Meeting Details

  • Date: Tuesday, September 1, 2026
  • Time: 11:30 A.M. (IST)
  • Mode: Video Conferencing (VC) / Other Audio-Visual Means (OAVM)
  • Cut-off date for voting rights: Tuesday, August 25, 2026

Ordinary Business Items

1. Adoption of Financial Statements

  • To receive, consider and adopt Audited Standalone Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Statutory Auditors
  • To receive, consider and adopt Audited Consolidated Financial Statements for FY ended March 31, 2026, with Report of Statutory Auditors
  • Both items to be approved by Ordinary Resolution

2. Director Re-appointment

  • To appoint Mr. Gourav Munjal (DIN: 06360031) as Director who retires by rotation and offers himself for re-appointment
  • Ordinary Resolution required for approval

Special Business Items

Items 3-14: Material Related Party Transactions

Approval sought for material related party transactions with the following entities (all Ordinary Resolutions):

1. IIFL Finance Limited - Maximum limit: ₹250 crore (230.65% of company's consolidated turnover)

  • FY25 transactions: ₹21.93 million (paid), ₹5.47 million (received)
  • FY26 transactions: ₹12.69 million (paid), ₹5.17 million (received)
  • Financials (FY26): Turnover ₹74,671.10 million, PAT ₹11,535.20 million, Net Worth ₹75,607.10 million
  • CRISIL Rating: AA/Stable

2. IIFL Home Finance Limited - Maximum limit: ₹7,200 million (200% of company's consolidated turnover)

  • FY25 transactions: ₹0.11 million (paid), ₹0.09 million (received)
  • FY26 transactions: Nil (paid), ₹0.60 million (received)
  • Financials (FY26): Turnover ₹38,075.99 million, PAT ₹7,458.13 million, Net Worth ₹80,646.81 million
  • CRISIL Rating: AA/Stable

3. IIFL Capital Services Limited (formerly IIFL Securities Limited) - Maximum limit: ₹430 million (11.95% of company's consolidated turnover)

  • FY25 transactions: ₹22.26 million (paid), ₹16.01 million (received)
  • FY26 transactions: ₹9.46 million (paid), ₹3.75 million (received)
  • Financials (FY26): Turnover ₹22,201.28 million, PAT ₹5,308.98 million, Net Worth ₹27,467.86 million

4. IIFL Facilities Services Limited - Maximum limit: ₹7,245 million (201% of company's consolidated turnover)

  • FY25 transactions: ₹15.12 million (paid), ₹31.86 million (received including rent and security deposit)
  • FY26 transactions: ₹13.21 million (paid), ₹30.69 million (received including rent and security deposit)
  • Financials (FY26): Turnover ₹1,354.70 million, PAT ₹757.90 million, Net Worth ₹2,615.30 million

5. Livlong Insurance Brokers Limited - Maximum limit: ₹2,160 million (60% of company's consolidated turnover)

  • FY25 transactions: ₹0.01 million (paid)
  • FY26 transactions: Nil
  • Financials (FY26): Turnover ₹908.80 million, PAT ₹67.50 million, Net Worth ₹377.30 million

6. IIFL Management Services Limited - Maximum limit: ₹2,165 million (60% of company's consolidated turnover)

  • FY25 transactions: Nil (paid), ₹0.23 million (received including rent and security deposit)
  • FY26 transactions: Nil (paid), ₹0.17 million (received including rent and security deposit)
  • Financials (FY26): Turnover ₹435.10 million, PAT (Loss) ₹-91.60 million, Net Worth ₹388.20 million

7. IIFL Samasta Finance Limited - Maximum limit: ₹7,165 million (199% of company's consolidated turnover)

  • No transactions in FY25 or FY26
  • Financials (FY26): Turnover ₹22,645.00 million, PAT ₹213.00 million, Net Worth ₹20,515.60 million

8. India Infoline Foundation - Maximum limit: ₹25 million (1% of company's consolidated turnover)

  • FY25 transactions: ₹9.82 million (CSR donations)
  • FY26 transactions: ₹14.58 million (CSR donations)
  • Financials (FY26): Turnover ₹356.82 million, PAT (Loss) ₹-269.92 million, Net Worth ₹19.46 million

9. Livlong Protection & Wellness Solutions Limited - Maximum limit: ₹660 million (18% of company's consolidated turnover)

  • No transactions in FY25
  • FY26 transactions: ₹0.01 million (paid), ₹2.41 million (received)
  • Financials (FY26): Turnover ₹1,885.40 million, PAT ₹97.50 million, Net Worth ₹158.90 million

10. IIFL Commodities Limited - Maximum limit: ₹145 million (4% of company's consolidated turnover)

  • No transactions in FY25 or FY26
  • Financials (FY26): Turnover ₹10.90 million, PAT ₹44.40 million, Net Worth ₹75.90 million

11. IIFL Fintech Private Limited - Maximum limit: ₹145 million (4% of company's consolidated turnover)

  • No transactions in FY25 or FY26
  • Financials (FY26): Turnover ₹0.10 million, PAT ₹26.54 million, Net Worth ₹1,140.43 million

12. IIHFL Sales Limited - Maximum limit: ₹145 million (4% of company's consolidated turnover)

  • No transactions in FY25 or FY26
  • Financials (FY26): Turnover ₹325.26 million, PAT ₹15.58 million, Net Worth ₹178.18 million

Common Terms for RPTs:

  • All transactions are in ordinary course of business at arm's length basis
  • Approval valid until 20th AGM in 2027
  • Interest rate for loans/ICDs: SBI 1-year MCLR + 250-350 basis points
  • Tenure: Less than 1 year
  • Unsecured nature
  • Purpose: Working capital requirements

Item 15: Non-Convertible Debentures Issuance

  • Special Resolution to issue NCS including Secured/Unsecured/Listed/Unlisted/Rated/Unrated instruments
  • Maximum amount: ₹250 crore (Rupees Two Hundred and fifty Crore Only)
  • Private placement basis
  • Tenure, coupon rate, and terms to be determined by Board
  • Within overall borrowing limits of the Company

Item 16: Remuneration to Non-Executive Directors

  • Special Resolution to pay commission to Non-Executive Directors including Independent Directors
  • Maximum limit: 1% of net profits of Company for FY 2026-27 computed under Section 198 of Companies Act
  • In case of loss or inadequacy of profits, remuneration may exceed 1% subject to Schedule V restrictions
  • Distribution among NEDs to be determined by Board

Financial Performance Reference (Company Standalone)

  • FY 2025-26 Revenue from operations: ₹3,195.50 million
  • FY 2025-26 Profit before tax: ₹591.59 million
  • FY 2025-26 Profit after tax: ₹441.24 million
  • Debt to Equity Ratio: 0.36
  • Debt Service Coverage Ratio: 5.34

Voting Arrangements

  • Remote e-voting period: August 27, 2026 (9:00 AM) to August 31, 2026 (5:00 PM)
  • E-voting service provider: Central Depository Services (India) Limited (CDSL)
  • Scrutinizer: CS Swapneel Vinod Patel of M/s. Shah Patel and Associates
  • Physical attendance dispensed with due to VC/OAVM meeting
  • Proxy facility not available

Shareholder Services Information

  • RTA: MUFG Intime India Private Limited (formerly Link Intime India Private Limited)
  • Shareholder grievances email: csteam@5paisa.com
  • Documents available for inspection until September 1, 2026
  • Members must register email addresses for electronic communication

Director Information (Mr. Gourav Munjal)

  • DIN: 06360031
  • Age: 38 years (Date of Birth: June 16, 1988)
  • Qualifications: Chartered Accountant, Company Secretary, Diploma in IFRS from ACCA
  • Experience: 15+ years in Finance, Accounts, Treasury, MIS, Cost Control
  • Current shareholding: 9,656 equity shares + 175,000 ESOPs
  • Directorships in other companies: 5paisa Trading Limited, 5paisa P2P Limited, 5paisa Corporate Services Limited, 5paisa International Securities (IFSC) Limited
  • FY26 Remuneration: ₹8.12 million