Dear Members,

The Board of Directors present the Company's Third Annual Report (Post Listing) and the Company's audited financial statements for the financial year ended March 31, 2026.

Financial Results

The Company's financial performance (standalone and consolidated) for the financial year ended March 31, 2026 is summarised below:

in crore

Figures in brackets represent deductions

Results of operations and the state of Company's affairs

The Company is a Non-Deposit Taking – Systemically Important Core Investment Company ("CIC") registered with Reserve Bank of India ("RBI").

Highlights of the Company's financial performance for the financial year ended March 31, 2026 are as under:

Standalone

The standalone profit after tax of the Company for the year ended March 31, 2026 increased to 681.03 crore from 548.91 crore for year ended March 31, 2025. This growth was primarily driven by higher dividend income, which was partially offset by increased expenses towards technology and professional services.

The Company has transferred an amount of 136.22 crore to the

Statutory Reserve fund in compliance with the provisions of Section 45IC of the Reserve Bank of India Act, 1934 and has not transferred any amount to the General Reserve for the year under review.

Consolidated

The consolidated profit after tax of the Company for the year ended March 31, 2026 decreased to 1,560.90 crore from 1,612.59 crore for year ended March 31, 2025. This decrease was primarily driven by higher finance costs, employee expenses, technology and payment processing charges, and increased business promotion

& advertising expenses, which offset the growth in Income from

Interest, Fees, and Commissions.

Dividend

The Board of Directors have recommended a dividend of 0.60/- (Sixty paise) per equity share of 10/- (Rupees Ten only) each. Last year, dividend was 0.50/- per equity share of 10/- each. Dividend is subject to approval of members at the ensuing Annual General Meeting ("AGM") and shall be subject to deduction of income tax at source.

The dividend recommended is in accordance with the Company's Dividend Distribution Policy. The said policy is available on the Company's website and can be accessed at https://www.jfs.in/ docs/cms/assets/jfs/investor-relations/policy-documents/ dividend-distribution-policy.pdf .

Details of material changes from the end of the financial year

There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year to which financial statements relate to and date of this Report.

Material events during the year under review:

• Issue of Warrants to members of the promoter group by way of preferential issue on a private placement basis

The Company allotted 50,00,00,000 (Fifty crore) warrants for cash at a price of 316.50/- (Rupees Three hundred and sixteen and paise fifty only) per warrant ("Warrant Issue Price"), each warrant convertible into 1 (one) fully paid-up equity share of the Company of face value of 10/- (Rupees Ten only) each at a premium of 306.50/- (Rupees Three hundred and six and paise fifty only) each, by way of preferential issue on private placement basis, to Sikka Ports & Terminals Limited and Jamnagar Utilities & Power Private Limited, members of the promoter group of the Company on September 3, 2025, upon receipt of 3956,25,00,000/- (Rupees Three thousand nine hundred fifty six crore and twenty five lakh only), being 25% of the total Warrant Issue Price.

Warrants are convertible into fully paid-up equity shares of the

Company, in one or more tranches, at any time on or before the expiry of 18 (eighteen) months from the date of allotment and the unconverted warrants shall lapse, and the amount paid by the warrant holder on such warrants shall stand forfeited.

The funds raised by the Company through preferential issue, have been utilised for the objects stated in the Notice of AGM dated August 1, 2025, i.e., Infusion of funds into existing and new subsidiaries/joint ventures and general corporate purposes and there has been no deviation in the utilisation.

• Joint Venture with Allianz Europe B.V.

The Company and Allianz Europe B.V., entered into a joint venture agreement on July 18, 2025, to form a domestic reinsurance joint venture company and accordingly, had incorporated a joint venture company named 'Allianz Jio Reinsurance Limited' ("AJRL") on September 8, 2025.

Further, they had also entered into a non-binding term-sheet for setting up equally owned joint ventures for both general and life insurance businesses in India.

Insurance Regulatory and Development Authority of India has granted certificate of registration to AJRL on March 12, 2026 to commence business as a reinsurance company. Pursuant to the aforesaid approval, AJRL commenced business operations during the financial year under review.

• Acquisition of shares of Jio Payments Bank Limited from State Bank of India

The Company acquired 7,90,80,000 equity shares of Jio

Payments Bank Limited ("JPBL") from State Bank of India for an aggregate consideration of 104.54 crore on June 18, 2025, pursuant to the approval received from RBI on June 4, 2025.

Consequent to the acquisition, JPBL became a wholly owned subsidiary of the Company with effect from June 18, 2025.

• Joint Ventures with BlackRock

Asset Management business:

The Securities and Exchange Board of India ("SEBI") vide letter dated May 26, 2025, granted: (a) certificate of registration to 'Jio BlackRock Mutual Fund'; and

(b) approval to Jio BlackRock Asset Management Private Limited to act as the Asset Management Company for 'Jio BlackRock Mutual Fund'.

Pursuant to the aforesaid approvals, the above entities commenced business operations during the financial year under review.

Wealth management and broking business:

SEBI vide letter dated June 10, 2025, granted certificate of registration to Jio BlackRock Investment Advisers Private Limited ("JBIAPL") to act as an Investment Adviser. Pursuant to the aforesaid approval, JBIAPL commenced business operations during the financial year under review.

Further, SEBI vide letter dated June 25, 2025, granted a certificate of registration to Jio BlackRock Broking Private

Limited, wholly owned subsidiary of JBIAPL, to act as a Stock

Broker/Clearing Member.

Management Discussion and Analysis Report

Management Discussion and Analysis Report for the year under review, as stipulated under the Reserve Bank of India (Non-Banking

Financial Companies Financial Statements: Presentation and

Disclosures) Directions, 2025 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing

Regulations") is presented in a separate section, which forms part of this Annual Report.

Business operations/performance of the Company and its major subsidiaries/joint venture companies

Overview

As a CIC, the Company is a holding company, operates its financial services business, through its customer-facing subsidiaries namely Jio Credit Limited ("JCL"), Jio Payments Bank Limited ("JPBL"), Jio Insurance Broking Limited ("JIBL"), Jio Payment Solutions Limited ("JPSL"), Jio Leasing Services Limited ("JLSL") and Jio Finance Platform and Service Limited ("JFPSL") and joint ventures ("JV") namely Jio BlackRock Asset Management Private Limited ("JBAMPL"), Jio BlackRock Investment Advisers Private Limited ("JBIAPL") and Allianz Jio Reinsurance Limited ("AJRL") (all the entities together are referred as "Group").

The Group provides digital-first financial services, with embedded intelligence, seeking to democratize access for the people of India by making them personalised and easily accessible.

The Group addresses the core financial needs of people: Borrow, Invest, Transact, and Protect, through four operational pillars:

Lending & Leasing, Payments, Protection, and Investments. The primary digital distribution channel for the Group is the JioFinance app, which delivers retail-focused products directly to customers, through a Neural Agentic Marketplace to offer hyper personalised solutions to meet their unique financial needs.

Lending & Leasing:

Jio Credit Limited

Jio Credit Limited, a non-deposit taking NBFC, is strategically primed to capitalise on India's credit landscape by leveraging a digital-native ecosystem tailored for both individual and enterprise needs. JCL bridges the gap between traditional finance and modern accessibility through a diverse suite of secured lending solutions. This includes retail assets including

Home Loans, Loans Against Property (LAP) and liquidity-focused offerings like Loans against Mutual Funds and Securities; and commercial credit through Business Loans and

Supply Chain Finance. JCL's portfolio growth is intentionally balanced — integrating sophisticated risk frameworks with a keen eye on evolving market shifts to ensure long-term resilience and asset quality.

Jio Leasing Services Limited

Jio Leasing Services Limited offers operating lease and rental solutions to businesses and consumers. JLSL also has a joint venture with Reliance Strategic Business Ventures Limited (wholly owned subsidiary of Reliance Industries Limited), called Reliance International Leasing IFSC Private Limited, which is engaged in the business of ship and aircraft leasing, based out of the GIFT City in Gujarat.

Payments:

Jio Payment Solutions Limited

Jio Payment Solutions Limited is a Payment Aggregator providing a robust and scalable omnichannel payment platform which helps merchants grow their business. Merchants can access a full suite of payment products including online payments, in-store payments and remote payments.

Jio Payments Bank Limited

Jio Payments Bank Limited, a payments bank facilitates daily banking needs for customers across urban and semi-urban areas with a digital-native approach, supported by a network of business correspondents. JPBL's services include savings accounts, including Savings Pro an industry-first savings account that auto-invests surplus idle liquidity in overnight debt mutual funds to enable higher returns for savers; debit cards; current accounts; wallets; cash management services; toll processing on national highways; and a host of consumer payment solutions such as UPI, AePS, Direct Benefit Transfer.

Protection:

Jio Insurance Broking Limited

Jio Insurance Broking Limited is a Direct Broker licensed by the Insurance Regulatory and Development Authority of India

(IRDAI). JIBL offers a comprehensive range of life, non-life and health insurance products, through three key distribution channels: direct-to-customer, institutional sales, embedded insurance and Digital Point of Sales Person (D-POSP). JIBL has forged partnerships with leading insurers across both the public and private sectors and aims to deliver simplified insurance solutions through self-assisted customer journeys on a new-age digital platform.

Allianz Jio Reinsurance Limited

Allianz Jio Reinsurance Limited is a 50:50 joint venture between Allianz Europe B.V. and AJRL has been set up to offer reinsurance solutions to insurers, strengthening the nation's resilience by providing greater risk-absorption capacity for the insurance ecosystem in the country.

Investments:

Jio BlackRock Asset Management Private Limited

Jio BlackRock Asset Management Private Limited is a 50:50 joint venture between the Company and BlackRock. JBAMPL will seek to combine BlackRock's global investment expertise and leading risk management technology with JFSL's digital reach and knowledge of the local market in India. The organisation aims to provide innovative, affordable and easily accessible investment solutions for the people of India.

Jio BlackRock Investment Advisers Private Limited

Jio BlackRock Investment Advisers Private Limited is a 50:50 joint venture between the Company and BlackRock. JBIAPL is combining BlackRock's global investment, asset allocation and technology expertise with JFSL's digital reach and scale to uniquely provide accessible, affordable and personalised investment solutions to the people of India.

Jio Finance Platform and Service Limited

Jio Finance Platform and Service Limited is responsible for managing the JioFinance app, the unified digital storefront for all retail-focused products and services. The platform has evolved into a Neural Agentic Marketplace, powered by Agentic

AI and Neural Networks offering a trusted, hyper-personal, instantaneous, and always-on financial experience to users.

Consolidated Financial Statement

The consolidated audited financial statement of the Company, prepared in accordance with the provisions of the Companies Act, 2013 ("the Act") and the Listing Regulations read with Ind AS 110-Consolidated Financial Statement and Ind AS 28-Investments in Associates and Joint Ventures, forms part of this Annual Report.

Subsidiary, Joint Venture and Associate Companies

During the year under review, the Company had incorporated:

a) a joint venture company named Allianz Jio

Reinsurance Limited; and b) a wholly owned subsidiary named Jio Alternative Investment Manager Limited.

Jio Payments Bank Limited ("JPBL") was a joint venture till June 17,

2025 and became a wholly owned subsidiary with effect from June 18, 2025, pursuant to the acquisition of 7,90,80,000 equity shares (representing 14.96% of the paid-up equity share capital of JPBL) from the State Bank of India.

Except as stated above, none of the Companies have become and/or ceased to be the subsidiary, joint venture or associate of the Company.

A statement providing details of performance and salient features of the financial statement of subsidiary, associate, joint venture companies, as per Section 129(3) of the Act, is provided as Annexure A to the consolidated audited financial statement and therefore not repeated in this Report to avoid duplication.

The audited financial statements including the consolidated financial statement of the Company and all other documents required to be attached thereto are available on the Company's website and can be accessed at https://www.jfs.in/financials/?doc=annual-reports . The financial statements of the subsidiaries, are available on the Company's website and can be accessed at https://www. jfs.in/financials/?doc=financial-statements-of-subsidiaries .

The Company has formulated a Policy for determining Material Subsidiaries. The said Policy is available on the Company's website and can be accessed at https://www.jfs.in/docs/cms/ assets/jfs/investor-relations/policy-documents/policy-for-determining-material-subsidiaries.pdf

During the year under review, Reliance Industrial Investments and Holdings Limited and Jio Credit Limited were material subsidiaries of the Company as per the Listing Regulations.

Secretarial Standards

The Company has followed the applicable Secretarial Standards, with respect to Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India.

Directors' Responsibility Statement

The Board of Directors of the Company state that: a) in the preparation of the annual accounts for the year ended March 31, 2026, the applicable accounting standards read with requirements set out under Schedule III to the Act have been followed and there are no material departures from the same; b) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026 and of the profit of the Company for the year ended on that date; c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the Directors have prepared the annual accounts on a 'going concern' basis; e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Corporate Governance

The Company is committed to maintain the highest standards of governance. The report on Corporate Governance as per the Listing Regulations is presented in a separate section and forms part of this

Annual Report. Certificate from Lodha & Co LLP, one of the joint Statutory Auditors of the Company confirming compliance with the conditions of Corporate Governance is attached to the report on Corporate Governance.

Business Responsibility and Sustainability Report

In accordance with the Listing Regulations, the Business Responsibility and Sustainability Report ("BRSR") describes the performance of the Company on environmental, social and governance aspects. The disclosures on key performance indicators (KPIs) of BRSR Core and Independent Assurance Report on the identified sustainability information are available on the Company's website and can be accessed at https://jfs.in/docs/cms/assets/ jfs/investor-relations/financials/annual-reports/fy-2025-2026/brsr-report-25-26.pdf .

Contracts or Arrangements with Related Parties

During the year under review, all contracts/arrangements/ transactions entered into by the Company with related parties were in its ordinary course of business and on an arm's length basis and prior/omnibus approval of the Audit Committee was obtained for all related party transactions of the Company. The said transactions have been reviewed by the Audit Committee on a quarterly basis.

Details of contracts/arrangements/transactions with related parties which are required to be reported in Form No. AOC-2 in terms of

Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014 are annexed herewith and marked as ' Annexure I ' to this Report.

The Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions is available on the Company's website and can be accessed at https://www.jfs.in/ docs/cms/assets/jfs/investor-relations/policy-documents/ policy-on-materiality-of-rpt-and-on-dealing-with-rp-ts.pdf

There were no materially significant related party transactions which could have potential conflict with the interests of the

Company at large.

Members may refer to Note 35 of the Standalone Financial Statement which sets out related party disclosures pursuant to Indian Accounting Standards ("Ind AS").

Corporate Social Responsibility

The Corporate Social Responsibility ("CSR") policy, indicating the activities to be undertaken by the Company, formulated by the CSR Committee and approved by the Board, can be accessed on the Company's website at https://www.jfs.in/docs/cms/assets/jfs/ policy-documents/csr-policy-n.pdf

During the year under review, there has been change in the

CSR policy of the Company to introduce greater flexibility in the

Company's approach to CSR implementation.

The Company's CSR efforts are directed towards rural transformation, affordable healthcare solutions, access to quality education, environmental sustainability and protection of national heritage.

During the year under review, the Company had spent 4.61 crore (2.00% of the average net profits of the immediately preceding three financial years), towards identified and approved CSR initiatives covered under Schedule VII of the Act, through the implementing agency.

The Annual Report on CSR activities undertaken during the year under review is annexed and marked as' Annexure II ' to this Report.

Risk Management

The Company has an independent risk management function and is an integral component of its operations, ensuring the effective management of both financial and non-financial risks. This approach enables the Company to adapt swiftly to changes in the external environment, addressing emerging challenges and opportunities with agility.

The Board of Directors oversees risk management through the Group Risk Management Committee ("GRMC"), which is responsible for implementing and monitoring risk strategies. The Company has a Board-approved Enterprise Risk Management Policy that establishes a well-defined framework for identifying, assessing and mitigating risks.

To support the GRMC in executing risk strategies across the organisation, the Company has established various management-level committees, including the Asset Liability Management Committee, Operational Risk Management Committee, Fraud Monitoring Committee and Investment and Lending Committee.

Further details on risk management activities, including policy implementation, key identified risks and mitigation measures, are provided in the Management Discussion and Analysis section of the Annual Report.

Internal Financial Controls

The Company, as a registered CIC under RBI's Master Direction for CICs, has established a comprehensive and group-wide internal control and financial governance framework. This framework is aligned with the requirements of the Act, RBI regulations and components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India and other applicable laws to ensure robust risk management, asset protection, financial accuracy and regulatory compliance across the Company along with its subsidiaries, joint ventures and associates.

Internal financial controls have been embedded into key business processes across the group — regulated and unregulated — ensuring that all transactions are appropriately authorised, recorded and reported. The Company adheres to applicable Ind AS for maintaining books of account and financial reporting.

The internal control environment is continuously monitored through:

Management oversight and periodic self-assessments;

Function-level control monitoring within each subsidiary;

Ongoing compliance tracking across operational, financial and regulatory domains; and

• Risk-based internal audits conducted by independent audit teams in line with regulatory expectations for the Company;

The Audit Committee of the Company, which has oversight over group-level internal controls, meets periodically to review:

The adequacy and effectiveness of internal financial controls across all entities;

• Status of compliance with internal policies, standard operating procedures and applicable regulatory guidelines; and

Implementation of audit findings and corrective actions across the CIC, its subsidiaries, joint ventures and associates

The Company maintains a unified risk and control approach to ensure consistent governance across the group and remains committed to strengthening its control systems in alignment with evolving regulatory guidelines and supervisory expectations.

Directors and Key Managerial Personnel

During the year under review, there was no change in composition of the Board of Directors and Key Managerial Personnel of the Company.

In accordance with the provisions of the Act and the Articles of Association of the Company, Shri Hitesh Sethia, Director of the Company, retires by rotation at the ensuing AGM. The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee ("NRC"), have recommended his re-appointment.

Shri Hitesh Sethia was appointed as Managing Director and Chief

Executive Officer ("MD & CEO") of the Company for a period of 3 (three) years with effect from November 15, 2023. His current term of appointment will end on November 14, 2026.

TheBoardofDirectorsoftheCompanybasedontherecommendation of the NRC, approved the re-appointment of Shri Hitesh Sethia as

MD & CEO for a period of 5 (five) years with effect from November

15, 2026 subject to approval of members of the Company .

Shri Abhishek Haridas Pathak ceased to be Group Chief Financial

Officer and Key Managerial Personnel ("KMP") effective April 20,

2026. The Board at its meeting held on April 17, 2026 placed on record its appreciation for the valuable contributions made by Shri Abhishek Haridas Pathak during the formative years of the Company and based on the recommendation of the NRC has appointed Ms.

Annapoorna Venkataramanan as Group Chief Financial Officer and KMP of the Company, effective May 11, 2026.

The Company has received declarations from all the Independent

Directors of the Company, confirming that:

• they meet the criteria of independence prescribed under the Act and the Listing Regulations; and

• they have registered their names in the Independent Directors' Databank.

The Company has devised, inter alia , the following policies as per

Section 178 of the Act:

1. Policy for selection of Directors and determining Directors'

Independence; and

2. Remuneration Policy for Directors, Key Managerial Personnel, and other Employees.

The Policy for selection of Directors and determining Directors' Independence sets out the guiding principles for the NRC for identifying persons who are qualified to become Directors and to determine the independence of Directors, while considering their appointment as Independent Directors of the Company. The Policy also provides for the factors in evaluating the suitability of individual board members with diverse backgrounds and experience that are relevant for the Company's operations. During the year under review, the policy was amended to align it with the Master Directions issued by RBI for CICs. The Policy is available on the Company's website and can be accessed at https://www.jfs.in/docs/cms/ assets/jfs/investor-relations/policy-documents/policy-for-selection-of-directors-and-determining-directors-independence.pdf .

The Company's remuneration policy is directed towards rewarding performance based on review of achievements. The remuneration policy is in consonance with existing industry practice. During the year under review, the policy was amended to align it with the Company's existing human resources related policies and shareholders approval. The Policy is available on the Company's website and can be accessed at https://www.jfs.in/docs/cms/assets/jfs/ investor-relations/policy-documents/remuneration-policy-for-directors-kmp-and-other-employees.pdf

Fit and Proper Criteria

All the Directors of the Company have confirmed that they meet the fit and proper criteria as stipulated under applicable Master

Directions issued by the RBI.

Performance Evaluation

The Company has a policy for performance evaluation of the Board, its Committees and other individual Directors (including Independent Directors), which includes criteria for performance evaluation of Non-Executive Directors and Executive Directors.

In accordance with the manner of evaluation specified by the NRC, the Board carried out annual performance evaluation of the Board, its Committees and individual Directors (including Independent Directors). Each Committee has carried out self-evaluation of its own performance and submitted the report of self-evaluation to the NRC. The performance of each Committee was evaluated by the Board based on the reports submitted by NRC. The evaluation was done through a questionnaire by using a technology-based platform.

The Independent Directors carried out annual performance evaluation of the Chairman, the Non-Independent Directors and the Board as a whole.

Auditors and Auditors' Report: a) Statutory Auditors

Lodha & Co LLP, Chartered Accountants, (Firm Registration

No. 301051E/E300284) and Deloitte Haskins & Sells, Chartered

Accountants, (Registration No. 117365W) were appointed as Joint Statutory Auditors of the Company for a continuous period of 3 (three) years at the AGM held on July 12, 2023 and August 30, 2024 respectively.

Lodha & Co LLP, will cease to hold the office as Statutory

Auditor from the conclusion of the ensuing AGM pursuant to completion of tenure of their appointment.

In accordance with RBI Circular No. RBI/2021-22/25 on

' Guidelines for Appointment of Statutory Central Auditors

(SCAs)/Statutory Auditors (SAs) of Commercial Banks (excluding

RRBs), UCBs and NBFCs (including HFCs)' dated April 27, 2021, the statutory audit of the Company is required to be conducted by joint auditors considering the asset size of the Company being more than 15,000 crore as on March 31, 2026.

In compliance with the aforesaid circular issued by RBI and basis the recommendation of the Audit Committee, the Board of Directors have recommended the appointment of PKF Sridhar

& Santhanam LLP, Chartered Accountants, (Firm Registration

No. 003990S/S200018) as Joint Statutory Auditors of the

Company for a continuous period of 3 (three) years, from the conclusion of the ensuing AGM till the conclusion of the AGM of the Company to be held in the year 2029, to ensure that statutory audit of the Company is conducted by the joint auditors.

Deloitte Haskins & Sells have confirmed that they are disqualified from continuing as the Auditors of the Company.

The Auditors' Report for the FY 2025-26 does not contain any qualification, reservation, adverse remark or disclaimer. The Notes to the financial statement referred in the Auditors' Report are self-explanatory and do not call for any further comments.

b) Secretarial Auditor

The members of the Company at the AGM held on August 28, 2025 approved the appointment of S. N. Ananthasubramanian & Co, Practising Company Secretaries (" SNACO ") as Secretarial

Auditor of the Company for a term of 5 (five) consecutive financial years commencing from the financial year 2025-26 the financial year 2029-30.

The Secretarial Audit Report issued by SNACO for the financial year ended March 31, 2026, is annexed and marked as ' Annexure III ' to this Report. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

SNACO have confirmed that they are not disqualified continuing as the Secretarial Auditor of the Company.

Disclosures:

I. Meetings of the Board

Twelve (12) meetings of the Board of Directors of the Company were held during the FY 2025-26. The particulars of the meetings held and attendance of each Director are detailed in the Corporate Governance Report.

II. Committees constituted by the Board of Directors

The Committees constituted by the Board are in compliance with the requirements of the relevant provisions of applicable laws and statutes.

Audit Committee

The Audit Committee comprises Shri Rajiv Mehrishi (Chairman), Shri Sunil Mehta and Shri Bimal Manu Tanna. There is no change in composition of the Committee during the year under review. All the recommendations made by the Audit Committee during the year under review were accepted by the Board of Directors.

Corporate Social Responsibility Committee

The CSR Committee comprises Shri Rajiv Mehrishi (Chairman), Shri Sunil Mehta and Shri Bimal Manu Tanna. There is no change in composition of the Committee during the year under review.

Nomination and Remuneration Committee

The NRC comprises Shri Sunil Mehta (Chairman), Shri K. V. Kamath and Shri Rajiv Mehrishi.

Stakeholders' Relationship ("SR") Committee

The SR Committee comprises Shri Sunil Mehta (Chairman), Shri Anshuman Thakur, Shri Hitesh Sethia and Shri Bimal Manu Tanna. The SR Committee was reconstituted on July 17, 2025, inducting Shri Bimal Manu Tanna as a member of the Committee.

Group Risk Management ("RM") Committee

The RM Committee comprises Shri Sunil Mehta (Chairman), Shri Bimal Manu Tanna, Shri Hitesh Sethia, Group Chief Financial

Officer and Group Chief Risk Officer.

Information Technology Strategy ("IT") Committee

The IT Committee comprises Ms. Rama Vedashree (Chairperson), Shri Bimal Manu Tanna, Shri Hitesh Sethia and

Group Chief Technology Officer.

Environmental,SocialandGovernance("ESG")Committee

The ESG Committee comprises Shri Sunil Mehta (Chairman), Shri Anshuman Thakur and Shri Hitesh Sethia.

Vigil Mechanism and Whistle-blower Policy

The Company promotes safe, ethical and compliant conduct of all its business activities and has put in place a mechanism for reporting breaches of Code of Ethics and Conduct and fraudulent activities. The Company has a Vigil Mechanism and Whistle-blower policy under which the employees/directors/officers/other persons are encouraged to report fraudulent practices, bribery, illegal or unethical behaviour without fear of any retaliation. The reportable matters are disclosed to the Ethics & Compliance Task Force which operates under the supervision of the Audit Committee. Employees have a right to report violations to the Chairman of the Audit Committee and there was no instance of denial of access to the Audit Committee.

The policy is available on Company's website and can be accessed at https://www.jfs.in/docs/cms/assets/jfs/investor-relations/ policy-documents/vigil-mechanism-and-whistle-blower-policy.pdf

Particulars of loans given, investments made, guarantees given or securities provided to The Company, being a CIC registered with the RBI is exempted from the provisions of Section 186 of the Act relating to investments and lending activities.

Particulars of loans given, investments made or guarantees given or security provided and the purpose for which the loan/guarantee/ security is proposed to be utilised by the recipient are disclosed in the Standalone Financial Statement (Please refer Notes 3 and 4 to the Standalone Financial Statement).

Conservation of energy, technology absorption

The Company being a CIC and not being involved in any industrial or manufacturing activities, the particulars regarding conservation of energy and technology absorption as required to be disclosed pursuant to provision of Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are not relevant.

Notwithstanding the above, the Company recognises the importance of energy conservation in reducing the adverse effects of global warming and climate change. The Company carries on its activities in an environmentally friendly and energy efficient manner.

The details regarding the Company's environmentally friendly and energy efficient initiatives/activities are detailed in the BRSR and Sustainability Report for the financial year 2025-26.

Foreign exchange earnings and outgo

Annual Return

The Annual Return of the Company as on March 31, 2026 is available on the website of the Company and can be accessed at https:// jfs.in/docs/cms/assets/jfs/investor-relations/financials/ reports/annual-return-2025-26.pdf

Particulars of employees and related disclosures

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names of the top ten employees in terms of remuneration drawn and names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules, forms part of this Report.

Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this Report.

Having regard to the provisions of the second proviso to Section

136(1) of the Act and as advised, the Annual Report excluding the aforesaid information is being sent to the members of the Company. Any member interested in obtaining such information may address their email to jfs.agm@jfs.in

Prevention of Sexual Harassment at Workplace

In accordance with the requirements of the Sexual Harassment of

Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 ("POSH Act") and the Rules made thereunder, the Company has in place a policy which mandates no tolerance against any conduct amounting to sexual harassment at workplace.

The Company has constituted an Internal Committee to redress and resolve any complaint arising under the POSH Act. During the year under review, the Company has not received any complaints of sexual harassment. Training/awareness programmes are conducted during the year to create sensitivity towards ensuring a respectable workplace.

The Code on Social Security, 2020 - Maternity benefit

The Company is in compliance with applicable provisions relating to maternity benefits as prescribed under the Maternity Benefit Act, 1961/the Code on Social Security, 2020.

General

The Directors of the Company state that no disclosure or reporting is required in respect of the following matters as there were no transactions or applicability of these matters during the year under review: i. Details relating to deposits covered under Chapter V of the Act. ii. No change in the nature of business of the Company. iii. Issue of equity shares with differential rights as to dividend, voting or otherwise. iv. Issue of shares (including sweat equity shares and ESOS) to employees of the Company under any scheme. v. The Managing Director of the Company is not receiving any remuneration or commission from any of its subsidiaries. vi. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future. vii. No fraud was reported by the Auditors to the Audit Committee or the Board of Directors of the Company. viii. The Company does not have any scheme of provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees. ix. The Company is not required to maintain cost records in terms of Section 148(1) of the Act. x. There is no application made/proceeding pending under the

Insolvency and Bankruptcy Code, 2016. xi. There was no instance of one-time settlement with any Bank or

Financial Institution.

Acknowledgement

The Board of Directors would like to express their sincere appreciation for the assistance and co-operation received from the employees, banks, regulatory authorities, government authorities, stock exchanges, customers, vendors and members during the year under review.