Meeting Details

The 17th Annual General Meeting will be held on Tuesday, August 4, 2026 at 11:00 AM IST through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) in compliance with MCA circular no. 03/2025 dated September 22, 2025 and SEBI circular no. SEBI/HO/CFD/CFDPoD-2/P/CIR/2024/133 dated October 3, 2024.

Ordinary Business

Item 1: Adoption of Financial Statements

  • To receive, consider and adopt the audited standalone financial statements for FY 2025-26 ended March 31, 2026, together with reports of Board of Directors and Auditors
  • To receive, consider and adopt the audited consolidated financial statements for FY 2025-26 ended March 31, 2026 together with report of the Auditors

Special Business

Item 2: Re-appointment of Ms. Mona Kachhwaha as Independent Director

  • Special Resolution to re-appoint Ms. Mona Kachhwaha (DIN: 01856801) as Independent Director
  • Term: Second term of two consecutive years from May 05, 2026 to May 04, 2028
  • Currently serving first term from May 05, 2021 to May 04, 2026
  • Recommended by Nomination and Remuneration Committee based on performance evaluation
  • Qualifications: Bachelor's degree in Mathematics (Honours) from University of Delhi, MBA from XLRI Jamshedpur, Executive Programme in Private Equity from Saïd Business School, University of Oxford
  • Experience: Over 30 years in banking, financial services and investments
  • Current directorships: Ujjivan Small Finance Bank Limited, Parinaam Foundation, RMBS Development Company Limited, Designated Partner of UC Investment Management LLP
  • No remuneration sought for directorship role
  • Shareholding in company: Nil
  • Attendance: Attended 7 out of 7 board meetings in FY 2025-26

Item 3: Increase in Borrowing Powers

  • Special Resolution to borrow money in excess of paid-up capital, free reserves and securities premium under Section 180(1)(c) of Companies Act, 2013
  • Borrowing limit: ₹12,000 crore (Indian Rupees Twelve Thousand Crores Only) outstanding at any point of time
  • Supersedes resolution passed at 16th AGM held on August 21, 2025
  • Borrowing instruments include: loans, advances, term loans, non-convertible debentures (secured/unsecured), direct assignment, securitization of receivables, external commercial borrowings, commercial papers, other debt instruments
  • Borrowing sources: Bankers, other Banks, NBFCs, National Housing Bank, Financial Institutions, Companies, Firms, Bodies Corporate, Investment Institutions, Mutual Funds, Trusts

Item 4: Creation of Charges on Assets

  • Special Resolution to create charges/mortgages on company assets under Section 180(1)(a) of Companies Act, 2013
  • Security for borrowings made under Section 180(1)(c) resolution
  • Can mortgage/charge/hypothecate all immovable and movable properties and assets (present and future)
  • Can secure whole or substantially whole of company undertaking
  • Total secured amount not to exceed ₹12,000 crore outstanding at any point
  • Supersedes resolution passed at 16th AGM held on August 21, 2025

Item 5: Issue of Non-Convertible Debentures

  • Special Resolution to issue Non-Convertible Debentures (NCDs) on private placement basis
  • Aggregate amount: ₹3,000 crore (Indian Rupees Three Thousand Crores Only)
  • To be issued in one or more tranches/series
  • Can be listed/unlisted, secured, rated, redeemable
  • Issuance to be completed within 12 months of resolution approval
  • Proceeds to be used for working capital to finance growth of lending portfolio
  • Issue within overall borrowing limits of ₹12,000 crore

Item 6: Approval of Aptus ESOP 2026

  • Special Resolution to implement "Aptus Value Housing Finance India Limited - Employee Stock Option Plan 2026"
  • Total options: 30,00,000 (Thirty Lakhs Only) equity shares
  • Eligibility: Permanent employees, directors (excluding independent directors), subsidiary employees
  • Exclusions: Promoters, promoter group, directors holding >10% shares
  • Vesting period: Minimum 1 year, maximum 4 years from grant date
  • Exercise period: Maximum 2 years from vesting date
  • Exercise price: Average of weekly high and low prices over last two weeks preceding grant date
  • Administration: By Nomination and Remuneration Committee
  • Implementation: Directly by company (no trust involved)
  • New shares issuance (no secondary acquisition)

Item 7: ESOP Grant to Subsidiary Employees

  • Special Resolution to extend Aptus ESOP 2026 benefits to eligible employees of subsidiary company
  • Grant within overall limit of 30,00,000 options

Voting and Meeting Procedures

Record Date: July 29, 2026 (for determining voting rights)

Remote e-Voting Period: August 1, 2026 (9:00 AM) to August 3, 2026 (5:00 PM)

E-Voting Service Provider: NSDL

Scrutinizer: Mr. S. Sandeep (Practising Company Secretary, Membership No. 5853, COP No. 5987)

Attendance Restrictions:

  • VC/OAVM facility available for 1000 shareholders on first-come-first-served basis
  • No restriction for large shareholders (holding 2%+), promoters, institutional investors, directors, KMPs, committee chairpersons, auditors

Document Availability:

  • Annual Report and AGM notice sent electronically
  • Documents available on company website www.aptusindia.com
  • Also available on BSE (www.bseindia.com), NSE (www.nseindia.com), and NSDL (www.evoting.nsdl.com) websites