i)

Capital Management of Financial Service Business

The Group in its financing segment actively manages its capital base to cover risks inherent to its business and meet the capital adequacy requirement of RBI. The adequacy of the financing service business capital is monitored using, among other measures, the regulations issued by RBI. The Company’s objective is to maintain appropriate levels of capital to support its business strategy taking into account the regulatory, economic and commercial environment.

The Group aims to maintain a strong capital base to support the risks inherent to its business and growth strategies. The Company endeavours to maintain a higher capital base than the mandated regulatory capital at all times. The Company’s assessment of capital requirement is aligned to the mandatory regulatory capital and its planned growth which forms part of an annual operating plan which is approved by the Board and also a long range strategy. These growth plans are aligned to assessment of risks- which include credit, liquidity and market.

The Group monitors its capital to risk-weighted assets ratio (CRAR) in financial service business on a monthly basis through its assets liability management committee (ALCO).

The Group endeavours to maintain its CRAR financial service business higher than the mandated regulatory norm. Accordingly, increase in capital is planned well in advance to ensure adequate funding for its growth.

Further, the Group makes investment in Fixed deposits in banks and in mutual funds during the year. These investments are funded by the Group through its equity share capital.

c)

Approval of Buyback

Pursuant to the provisions of the Companies Act, 2013 (‘Act’) and the rules made thereunder, as amended, applicable provisions of Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018, as amended (‘Buyback Regulations’) and other applicable laws, the Board of Directors of the Company, at its meeting held today, i.e., Wednesday, 06 May 2026, recommends buy-back of up to 4,694,000 fully paid-up equity shares of the Company having face value of ₹ 10/- (Indian Rupees Ten only) each (‘Equity Shares’) (representing up to 1.68% of the total number of Equity Shares in the paid-up equity share capital of the Company), at a price of ₹ 12,000 (Indian Rupees Twelve thousand only) per equity share payable in cash for an aggregate amount of up to ₹ 5,632.80 crore/- (Rupees Five thousand six hundred thirty two crore eighty lakh only) (excluding transaction costs such as brokerage cost, fees, turnover charges, expenses incurred or to be incurred for the buyback like filing fees payable to the Securities and Exchange Board of India, advisors/legal fees, public announcement publication expenses, printing and dispatch expenses, applicable taxes such as securities transaction tax, good and service tax, stamp duty, etc. and other incidental and related expenses, etc.) on a proportionate basis through the ‘Tender Offer’ route as prescribed under the Buyback Regulations and other applicable law, from the equity shareholders/beneficial owners of the equity shares of the company as on the record date, subject to approval of shareholders.