Northern Arc AGM Approves ₹5000 Crore NCD Issuance

Ordinary Business:

Adoption of Audited Standalone and Consolidated Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Auditors
Appointment of Mr. Vijay Nallan Chakravarthi (DIN: 08020248) as director liable to retire by rotation
Appointment of M/s. R. Subramaniyan and Company LLP (FRN: 004137S/S200041) as Joint Statutory Auditors with remuneration fixation

Special Business:

Creation of charges on company assets under Section 180(1)(a) of Companies Act, 2013
Increase in borrowing powers in excess of paid-up share capital, free reserves and securities premium under Section 180(1)(c)
Offer and issuance of Non-Convertible Debentures up to ₹5,000 Crores (Rupees Five Thousand Crores only) in one or more tranches on private placement basis
Revision in payment of commission remuneration to Mr. P S Jayakumar (DIN: 01173236) as Non-Executive Independent Director and Chairperson
Revision in terms of managerial remuneration of Mr. Ashish Mehrotra (DIN: 07277318), Managing Director & CEO, and ratification of Special Discretionary Payout
Change in implementation mode of Northern Arc Employee Stock Option Plan 2016 and ESOP Schemes from Trust Route to Direct Route with amendments

Non-Convertible Debenture Issuance:

Maximum issue size: ₹5,000 Crores
Issuance method: Private placement in one or more tranches
Security type: Non-Convertible Debentures
Specific terms including tenure, coupon rates, payment schedules, security charges, and special rights will be determined at time of issue and allotment

Auditor Appointment Details:

New Joint Statutory Auditor: M/s. R. Subramaniyan and Company LLP (FRN: 004137S/S200041)
Appointment term: 3 consecutive years from conclusion of 18th AGM until conclusion of 21st AGM
Reason for appointment: Mandatory requirement under RBI Guidelines dated April 27, 2021 for NBFCs with asset size exceeding ₹15,000 crores
Current asset size: Exceeded ₹15,000 crores as of March 31, 2026 audited financial statements
Existing auditor M/s. Walker Chandiok & Co LLP (FRN: 001076N/N500013) continues until conclusion of 19th AGM

Director Appointments and Remuneration:

Mr. Vijay Nallan Chakravarthi appointed as director liable to retire by rotation
Remuneration revision for Mr. P S Jayakumar, Non-Executive Independent Director and Chairperson
Remuneration terms revision for Mr. Ashish Mehrotra, Managing Director & CEO, including ratification of Special Discretionary Payout

AGM held on Tuesday, August 18, 2026
Notice of AGM dated July 10, 2026
This intimation is continuation of previous intimation NACL/07/JUL/2025-26 dated July 25, 2026
Document uploaded to company website at https://www.northernarc.com/disclosures-sebi-regulations