Date: July 17, 2026

KMP / Board / Auditor Changes

Not Specified

Dividend Declaration or Non-Declaration

Not Specified

Board Meeting Outcomes

  • The Board of Directors of Poonawalla Fincorp Limited approved the amended "Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information" ("Code") at its meeting held on July 17, 2026.

Financial Results (Standalone & Consolidated)

Not Specified

Auditor’s Report

Not Specified

Disinvestment / Strategic Actions

Not Specified

Other Operational / Legal / Strategic Disclosures

Regulatory Compliance Intimation:

  • This document is an intimation to BSE Limited and the National Stock Exchange of India Limited under Regulation 8(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015.
  • The enclosed amended Code has been approved by the Board and is requested to be taken on record by the exchanges.
  • The amended Code has been hosted on the Company's website at https://poonawallafincorp.com/investor-governance in compliance with SEBI Listing Regulations.

Summary of Amended Code Contents:

The amended Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) includes the following key sections and definitions:

1. Introduction & Applicability:

  • The Code is framed under Regulation 8(1) of the SEBI (Prohibition of Insider Trading) Regulations, 2015.
  • It is intended to lay down procedures for the universal disclosure of UPSI.
  • The Code was originally adopted on May 08, 2015, and has been reviewed and revised by the Board from time to time.

2. Definitions:

  • Applicable Law: Refers to SEBI PIT Regulations, SEBI LODR Regulations, and other relevant statutes.
  • Unpublished Price Sensitive Information (UPSI): Defined as any non-public information relating to the company or its securities that, upon becoming public, is likely to materially affect the price of securities. This includes, but is not restricted to, information on:
  • Financial results
  • Dividends
  • Change in capital structure
  • Mergers, demergers, acquisitions, delisting, disposals, expansion of business, award/termination of major orders/contracts
  • Changes in key managerial personnel (other than superannuation/end of term) and resignation of statutory/secretarial auditors
  • Change in ratings (excluding ESG)
  • Fund raising
  • Agreements impacting management or control
  • Fraud or defaults by the company, its promoter, director, KMP, or subsidiary; arrest of KMP, promoter, or director
  • Resolution plans/restructuring/one-time settlements for loans
  • Winding-up petitions, initiation of corporate insolvency resolution process (CIRP), approval/rejection of resolution plans under IBC 2016
  • Initiation of forensic audits and receipt of final reports
  • Regulatory/enforcement/judicial actions against the company or its directors/KMP/promoter/subsidiary
  • Outcome of litigations/disputes impacting the company
  • Granting of guarantees/indemnities/sureties for third parties not in the normal course of business
  • Granting, withdrawal, surrender, cancellation, or suspension of key licenses/regulatory approvals
  • Designated Persons: A comprehensive list including promoters, all directors, KMPs, employees VP and above, executive assistants to KMPs, employees in specific departments (Secretarial, Compliance, Finance, etc.), specific employees of material subsidiaries, KMP of holding company, key shareholders, CEO and employees up to 2 levels below CEO, support staff with UPSI access, ESOP trusts, and other connected persons identified by the Compliance Officer.
  • Chief Investor Relations Officer (CIRO): Defined as the CFO or a senior officer designated by the Board to deal with the dissemination of information and disclosure of UPSI.
  • Legitimate Purposes: Defined as sharing UPSI in the ordinary course of business with partners, collaborators, lenders, customers, suppliers, advisors (merchant bankers, legal advisors, auditors, etc.), or regulatory bodies/courts, provided it is not to evade regulations.

3. Procedures:

  • Sharing UPSI: Can be shared only on a need-to-know basis and for Legitimate Purposes. A detailed record of all recipients of UPSI must be maintained by the Compliance Officer (in consultation with CFO/WTD/MD) as per Annexure A, including their details, reason for sharing, and confirmation of confidentiality notices. This record must be preserved for at least eight years.
  • Chief Investor Relations Officer (CIRO) Functions: Includes dealing with universal dissemination of UPSI, determining what constitutes UPSI, responding to market rumours, and handling queries from insiders.
  • Principles of Fair Disclosure: The company shall ensure prompt public disclosure of UPSI, uniform dissemination, and prompt disclosure if any selective disclosure occurs. Methods of disclosure include press releases, filings with exchanges, webcasts, and the company website.
  • Handling of UPSI: All UPSI is to be handled on a strict need-to-know basis.

4. Authority:

  • The Board of Directors is authorized to make alterations or revisions to this Code.
  • The letter is signed by Shabnum Zaman, Company Secretary (ACS-13918), on behalf of Poonawalla Fincorp Limited.