is accessible on the Company's website at https://cdn.muthootfinance.com/sites/default/files/ files/2025-05/Muthoot%20Finance%20RPT%20Policy%20 %20%281%29%20-%20Copy.pdf All Related Party Transactions were placed before the Audit Committee for approval of the Committee and the Board, wherever necessary. Prior omnibus approval of the Audit Committee was obtained for transactions which are foreseen and repetitive in nature. The transactions entered pursuant to the omnibus approval so granted were verified by the Internal Auditor and a statement giving details of all related party transactions was placed before the Audit Committee for review and the Board of Directors for their approval, if applicable, on a quarterly basis. There were no materially significant related party transactions undertaken by the Company with Promoters, Directors, Key Managerial Personnel, or body corporate(s) that presented a potential conflict with the broader interests of the Company, thereby not necessitating shareholder approval as prescribed under Chapter IV of the SEBI Listing Regulations. Form AOC 2, which details such matters, is appended to this report as Annexure 4. The Directors draw the attention of the Members to Note 39 to the Financial Statements, which comprehensively sets forth the related party disclosures.

24. Audit Committee

Your Company has constituted an Audit Committee in accordance with the requirements of the Companies Act, 2013, RBI directions, and SEBI Listing Regulations. Details of the Audit committee, terms of reference and meetings appear on the Report on Corporate Governance annexed to this report. All recommendations of the Audit Committee were accepted by your Board during the financial year 2025-26.

25. Vigil Mechanism

Your Company remains dedicated to fostering a corporate culture rooted in ethical transparency, fair practices, and unwavering professional integrity. Central to this commitment is a robust and sound Whistle Blower Policy. This policy establishes an independent, comprehensive vigil mechanism enabling employees, directors, and external stakeholders to report confidential concerns regarding regulatory breaches, deviations from accounting protocols, financial or reputational risks, the unauthorised leakage of Unpublished Price-Sensitive Information (UPSI), abuse of authority, potential frauds, or statutory offenses. A foundational tenet of this framework is the strict guarantee of absolute protection against any form of victimisation, discrimination, or corporate retaliation for those who raise bona fide concerns in good faith.

During the financial year 2025-2026, the Company ensures that no personnel were denied direct access to the Audit Committee. While the system is engineered to absorb and address matters objectively through routine operational channels, it explicitly provides an escalation pathway directly to the Chairman of the Audit Committee under exceptional circumstances. To maintain widespread institutional awareness, the Whistle Blower Policy is regularly communicated across the workforce via internal newsletters and corporate email dispatches, and it remains permanently available for public and internal reference on the Company's portal at https://www.muthootfinance.com/vigil-mechanism.

26. Listing

Equity Shares of your Company are listed on the NSE Ltd and BSE Ltd. Non- Convertible Debentures issued by the Company through public issues are listed on BSE Ltd and certain Non- Convertible Debentures issued by the Company through Private Placements are listed on the NSE Ltd and BSE Ltd. Your Company has paid applicable listing fees to Stock Exchanges.

Appointments during the financial year 2025-26

Pursuant to the resolutions passed by the shareholders of the Company at the 28th Annual General Meeting, Mr. C A Mohan was re-appointed as an Independent Director for a second consecutive term, effective from August 30, 2025, and Mr. K V Eapen was appointed as an Independent Director, effective October 01, 2025. Mr. George Joseph was appointed as an Independent Director, effective June 1, 2025, pursuant to the resolution passed by the shareholders through a postal ballot.

Mr. Joseph Korah:

Mr. Joseph Korah was appointed as an Independent Director on the Board on September 29, 2023, for a period of 3 years and the first term of office of Mr. Joseph Korah as an Independent Director on the Board is expiring at the upcoming Annual General Meeting. Being eligible to be re-appointed, the Board of Directors of the Company and on the recommendation of the Nomination and Remuneration Committee, has thought it fit to recommend the reappointment of Mr. Joseph Korah as an Independent Director for the second consecutive term of 3 years. Hence, the Board, upon evaluating the eligibility criteria under Reserve Bank of India guidelines, Companies Act, 2013 and SEBI Listing Regulations, recommends the appointment of Mr. Joseph Korah as an Independent Director for a second consecutive term of 3 years. Mr. Joseph Korah is the Former Co-Founder and President of Impactive, which he founded in 2021. Detailed profile of Mr. Joseph Korah is provided in the Notice of AGM.

Mr. George Muthoot George:

Mr. George Muthoot George was appointed as Whole Time Director for a period of 5 years with effect from December 15, 2021 and his present term is expiring on December 14, 2026. During his stint at Muthoot Finance as the Deputy Managing Director, he has invested his time in creating and nurturing new products and services using sustainability as a cornerstone. He also heads the CSR activities of the group, engaging himself in initiatives that involve grass root level intervention in Healthcare, Education and Environment across India. Hence, the Board, upon evaluating the eligibility criteria under Reserve Bank of India guidelines, Companies Act, 2013 and SEBI Listing Regulations, and on the recommendation of the Nomination and Remuneration Committee, has thought it fit to recommend the re-appointment of Mr. George Muthoot George as the Whole time Director for a term of 5 years in the upcoming AGM.

Mr. George Alexander:

Mr. George Alexander was appointed as Whole Time Director for a period of 5 years with effect from December 15, 2021 and his present term is expiring on December 14, 2026. As Whole-time Director, he oversees our Company's operations across Karnataka, Goa, and Telangana. He also serves on the Boards of Asia Asset Finance PLC (Sri Lanka), Muthoot Insurance Brokers Private Limited, and Belstar Microfinance Limited. He has held leadership roles in several industry platforms, including Chair of CII Young Indians – Bangalore Chapter (2015), Finance Chair of the Entrepreneurs' Organisation – Bangalore (2016–2018), and represented India at the Australia India Youth Dialogue in 2013 and 2022. Hence, the Board, upon evaluating the eligibility criteria under Reserve Bank of India guidelines, Companies Act, 2013 and SEBI Listing Regulations, and on the recommendation of the Nomination and Remuneration Committee, has thought it fit to recommend the re-appointment of Mr. George Alexander as the Whole time Director for a term of 5 years in the upcoming AGM.

Mr. George Muthoot Jacob:

Mr. George Muthoot Jacob was appointed as Whole Time Director for a period of 5 years with effect from December 15, 2021 and his present term is expiring on December 14, 2026. He is responsible for driving and supervising our Company's strategic and operational initiatives across Tamil Nadu and Kerala. He also oversees Internal Audit, Governance, and Compliance functions, ensuring the effective execution of audit plans, evaluation of internal controls, risk management, and capability development within the compliance team. Mr. George Muthoot Jacob leads our Company's marketing activities across South India, focusing on regional brand strategy, customer acquisition, and market growth, while ensuring alignment with overall business goals. Hence, the Board, upon evaluating the eligibility criteria under Reserve Bank of India guidelines, Companies Act, 2013 and SEBI Listing Regulations, and on the recommendation of the Nomination and Remuneration Committee, has thought it fit to recommend the re-appointment of George Muthoot Jacob as the Whole time Director for a term of 5 years in the upcoming AGM.

Mr. Eapen Alexander:

Mr. Eapen Alexander has been working in the Company as Executive Director – IT & Digital Initiatives. Board of Directors of the Company, on the recommendation of the Nomination and Remuneration Committee of the Company has proposed the appointment of Mr. Eapen Alexander as the Whole Time Director on the Board of Directors of the Company subject to approval of the shareholders of the Company. Mr. Eapen Alexander has been spearheading the IT & Digital Initiatives within the Company. In order to achieve the strategic objectives to enhance our digital capabilities and drive innovation in the IT service delivery within the organisation especially in the new era where analytics is the key source of knowledge for driving the business, the Board of Directors thought it fit to appoint Mr. Eapen Alexander as the Whole Time Director on the Board. Mr. Eapen Alexander brings a wealth of expertise that will be instrumental in advancing our IT infrastructure, analytics and digital transformation initiatives. Management believes that Mr. Eapen Alexander's leadership will significantly contribute to achieving our organisational goals. Mr. Eapen Alexander has demonstrated a strong track record of successfully leading IT projects, implemented digital solutions, and managing cross-functional teams. Mr. Eapen Alexander's vision for leveraging emerging technologies and optimizing our digital infrastructure will be instrumental in achieving our strategic objectives.

The Board has evaluated the eligibility criteria under Reserve Bank of India guidelines, Companies Act, 2013 and SEBI Listing Regulations, and on the recommendation of the Nomination and Remuneration Committee, has thought it fit to recommend the appointment of Eapen Alexander as the Whole time Director for a term of 5 years with effect from October 01, 2026 subject to approval of the shareholders of the Company in the upcoming Annual General Meeting.

Mr. Alexander George:

Recognising his immense contribution and to ensure strong executive leadership for the Company's next phase of expansion, the Board of Directors, upon the recommendation of the Nomination and Remuneration Committee, has approved, subject to approval of the shareholders in the upcoming AGM, the elevation of Alexander George to the position of Managing Director, effective from October 01, 2026.

Mr. Alexander George holds an MBA from Thunderbird University, USA, and an advanced diploma in Business Administration from Florida International University, Miami. He oversees Muthoot Finance's operations across North, East, and West India, contributing to our Company's growth and operational excellence in these key markets. Alongside his business responsibilities, he plays an active role in the Group's educational initiatives.

He serves as Vice Chairman of the Paul George Global School and St. George's School, both managed under Muthoot Education. During his academic tenure, he served as President of the Indian Subcontinent Club at Thunderbird University and contributed to various university committees.

Mr. Alexander George has played a pivotal role and has demonstrated exceptional leadership, deep industry insight, and unwavering commitment to the Company's growth.

Mr. George Alexander Muthoot:

As part of the commitment to robust succession planning and long-term strategic governance, the Board seeks approval of the shareholders of the Company, in the upcoming AGM, the appointment of Mr. George Alexander Muthoot as the Vice Chairman cum Whole Time Director of the Company with effect from October 01, 2026.

Mr. George Alexander Muthoot is a Chartered Accountant and rank-holder, with over 42 years of experience in the financial services industry. He holds a Commerce degree from St. Thomas College, Kozhencherry, Kerala, where he graduated with First Rank and a Gold Medal from the University of Kerala. He secured 20th rank nationwide and 1st in Kerala in the CA Final Examination. He has played a pivotal role in transforming gold loans into a mainstream credit solution, helping to expand financial access to underserved communities across India.

Directors Liable to retire by rotation at the AGM

Mr. George Alexander Muthoot and Mr. George Jacob Muthoot, Directors of the Company retire by rotation at the ensuing Annual General Meeting and being eligible, offers themselves reappointment. Your Board and the Nomination and Remuneration Committee has evaluated the eligibility criteria under RBI guidelines, the Act and Listing Regulations, of directors seeking re-appointment at the ensuing Annual General Meeting and has recommended the re-appointments. Your Board believes that the proposal for re-appointment of Directors will have the support of shareholders. Necessary disclosures as required under the SEBI Listing Regulations and the Act are provided in the notice calling the Annual General Meeting.

The brief profiles of Directors seeking appointment/reappointment are also available on the website of the Company at https://www.muthootfinance.com/our-directors All the Directors of the Company have confirmed that they satisfy the ‘Fit and Proper' Criteria as prescribed under Master Direction – Reserve Bank of India (Non-Banking Financial Company – Scale Based Regulation) Directions, 2025, as amended, and that they are not disqualified from being appointed/continuing as Directors in terms of Section 164(2) of the Companies Act, 2013.

During the year under review, there were no changes in the Key Managerial Personnel appointed pursuant to Section 203 of the Companies Act, 2013. Details of Senior Management Personnel of the Company are provided in the report on Corporate Governance attached to the Board's Report. During the year under review, there were no changes in the Senior Management Personnel in the Company.

Cessation during the financial year 2025-26

During the year, Mr. Jose Mathew stepped down as an Independent Director of the Company upon completion of his tenure, with effect from September 30, 2025. There were no cessations in the Board of Directors of the Company other than the above.

28. Number of Meetings of the Board

During the Financial Year 2025-26, your Board of Directors met six times on April 21,2025, May 14, 2025, July 28, 2025, August 13, 2025, November 13, 2025 and February 12, 2026.

29. Declaration from Independent Directors

The Independent Directors have submitted necessary disclosures that they meet the criteria of independence as provided under Section 149(6) of the Companies Act, 2013 and Regulation 16 (1) (b) of the SEBI Listing Regulations. A statement by the Managing Director confirming receipt of this declaration from Independent Directors is annexed to this report asAnnexure 5. In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the

Company and the Board is satisfied with the integrity, expertise, and experience (including proficiency in terms of Section 150(1) of the Companies Act, 2013 and applicable rules thereunder) of all Independent Directors on the Board. Further, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company other than the sitting fees, commission, if any and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board or Committees of the Company. Your Company has also received undertaking and declaration from each director on fit and proper criteria in terms of the provisions of Master Direction (Non-Banking Company – Scale Based Regulation) Directions, 2025, as amended from time to time.

30. Policy on Appointment and Remuneration of Directors and Performance evaluation of Board, Committees and Directors a) Policy on Appointment and Remuneration of Directors

The Board of Directors of your Company, on the recommendation of the Nomination and Remuneration Committee, has formulated a policy for selection, appointment and remuneration of the directors, senior management personnel as required under Section 178(3) of the Companies Act, 2013. The policy is available on the Company's website at the weblink https://cdn.muthootfinance.com/sites/default/files/ files/2020-08/1452753862Nomination%20and%20 Remuneration%20Policy.pdf?_gl=1*18v84hj*_gcl_ au*NjgwMTc0NTYyLjE3NzkyNTEwOTI.

Terms of reference of the Nomination and Remuneration Committee and other relevant details of Nomination and Remuneration Committee are provided in the Corporate Governance Report circulated along with this report.

b) Performance evaluation of Board, Committees and Directors

In line with statutory requirements, the Board undertook its annual evaluation covering its own performance, the functioning of its committees, and the contribution of individual Directors, based on the framework adopted by the Board. Matters relating to training, appointment, resignation, and retirement of Directors are addressed in the Corporate Governance Report, while brief profiles of each Director are presented in the Annual Report.

c) Independent Directors' Meeting

The Company believes that for the Board to exercise free and fair judgement in all matters related to the functioning of the Company as well as the Board, it is important for the Independent Directors to meet without the presence of the Non-independent Directors and Executive Management. Further, Schedule IV of the Companies Act, 2013, Rules made thereunder and Listing Regulations, prescribes that at least one meeting of Independent Directors of the Company shall be conducted without the presence of Non-independent Directors and Management. It also provides that the Independent Directors shall review the performance of the Board/Chairperson/Non-executive Directors/Whole-time Directors which is required to be done at a separate Meeting of Independent Directors. During the year, a meeting of Independent Directors was held on February 12, 2026, as required under the Act and in compliance with the requirements under Schedule IV of the Act and SEBI Listing Regulations and discussed and deliberated matters specified therein.

d) Details of Remuneration/Commission from Subsidiaries

None of the Whole Time Directors or Managing Director has received any remuneration or commission from any of the subsidiaries of the Company during the financial year 2025-26.

31. Corporate Governance Report

Your Company has complied with the Corporate Governance norms as stipulated in Chapter IV of SEBI Listing Regulations read with RBI Circular: DOR.ACC.REC.No.20/21.04.018/2022-23 dated April 19, 2022. As per Regulation 34 of SEBI Listing Regulations and aforementioned RBI circular, the detailed report on Corporate Governance is attached to this Report as

Annexure 6.

32. Management Discussion and Analysis Statement

In compliance with Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, separate Section of this Annual Report includes details on the Management Discussion and Analysis detailing the industry developments, segment wise/product wise performance and other matters as

Annexure 7.

33. Environmental, Social, and Governance ("ESG")

Sustainability is a central pillar of the Company's mission, reflecting its deep commitment to generating positive outcomes for both the environment and society. By continuously assessing emerging risks and opportunities, the Company integrates these insights into comprehensive ESG-focused strategies. Its guiding principles are firmly rooted in sustainable practices and aligned with established ESG standards.

ESG governance plays a crucial role in ensuring responsible and sustainable operations across the organisation. The Board of Directors and senior management oversee the incorporation of ESG principles into strategy, risk management, and day-to-day activities. Their responsibilities include setting ESG objectives, ensuring regulatory compliance, monitoring environmental performance, advancing financial inclusion, upholding ethical conduct, and promoting transparency through detailed disclosures.

To strengthen this framework, the Board had constituted an Environmental, Social and Governance Committee ("ESG Committee") to oversee company-wide ESG initiatives, priorities, and best practices. With effect from November 13, 2025, the ESG Committee has been merged with the Corporate Social Responsibility (CSR) Committee, thereby consolidating oversight of ESG and CSR matters under a unified governance structure. The constitution and terms of reference of CSR and Sustainability Committee are detailed in the CSR Annual Report, underscoring the Company's commitment to accountability and sustainability detailed as Annexure 2.

34. Conservation of energy, technology absorption, foreign exchange earnings and outgo:

The information pursuant to Section 134(3) (m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 is as follows:

a) Conservation of energy

The need for adoption of clean technology, improving end-use efficiency and diversifying energy bases, etc. have all been seriously considered by the Government of India and the country is poised for a considerable increase in the use of renewable energy sources in its transition to a sustainable energy base.

Being a responsible corporate citizen, your Company has invested in power generation by tapping non-conventional energy resources. Power generation by harnessing wind energy is the most pollution-free renewable and environmentally friendly energy resource in our country. In this context the group has installed 3 No's of 1.25 MW capacity Suzlon Make Wind Electric Generators at the Devarkulam site in Tirunelveli District, Tamil Nadu. About 8 million units are being generated from the WEG'S annually and this is being pumped into the Southern Grid.

b) Technology Absorption

Throughout its operational history, the Company has remained at the forefront of adopting advanced tools and cutting-edge information technology. This extensive deployment of technological assets has catalysed a profound digital transformation, streamlining back-end infrastructures while simultaneously elevating customer-facing experiences. By seamlessly integrating its vast branch network with advanced digital banking platforms, the Company has fortified its leading market position. This synergy facilitates the ongoing development of intuitive, customer-centric products and services that prioritise and enhance user convenience.

To enhance efficiency and productivity, we utilise information technology as a core strategic asset within our business framework. Our robust information systems allow us to manage nationwide operations with proficiency, reach target customers via strategic marketing, and maintain vigilant control over risks. A significant advancement occurred in March 2013 with the implementation of a powerful, user-friendly core banking solution across our entire Indian branch network, demonstrating our dedication to technological integration. This widespread adoption of technology has optimised our operational framework, strengthened management information systems, and notably improved the delivery of customer service.

Initiatives taken by the Company in information technology to improve business efficiency, ease of operation, improved risk management practice and providing the best stakeholder's experience:

In FY 2025-26, our technology strategy transitioned from "Digital Transformation" to "Digital Excellence." We focused on building a modular, robust architecture that prioritises customer experience, operational scalability, and rigorous data security. With significant investments in Artificial Intelligence (AI), Microservices and Cyber Security, we have fortified our position as a tech-led financial institution.

AI & Analytics Initiatives

During the financial year, the Company made strategic investments to scale its data infrastructure and embed advanced Artificial Intelligence (AI) and Machine Learning (ML) into daily operations. Backed by a robust, cloud-based Data Warehouse framework integrating 19 data sources and over 100 live datamarts, our Analytics Centre of Excellence (CoE) deployed approximately 20 predictive models. These initiatives significantly optimised business performance: targeted propensity models achieved an

82% conversion rate, while the core cross-sell underwriting engine generated 40 lakh pre-approved offers, driving I600 Crores in quarterly personal loan disbursements.

To enhance customer acquisition, the Company implemented the AI-powered "Auto-Doc" KYC solution alongside advanced Face Match and Liveness Check technologies across branches, delivering a secure, paperless, and fraud-resilient onboarding experience. Additionally, the deployment of Gen AI-driven Speech Analytics and a Conversational AI Agent transformed customer interaction analysis, compressing data-to-insight timelines from days to minutes. Together, these capabilities have fortified risk management, accelerated strategic decision-making, and unlocked substantial operational efficiencies.

Cyber Security

In FY26, enhancing the organisation's cybersecurity posture remained a core strategic priority, driving critical upgrades across our infrastructure and identity management systems. Key achievements included the deployment of a Security Operations Centre (SOC) to monitor data centre network logs—with expansion to applications and databases underway—and the transition from traditional antivirus to advanced Endpoint Detection and Response (EDR), complemented by upgraded Data Loss Prevention (DLP) systems. To proactively mitigate threats, we engaged external experts for core application Vulnerability Assessment and Penetration Testing (VAPT) and established an internal ethical hacking team for continuous security verification. Infrastructure resilience was further strengthened through a centralised patch management tool and Active Directory implementation. Finally, to safeguard sensitive financial data, we integrated next-generation identity controls—including an API-based security layer, Multi-Factor Authentication (MFA), and Single Sign-On (SSO)—ensuring a frictionless, compliant, and highly secure user experience across our entire ecosystem.

Information Technology Upgrades

Driven by a commitment to agility and scalability, the organisation accelerated its digital transformation by migrating to a future-ready, microservices and API-first hybrid cloud architecture. Key infrastructure upgrades included the deployment of the ASVS Level 1 certified CFSS V2 framework, successful cloud migration of the CRM and Datawarehouse platforms, and the implementation of an automated Rule Engine for risk management. Business continuity was prioritised throughout via a strategic, phased systems-coexistence model.

On the customer experience front, our digital engagement hit a major milestone as the revamped iMuthoot app crossed 1 million users. This momentum was supported by the launch of a fully automated DIY Insta Personal Loan journey, enhanced doorstep origination via Loan@Home, and branch-level POS deployments. Operating with strict adherence to regulatory standards, these innovations are reinforced by a secure, paperless digital eKYC and compliance data vault framework, drastically reducing operational costs while elevating onboarding efficiency.

c) Foreign exchange earnings and outgo during the financial year 2025-26

35. Auditors & Audit Reports a) Statutory Audit under Section 139 of the Act

The Members of your Company at the 27th Annual General Meeting appointed M/s Krishnamoorthy & Krishnamoorthy and M/s PSDY & Associates as the joint statutory Auditors of the Company to hold such office for a period of three years i.e., up to the conclusion of the 30th Annual General Meeting to be held in the year 2027.

The Audit Report for FY 2025-26 does not contain any observations, qualification, reservation or adverse remarks.

b) Secretarial Audit under Section 204 of the Act

The members of the Company, at the 28th Annual General Meeting, appointed M/s KSR & Co., Company Secretaries LLP as the Secretarial Auditors of the Company for a period of five years commencing from the financial year 2025–26. The Secretarial Audit report of the Company issued by the Secretarial Auditors is annexed to this report as

Annexure 8.

Belstar Microfinance Limited was categorised as a Material Subsidiary of the Company during the reporting period 2025-26. However as on March 31, 2026, there are no Material subsidiaries to the Company. The Secretarial Audit Report of Belstar Microfinance Limited is annexed to this report as Annexure 9.

c) Annual Secretarial Compliance Report

The Company has undertaken an audit for the financial year 2025-26 for all applicable compliances as per SEBI Regulations and Circulars/ Guidelines issued thereunder. The Annual Secretarial Compliance Report was submitted to the stock exchanges within 60 days from the end of the

financial year and the same is available on the Company's website at the weblink https://cdn.muthootfinance. com/sites/default/files/files/2026-06/ASCR_SD.pdf?_ gl=1*1nsiisv*_gcl_au*NzE1NDM0ODA3LjE3Nzc4N.

d) Cost records and Cost Audit

Maintenance of cost records and 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.

e) Auditors' certificate on Corporate Governance

The Auditors' certificate confirming compliance with the conditions of corporate governance as stipulated under the SEBI Listing Regulations for the financial year 2025-26 is provided along with the Report on Corporate Governance.

f) Secretarial Auditors' certificate on ESOP

The secretarial auditors' certificate on the implementation of share-based schemes in accordance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, will be made available at the AGM for inspection electronically.

g) Certificate on Non-Disqualification of Directors

Certificate on Non-Disqualification of Directors issued by M/s Sunil Sankar & Associates, Practicing Company Secretaries, is enclosed along with the Report on Corporate Governance.

h) Explanations or comments by the Board on qualification, reservation or adverse remark or disclaimer on audits for financial year 2025-26

There are no qualifications, reservation or adverse remarks or disclaimer in the audit reports issued under Section 139 and Section 204 of the Act for financial year 2025-26.

i) Information Systems Audit

As per the requirements of the Master Direction of the Information Technology Framework for the NBFC Sector, an Information Systems Audit is being carried out for the financial year 2025-26 by Qadit Systems and Solutions Pvt. Ltd.

36. Personnel

The Disclosure required under the provisions of Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this report as Annexure 10. The statement containing particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Rules forms part of the Director's Report. Further, the Director's Report and the Accounts are being sent to the Members excluding the aforesaid statement. In terms of Section 136 of the Act, the said statement will be open for inspection upon request by the Members. Any Member interested in obtaining such particulars may write to the Company Secretary.

37. Significant and material Orders passed by Regulators or Courts or Tribunals

There are no significant and material orders passed by the regulators or courts or tribunals, which would impact the going concern status of your Company and its future operations.

38. Material Changes and Commitments affecting the financial position of the Company between the end of the financial year to which Financial Statements relate and the date of the report

No material changes and commitments affecting the financial position of your Company occurred between the end of the financial year to which Financial Statements relate and the date of this report.

39. Directors' Responsibility Statement

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, confirm that -i. in the preparation of the annual accounts, the applicable Indian Accounting Standards had been followed. There were no material departures from applicable Indian Accounting Standards; ii. they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period; iii. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv. they have prepared the annual accounts on a going concern basis; v. they have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively. vi. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

40. Disclosure pursuant to Part A of Schedule V of SEBI Listing Regulations

Disclosure pursuant to Part A of Schedule V read with Regulation 34(3) and 53(f) of SEBI Listing Regulations is attached as Annexure 11 of this report.

41. Others a) Compliance to secretarial standards

During the year under review, the Company has been in compliance with the applicable Secretarial Standards i.e. SS-1 and SS-2, issued by the Institute of Company Secretaries of India, with respect to Meetings of Board and its Committees and General Meetings respectively. The Company has devised the necessary systems to ensure compliance with the applicable provisions of Secretarial Standards.

b) Change in the nature of business

There has been no material change in the nature of business of the Company or of subsidiaries during the year under review. c) The Company, in the capacity of Financial Creditor, has not filed any application with National Company Law Tribunal under the Insolvency and Bankruptcy Code, 2016 during the financial year 2025-26 for recovery of outstanding loans against any customer being Corporate Debtor.

d) The details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof-

Not Applicable. e) During the year under review, there were no instances of any material frauds reported by the Statutory Auditors under section 143(12) of the Act. f) During the year under review, the Company altered Article 100 of the Articles of Association by way of a special resolution to increase the number of Directors to sixteen.

42. Acknowledgement

Our steady growth this year would not have been possible without the collective effort and trust of our ecosystem. The Board of Directors sincerely thanks our investors, customers, banks, financial institutions, rating agencies, debenture holders, and well-wishers for their steadfast support.

We are immensely proud of our workforce. The hard work, solidarity, and collaboration shown by the employees of the Company and its subsidiaries at every level have been the cornerstone of our success. The Board reassures to see that during these challenging times, the Company remains dedicated to supporting both you and your families.

We also extend our grateful appreciation to the Reserve Bank of India, the Securities and Exchange Board of India, the Ministry of Corporate Affairs, and the Stock Exchanges for their timely guidance, cooperation, and administrative support throughout the period.

43. Forward Looking Statements

This Report(s) contains certain forward-looking statements within the provisions of the agreements listing and hence reasonable caution is to be exercised by stakeholders while relying on these statements.