Dear Shareholders,

Your Directors take pleasure in presenting their 31st Annual Report on the business and operations of your Company, together with the audited financial statements, for the year ended March 31,2026.

Your Company endeavours to remain one of the leading players in the Asset Management business in India and keep exploring opportunities for enhancing its global footprint as well.

Your Company is a subsidiary company of Nippon Life Insurance Company ("NLI"). NLI is one of the largest life insurers in the world managing assets of over USD 749 billion. It has a large global network with presence across US, Europe, Asia and Australia along with over 130-year track record in Life Insurance business as well as global investments across Asset Management companies. This pedigree brings strong synergistic benefits that very well complements your Company's domestic expertise in the Asset Management business and provides a thrust to its significant growth potential. Your Company expects substantial upside in terms of increased AUM & adoption of best governance & risk management practices based on NLI's global positioning & relationships.

The standalone and consolidated financial statements of the Company for the financial year ended March 31, 2026, have been prepared in accordance with the Indian Accounting Standards ("IND AS") notified under Section 133 of the Companies Act, 2013 ("the Act") read with Companies (Indian Accounting Standards) Rules, 2015 and other relevant provisions of the Act. The financial highlights (on a consolidated and standalone basis) of the Company for the year ended March 31, 2026 are as follows:

(Rs. in Crores)

The Consolidated Financial Statement of the Company forms part of this Annual Report.

As you are aware that your Company acts as the asset manager to Nippon India Mutual Fund ("NIMF"), which is one of the largest Mutual Funds in India, in terms of the Quarterly Average Assets under Management ("QAAUM") as on March 31, 2026.

The QAAUM of NIMF as on March 31,2026 was Rs. 7,24,965 crore comprising of Rs. 3,29,558 crore of Equity, Rs. 16,396 crore of Arbitrage, Rs. 97,423 crore of Debt, Rs. 39,584 crore of

Liquid Funds and Rs. 2,42,004 crore of ETF assets. It may be noted that the QAAUM of NIMF as on March 31,2025 was Rs. 5,57,199 crore comprising of Rs. 2,62,935 crore of Equity, Rs. 14,443 crore of Arbitrage, Rs. 83,397 crore of Debt, Rs. 42,571 crore of Liquid Funds and Rs. 1,53,854 crore of ETF assets.

Overall QAAUM of NIMF has increased by 30.1% during the financial year 2025-26, while the Indian Mutual Fund Industry witnessed an overall positive growth of 20.9% in terms of QAAUM (Source: AMFI).

During the year under review, Nippon India Mutual Fund launched the following new schemes:

As on March 31, 2026, NIMF has a well-rounded portfolio of 112 schemes under various categories such as Equity, Debt, Hybrid, Exchange Traded Fund, Fixed Maturity Plans and Interval Funds.

There have been no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year 2025-26 and the date of this Report.

The Company has shifted its Registered office, within local limits of the city, from 4th Floor, Tower A, Peninsula Business Park, Ganapatrao Kadam Marg, Lower Parel (West), Mumbai - 400013 to 30th Floor, One Lodha Place, Senapati Bapat Marg, Lower Parel, Mumbai - 400013, with effect from November 10, 2025.

During the year, the Company had declared and paid an interim dividend of Rs. 9/- per equity share of Rs. 10/- each amounting to Rs. 572.99 Crore. The Board has also recommended a final dividend of Rs. 12.50 per equity share of Rs. 10/- each for the financial year ended March 31, 2026, for the approval of the Shareholders at the ensuing Annual General Meeting ("AGM"). With this the total dividend for the financial year 2025-26 would be approximately Rs. 1,371 Crores, including the interim dividend of Rs. 9.00 per equity share distributed in November 2025. The Final dividend, if declared, will be paid on and from July 10, 2026.

The dividend pay-out is in accordance with the Company's Dividend Distribution Policy which is placed on the Company's website at https://mf.nipponindiaim.com/ InvestorServices/Pages/Investor-Policies.aspx.

There is no amount proposed to be transferred to the reserves. For complete details on movement in Reserves and Surplus during the financial year ended March 31,2026, please refer to the Statement of Changes in Equity included in the Financial Statements of the Company forming part of this Annual Report.

Management Discussion and Analysis Report for the year under review as stipulated under SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 ("Listing Regulations") is presented in a separate section forming part of this Report.

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Act are given in the notes to the Financial Statement of the Company forming part of this Annual Report.

During the year, your Company has not accepted any deposits within the meaning of Sections 73 and 74 of the Act read together with the Companies (Acceptance of Deposits) Rules, 2014. Further, there are no outstanding or unclaimed deposits, unclaimed / unpaid interest, refunds due to the deposit holders or to be deposited to the Investor Education and Protection Fund as on March 31, 2026.

With the perspective of promoting the culture of employee ownership and to attract, retain, motivate and incentivize senior as well as critical talent, the Company has formulated the following Employee Stock Option Plan(s) / Scheme(s):

• Nippon Life India Asset Management Limited - Employee Stock Option Plan 2017 (formerly known as Reliance Nippon Life Asset Management Limited - Employee Stock Option Plan 2017) ("NAM INDIA ESOP 2017") as its stock option scheme, which was launched in August 2017

• Nippon Life India Asset Management Limited - Employee Stock Option Plan 2019 ("NAM INDIA ESOP 2019") as its stock option scheme, which was launched in July 2019.

• Nippon Life India Asset Management Limited - Employee Stock Option Scheme 2023 ("ESOP 2023" / "Scheme") as a stock option scheme and Nippon Life India Asset Management Limited - Performance Linked Stock Unit Scheme 2023 ("PSU 2023" / "Scheme") as a stock unit scheme were launched in October 2023.

During the year, the Board of Directors at its meeting held on July 28, 2025, based on the recommendation of the

Nomination and Remuneration Committee, approved the amendment to the NAM INDIA ESOP 2019, inter-alia, for extending the exercise period of the said Plan from the existing seven (7) years to nine (9) years from the date of grant of options and for aligning changes in accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SBEB & SE Regulations"). The same was approved by the Shareholders of the Company vide Postal Ballot dated January 9, 2026.

Further, the Board of Directors at its meeting held on April 27, 2026, based on the recommendation of the Nomination and Remuneration Committee and subject to the approval of the Shareholders at the ensuing Annual General Meeting, approved the following:

• Amendments to NAM INDIA ESOP 2017 and NAM INDIA ESOP 2019 for decreasing the unallocated employee stock options under NAM INDIA ESOP 2017 and NAM INDIA ESOP 2019 and transferring the decreased unallocated stock options to the proposed Employee Stock Option Scheme as enumerated below.

• Introduction and implementation of Nippon Life India Asset Management Limited - Employee Stock Option Scheme 2026.

Further, there has been no other material variation in the terms of aforesaid Plan(s) and Scheme(s) and the same are in compliance with the SBEB & SE Regulations. No employee was issued stock option/unit, during the year equal to or exceeding 1% of the issued capital of the Company at the time of grant.

The certificate from the Secretarial Auditors of the Company confirming the compliance of the SBEB & SE Regulations with respect to the aforesaid Plans and Schemes of the Company will be available for inspection through electronic mode. Any member interested in obtaining the same may write to the Company Secretary. The details as required to be disclosed under SBEB & SE Regulations are placed on the Company's website at https://mf.nipponindiaim.com/ InvestorServices/Pages/ESOP-Disclosure.aspx

During the Financial year 2025-26, the Company issued and allotted 34,13,364 Equity Shares to eligible employees on exercise of options granted under the Employee Stock Option Plan(s)/ Scheme(s) of the Company. Hence, the issued, subscribed, and paid-up capital of the Company was 63,81,15,996 Equity Shares of Rs. 10/- each as on March 31, 2026.

During the year under review, the Company has not issued any:

a) shares with differential rights as to dividend, voting or otherwise.

b) sweat equity shares.

The Equity History of the Company has been provided in the Corporate Governance Report.

Your Company maintains a strong focus on Compliance and Risk Management as these are essential elements for its long-term success. The compliance and risk functions are managed by a dedicated and experienced team of professionals. The management has a zero tolerance towards risk and compliance failures or breaches.

There exists a comprehensive Compliance Manual, which is reviewed by your Board of Directors from time to time and it facilitates the Company's Compliance team to monitor various compliance requirements effectively & comprehensively. Your Board of Directors has also constituted a Risk Management and Compliance Committee, which is chaired by the Managing Director & CEO of the Company, and which has the Chief Compliance Officer and other senior & relevant functionaries as its members. This Committee meets at least once in a quarter to discuss and deliberate issues pertaining to compliance and other regulatory developments. The Compliance team regularly conducts educative training programs for various segments within the organization.

Your Company also has a comprehensive Risk Management Policy that envisages a structured and consistent enterprise- wide risk management framework, based on the three lines of defense model, to ensure that risk management processes are consistently applied across the organization and provide reasonable assurance regarding achievement of organization's objectives.

The risk management policy clearly sets out the objectives & elements of risk management within the organization, including the constitution of an independent Risk Management department headed by Chief Risk Officer (reporting directly to the CEO and to the Board of Directors), Risk Management Committees at executive and Board levels. The policy also defines the roles and responsibility of all the CXOs towards risk management as part of first line of defense model.

Your Company promotes risk awareness culture throughout the organization and risk management is an integral part of decision making and day-to-day operations of all activities at all levels across the organization. There are well documented & Board approved policies & processes to address and mitigate various risks to which the company is exposed. The company also has a robust business continuity plan which is tested on a periodic basis to ensure uninterrupted operations. The risk department conducts various training programs on various facets of risk management including cyber risk awareness, conduct risk, operational risk, Anti Money Laundering, etc.

The company has a structured risk reporting mechanism to ensure risks are monitored and reviewed by CRO, Senior Management, Risk Management Committee and Board on a periodic basis.

Your Company has an Internal Control System which is commensurate with the size, scale and complexity of its business operations.

For effective risk management and control, the Company has established structures and responsibilities in line with the "Three Lines of Defense" model, where 1st line is the business operations, 2nd line is the oversight functions like Risk Management and Compliance and 3rd line is Internal Audit. To maintain its objectivity and independence, the Internal Audit department reports to the Audit Committee of the Board. The Internal Audit department monitors and evaluates the efficacy and adequacy of the internal control system in the Company, its compliance with operating systems, accounting procedures and policies. Based on the report of the Internal Auditor, process owners undertake corrective action in their respective areas and thereby strengthen the controls. The Internal Audit department follows up on pending audit issues and ensures that corrective actions have been taken. Audit observations, if any, and corrective actions thereon, are presented to the Audit Committee of the Board.

Your Directors wish to reiterate your Company's commitment to the highest standards of corporate governance to enhance trust of all its stakeholders. Strong & robust corporate governance practices have facilitated your Company in standing up to the continued scrutiny of domestic & international investors and that of various Regulatory authorities.

The report on Corporate Governance as stipulated under Regulation 34(3) read with Para C of Schedule V of the Listing Regulations is presented in a separate section forming part of this Report.

A certificate from the Statutory Auditors of the Company i.e. M/s. S. R. Batliboi & Co. LLP, Chartered Accountants, conforming compliance to the conditions of Corporate Governance as stipulated under Para E of Schedule V of the Listing Regulations, is enclosed with Corporate Governance Report.

In accordance with Section 177 of the Act and Listing Regulations, the Company has formulated a Vigil Mechanism to address the genuine concerns, if any. The Whistle Blower policy can be accessed on the Company's website at https:// mf.nipponindiaim.com/InvestorServices/Pages/Investor- Policies.aspx.

The Company encourages directors, employees and other stakeholders to report concerns without any fear of victimization or retaliation and provide a framework for appropriate investigation and redressal of such concerns.

It is affirmed that no person has been denied access to the Chairperson of the Audit Committee.

As part of its initiatives under Corporate Social Responsibility ("CSR"), your Company has undertaken projects in the areas of promoting healthcare, education, and rural development in accordance with Schedule VII to the Act.

The Annual Report on CSR activities along with the executive summary for Impact Assessment Reports of the applicable projects, in accordance with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended, is annexed herewith as Annexure A and the complete Impact Assessment Reports of the applicable projects are available on the Company's website at https://mf.nipponindiaim. com/csr/.

As on March 31,2026, your Company had two (2) subsidiaries. One of such subsidiaries is in overseas i.e., in Singapore and other one is in India. Both the subsidiaries of the Company are engaged in financial services and related activities. In addition, your Company also has an associate company in India, which has already surrendered its business license/ regulatory approval to act as a Pension Fund Manager. This particular Company currently has no business operations, and it is therefore proposed to be wound up, in accordance with the applicable laws.

A statement w.r.t. the performance and the financial position of the subsidiary companies is presented in the Management Discussions and Analysis Report forming part of this Annual Report. The policy for determining material subsidiary companies may be accessed on the Company's website at https://mf.nipponindiaim.com/InvestorServices/ Pages/Investor-Policies.aspx.

The annual accounts of the subsidiary companies are placed on the website of the Company. Pursuant to Section 129(3) of the Act, a statement containing salient features of the financial statements of the subsidiary and associate companies in the prescribed Form AOC-1 forms part of this Annual Report.

Except for the above subsidiaries, your Company does not have any other subsidiary or an associate company or a joint venture during the year under review.

During the year under review, the following employees were the 'Key Managerial Personnel' of the Company:

a) Mr. Sundeep Sikka - Managing Director & Chief Executive Officer ("MD & CEO")*;

b) Mr. Ajay Patel - Manager**;

c) Mr. Valde Varghese - Company Secretary & Compliance Officer; and

d) Mr. Parag Joglekar - Chief Financial Officer

‘Appointed as the Managing Director and Chief Executive Officer of the Company with effect from April 22, 2026 for a fresh term of five (5) years (previously Executive Director Chief Executive Officer upto April 21,2026).

**ceased as the Manager w.e.f. close of business hours on January 2, 2026.

In accordance with the provisions of Section 152 of the Act read with the Companies (Appointment and Qualifications of Directors) Rules, 2014 and the Articles of Association of the Company, Mr. Minoru Kimura (DIN: 07497568), Non-

Executive Director of the Company [Nominee of Nippon Life Insurance Company, Promoter of the Company ("NLI")], is liable to retire by rotation at the upcoming AGM of the Company scheduled to be held on July 8, 2026, and being eligible has offered himself for re-appointment. Necessary proposal for his re-appointment will be placed for your approval at the upcoming AGM. The brief resume and other related information have been detailed in the Notice convening the AGM of the Company. The Board of Directors recommends his re-appointment as Non-Executive Director of the Company.

During the year under review, Mr. Tomohiro Yao (DIN: 08429687) ceased to be a Non-Executive Director of the Company (Nominee of NLI) w.e.f. April 28, 2025, on account of resignation due to change in management team of NLI. The Board of Directors of the Company at its meeting held on April 28, 2025, based on the recommendation of the Nomination and Remuneration Committee ("NRC"), approved the appointment of Mr. Kosuke Kuroishi (DIN: 11069118) as an Additional (Non-Executive) Director of the Company (Nominee of NLI). Thereafter, the appointment of Mr. Kuroishi as a Non-Executive Director (Nominee of NLI), liable to retire by rotation, was approved by the Shareholders of the Company at the AGM held on July 18, 2025.

During the year, the Board of Directors of the Company at its meeting held on April 28, 2025, based on the recommendation of the Nomination and Remuneration Committee ("NRC"), approved the re-appointment of Mr. Ashvin Parekh (DIN: 06559989) as an Independent Director of the Company for a second term of five (5) consecutive years with effect from August 1, 2025. The re-appointment of Mr. Parekh was approved by the shareholders at the AGM held on July 18, 2025.

The Board of Directors of the Company at its meeting held on October 30, 2025, based on the recommendation of the NRC approved the appointment of Mr. Sundeep Sikka (DIN: 02553654), Executive Director and Chief Executive Officer as the Managing Director & Chief Executive Officer ("MD& CEO") of the Company, for a fresh term of 5 (five) years with effect from April 22, 2026 to April 21, 2031, not liable to retire by rotation. The appointment of Mr. Sikka as the MD & CEO of the Company was approved by the Shareholders of the Company vide Postal Ballot on January 9, 2026.

Further, the Board of Directors of the Company at its meeting held on January 29, 2026, based on the recommendation of the NRC approved the re-appointment of Mr. Balasubramanyam Sriram (DIN: 02993708) as an Independent Director of the Company for a second term of five (5) consecutive years with effect from March 15, 2026. The re-appointment of Mr. Sriram was approved by the Shareholders of the Company vide Postal Ballot on March 7, 2026.

Post the year under review, Mr. Kosuke Kuroishi ceased to be a Non-Executive Director of the Company (Nominee of NLI) w.e.f. April 27, 2026, on account of resignation due to change in management team of NLI and General Ved Prakash Malik (Retd.) (DIN: 00006628), ceased to be an Independent Director of the Company w.e.f. close of business hours on April 21, 2026 upon completion of his second term as an Independent Director of the Company.

The Board of Directors of the Company placed on record its sincere appreciation for the valuable contribution and guidance provided by General Malik and Mr. Kuroishi during their association with the Company as Directors.

Also, the Board of Directors of the Company at its meeting held on April 27, 2026, based on the recommendation of the NRC, approved the appointment of Mr. Hironao Kunita (DIN: 11679042) as an Additional (Non-Executive) Director of the Company (Nominee of NLI) w.e.f. April 27, 2026 to hold office up to the date of the ensuing AGM of the Company, and thereafter, subject to the approval of the shareholders of the Company, as a Non-Executive Director of the Company (Nominee of NLI), liable to retire by rotation. The resolution for aforesaid appointment along with the brief profile and other related information of Mr. Hironao Kunita form part of the Notice convening the AGM of the Company. The Board of Directors recommends his appointment as a Non- Executive Director of the Company (Nominee of NLI).

All the Independent Directors of your Company have already furnished the required declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act and Listing Regulations.

In terms of Section 150 of the Act read with Rule 6(3) of the Companies (Appointment and Qualifications of Directors) Rules, 2014, all Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by the Indian Institute of Corporate Affairs, Manesar ("IICA"). Further, in terms of Rule 6(4) of the Companies (Appointment and Qualifications of Directors) Rules, 2014, one (1) Independent Director has passed the Online Proficiency Self-Assessment test conducted by IICA and the other three (3) Independent Directors were not required to appear for the said test as required by IICA as they fulfil the exemption criteria stipulated under Rule 6(4) of the Companies (Appointment and Qualifications of Directors) Rules, 2014.

In the opinion of the Board, the Independent Directors possess the requisite expertise, experience & proficiency and are people of high integrity and repute. They fulfil the conditions specified in the Act and the Rules made thereunder and Listing Regulations and are independent of the management.

All the directors of your Company have confirmed that they are not disqualified for being appointed as directors pursuant to Section 164 of the Act.

Your Company has devised a policy for the performance evaluation of the individual directors, Board and its Committees, which also includes the criteria for carrying out the said performance evaluation. Pursuant to the provisions of the Act and Regulation 17(10) of Listing Regulations and as prescribed in the stated policy of the Board, the Board has carried out an annual performance evaluation of (i) its Chairperson (ii) the Directors (independent and non- independent); (iii) itself (as a whole); and (iv) its committees. The Board performance was evaluated based on inputs received from the Board members after considering criteria such as Board composition and structure, effectiveness of Board / Committee processes, and information provided to the Board, etc. In terms of the requirements of the Act and Listing Regulations, a separate meeting of the Independent Directors was also held during the year.

During the year ten (10) Board meetings were held, which includes three (3) joint Board Meetings between the Board of the Company ("AMC") with the Board of the Trustees as stipulated in SEBI Master Circular no. HO/24/13/11(1)2026- IMD-POD-1/I/7602/2026 dated March 20, 2026 which was more than the minimum requirements stipulated in the Master Circular.

Your Directors wish to inform that the functioning of the Board is supplemented by various committees (Board committees and management committees), which have been constituted from time to time, such as Audit Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee, Nomination and Remuneration Committee, Risk Management Committee, Unit Holder Protection Committee, IT Strategy Committee, Valuation Committee, Investment Committee, Risk and Compliance Committee, Allotment Committee, Broker Empanelment Committee, Operating Committee, Stewardship Committee, Proxy Voting Committee, Technology Committee, etc. to name a few. Each of the aforesaid Committees has been constituted in order to ensure due compliance with the applicable laws and to ensure that the highest levels of corporate governance are followed and practiced. The minutes of the meetings of each of these Committees are duly placed before the Board of Directors for noting and confirmation.

In terms of the requirements of Section 177 of the Act, Regulation 18 of the Listing Regulations and Paragraph 7.1.2 of the Master Circular no. HO/24/13/11(1)2026- IMD-POD-1/I/7602/2026 dated March 20, 2026, the Audit Committee of the Company consists of six (6) members including a majority of Independent Directors. As on date of this report, it comprises of four (4) Non-Executive Independent Directors of the Company viz. Mr. Ashvin Parekh [Chairperson], Mrs. Sonu Bhasin, Mr. B. Sriram, Mr. Upendra Kumar Sinha and two (2) Non-Executive Non- Independent Directors of the Company viz. Mr. Minoru Kimura and Mr. Hironao Kunita as its members.

During the year, eight (8) meetings of the Audit Committee were held, which includes two (2) joint Audit Committee meeting between the Audit Committee of the AMC and the Audit Committee of the Trustees and one (1) meeting to interact with the Statutory and Internal Auditors of the Mutual Fund Schemes without the engagement of management of the AMC as stipulated in Master Circular no. HO/24/13/11(1)2026-IMD-POD-1/I/7602/2026 dated March 20, 2026.

There have been no instances where the Board has not accepted any recommendation of any Committee of the Board which is mandatorily required, during the financialyear.

Other relevant details in this regard have been provided in the Corporate Governance Report.

In terms of the requirements of Section 178 of the Act and Regulation 19 of the Listing Regulations, the Nomination and Remuneration Committee of the Company consists of six (6) members including a majority of Independent Directors. As on date of this report, it comprises of six (6) Directors out of which four (4) are Non-Executive Independent Directors viz. Mrs. Sonu Bhasin, Mr. Ashvin Parekh, Mr. B. Sriram, Mr. Upendra Kumar Sinha and two (2) Non-Executive Non-Independent Directors of the Company viz. Mr. Minoru Kimura and Mr. Hiroki Yamauchi as its members.

During the year, five (5) meetings of the Nomination and Remuneration Committee were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

In terms of the requirements under the Act and SEBI Listing Regulations, your Company has in place a policy w.r.t. the director's appointment, remuneration, criteria for determining qualifications, attributes, independence of a director. The remuneration paid to the Directors, Key Managerial Personnel and Senior Management is as per the Nomination and Remuneration Policy of the Company. The Nomination and Remuneration Policy has been provided as Annexure B to the Board's Report and is also placed on the Company's website at https://mf.nipponindiaim.com/ InvestorServices/Pages/Investor-Policies.aspx.

In terms of the requirements of Section 135 of the Act, the Corporate Social Responsibility ("CSR") Committee of the Company consists of four (4) members. As on date of this report, it comprises of four (4) Directors out of which two (2) are Non-Executive Non-Independent Directors of the Company viz. Mr. Hiroki Yamauchi [Chairperson], and Mr. Hironao Kunita, one (1) Non-Executive Independent Director viz. Mrs. Sonu Bhasin and one (1) Executive Director viz. Mr. Sundeep Sikka as its members.

During the year, three (3) meetings of the CSR Committee were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

In terms of the requirements of Section 178 of the Act and Regulation 20 of the Listing Regulations, the Stakeholders' Relationship Committee of the Company consists of three (3) members. As on date of this report, it comprises of three (3) Directors of the Company out of which one (1) is Non-Executive Independent Director viz. Mrs. Sonu Bhasin [Chairperson], one (1) is Non-Executive Non-Independent Director viz. Mr. Hiroki Yamauchi and one (1) Executive Director of the Company viz. Mr. Sundeep Sikka as its members.

During the year, two (2) meetings of the Stakeholders' Relationship Committee were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

In terms of the relevant requirements under the Listing Regulations and Mutual Fund Regulations, the Company has constituted a Risk Management Committee of the Board which consists of seven (7) members. As on date of this report, it comprises of six (6) Directors of the Company out of which two (2) are Non-Executive Non-Independent Directors viz. Mr. Hiroki Yamauchi [Chairperson] and Mr. Hironao Kunita, three (3) are Non-Executive Independent Directors viz. Mr. Ashvin Parekh, Mr. Upendra Kumar Sinha and Mr. B. Sriram, one (1) is Executive Director viz. Mr. Sundeep Sikka and the Chief Risk Officer of the Company viz. Mr. Rishi Garg as its members.

During the year, four (4) meetings of the Risk Management Committee of the Board were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

In terms of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014, M/s. S. R. Batliboi & Co. LLP, Chartered Accountants, (ICAI FRN: 101248W/W- 100022) were re-appointed as the Statutory Auditors of your Company for a period of 5 continuous years i.e. from the conclusion of 28th AGM till the conclusion of 33rd AGM of the Company.

The Auditor's Report on the financial statements of the Company for the financial year ended March 31, 2026 forms part of this Annual Report. The observations and comments given by the Statutory Auditors in their report read together with notes on financial statements are self-explanatory and hence does not require any further comments in terms of Section 134 of the Act.

In terms of Section 143(12) of the Act, the said Auditors of the Company have not reported any instance of fraud having taken place during the year under review.

M/s. Price Waterhouse & Co LLP, Chartered Accountants, were appointed as the Internal Auditors of your Company for the financial year 2025-26.

In accordance with the applicable provisions of law, the Company has appointed Statutory and Internal Auditors for various Schemes of Nippon India Mutual Fund, who periodically submit their reports, which are placed before the Audit Committee for discussion, review and implementation of their recommendations.

M/s. Walker Chandiok & Co. LLP, Chartered Accountants were appointed as Statutory Auditors of the Schemes of Nippon India Mutual Fund for the financial year 2025-26.

M/s. Price Waterhouse & Co LLP, Chartered Accountants were appointed as Internal Auditors of the Schemes of Nippon India Mutual Fund and the Portfolio Management Services division of the Company, for the financial year 2025-26.

During the year under review, the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Listing Regulations, M/s. Siroya BA and Associates, Practicing Company Secretaries, (Firm Registration Number: P2019MH-074300), as Secretarial Auditors of the Company for a term of five (5) consecutive years commencing from April 1, 2025 upto March 31, 2030 to undertake the Secretarial Audit of the Company. In this regard, the Report submitted by the Secretarial Auditor is annexed as Annexure C.

Your Directors are pleased to inform you that the report from the Secretarial Auditors does not contain any qualifications or reservation or other adverse remarks. In terms of Section 143(12) of the Act, the said Auditors of the Company have not reported any instance of fraud having taken place during the year under review.

Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company has been placed on the website of the Company and can be accessed at https://mf.nipponindiaim.com/ AboutUs/FinancialReports/Pages/Annual-Return.aspx.

The operations of the Company do not consume high levels of energy. Adequate measures have been taken to conserve energy wherever feasible. Your Company uses the latest technology and energy-efficient equipments. Your Company only uses LED lights and 5-star air-conditioning for majority of offices. As energy cost forms a very small part of the total costs, the impact on cost is not material.

Further, your Company has started sourcing renewable energy for the new corporate office facility through Green Tariffs offered by the DISCOM.

At Nippon India Mutual Fund (NIMF), our commitment to a robust digital-first approach is paramount and it is evident in our customer-centric, seamless, and frictionless digital experiences. We continue to lead the industry's digital transformation through innovative and cutting-edge initiatives. Here is an overview of some key, needle-moving initiatives delivered in the year gone by:

The AI/ML initiatives have continued to drive significant enhancements in campaign performance and customer engagement, now covering approximately ~2.5 Cr. customers. Our ML-based propensity-to-buy campaigns have sustained strong momentum, contributing INR 5,000 Cr.in incremental gross sales over the past twelve months (April 2025 to March 2026), reflecting improved targeting precision and conversion optimization through advanced AI-powered insights.

Nippon GPT has expanded its organizational footprint, achieving high adoption across employees, sales teams, and research functions. With enhanced vernacular capabilities, the platform now processes many user queries daily, delivering substantial productivity gains. AI-driven analytics have been scaled across the Equity, Fixed Income, and Portfolio Strategy Research Teams, enabling faster insights, predictive modelling, and data-driven decision- making. With enterprise-wide integration now complete, Nippon GPT positions NAM India for accelerated digital transformation and operational excellence.

During the fiscal year, NAM India undertook a comprehensive organizational and technological transformation to enhance operational efficiency and strengthen our market position. The company successfully executed a strategic technology partnership transition to a leading tier-1 technology solutions provider, aligning with our commitment to leveraging best-in-class technology solutions and cost optimization initiatives.

In parallel, NAM India completed a significant server infrastructure migration to a premier data center facility, establishing a robust primary hosting environment complemented by leading cloud service providers for disaster recovery solutions. This multi-cloud architecture ensures enhanced business continuity, scalability, and operational resilience while maintaining stringent data security standards.

The organization further consolidated its operational footprint through the strategic relocation of our head office to a state-of-the-art commercial complex, creating a modern, collaborative workspace that supports our evolving business requirements and employee experience objectives. These transformation initiatives collectively position NAM India with enhanced technological capabilities, improved operational agility, and a strengthened foundation for sustainable growth in the competitive marketplace.

During the fiscal year, NAM India achieved full compliance with SEBI's Cybersecurity and Cyber Resilience Framework (CSCRF), successfully implementing all mandated requirements ahead of the effective date. This included comprehensive Vulnerability Assessment and Penetration Testing (VAPT), annual cyber audits, quarterly cyber threat reporting, and establishment of robust incident response mechanisms aligned with CERT-In guidelines, demonstrating our commitment to enterprise-wide cyber resilience.

In parallel, the company initiated the Inclusive Access and Accessibility Program (IAAP) in response to SEBI's directives on disability inclusion. This program establishes dedicated infrastructure, training, and policy frameworks to enhance workplace accessibility for persons with disabilities, ensuring equitable opportunities and aligning with SEBI's corporate governance standards for inclusive practices.

These initiatives underscore NAM India's proactive regulatory compliance and commitment to building a secure, inclusive, and resilient organization positioned for sustainable growth.

NIMF Digital remained steadfast in its commitment to delivering seamless, customer centric, and frictionless digital experiences, while simultaneously advancing industrywide digital transformation through innovative and growth focused strategies. The Digital Business function today acts as a powerful growth catalyst for the organization—enhancing digital engagement, broadening distribution reach, optimizing operational efficiency, unlocking data led insights, and empowering distributors across the value chain.

The continued integration of advanced analytics and Artificial Intelligence has enabled deeper personalization of customer journeys, allowing for more contextual engagement, improved conversion, and stronger lifetime value. This, combined with a mobile first approach, has significantly strengthened customer acquisition and retention across digital channels, aligning with evolving investor behavior and increasing preference for intuitive, always on digital interfaces.

Nippon India Mutual Fund (NIMF) built on its strong digital first foundation to accelerate the growth of its Digital Business in FY26, firmly reinforcing digital as a central driver of the organization's progress. Over 77% of new transactions were generated through Digital Business assets and integrations, underscoring the robustness, reach, and effectiveness of the Company's digital ecosystem at scale.

Nippon India Mutual Fund (NIMF) is leveraging several key technological enablers and global partners to accelerate innovations, set industry benchmarks futuristic, frictionless and friendly investor initiatives:

• Biometric Payments on Investor App: This allows investors to authenticate transactions instantly using fingerprint or face ID.

• NRI KYC on Investor website: NRI KYC can now be completed digitally, allowing non-resident investors to complete onboarding remotely with ease.

• Ongoing Partner and Internal Team Engagement & Readiness: We drive partner readiness through a structured, year-round capability-building program with regular touchpoints.

• Simplified Feature Adoption: Bite-sized explainers, including vernacular versions, simplify key functionalities, improve comprehension across partner segments, and encourage higher and more confident platform adoption.

• Dedicated Social Presence for Gen Z: We became the first AMC to launch a dedicated social media handle for Gen Z with InvestBae.

• Long Game Campaign: We launched the "Long Game" campaign by blending mutual fund investing with nostalgic childhood games & making financial conversations fun.

• Mom Influencer Campaigns: Through #MomsCanFinance, we aim to empower women to invest confidently while fostering early financial discipline for the next generation.

• Employee Generated Content (EGC): Employee Generated Content brings a human, relatable lens to financial conversations.

• NIMF Google Case Studies: We were recognized for leveraging AI Max Search to unlock incremental opportunities and using Full Funnel Reporting.

• Moving Beyond Fund-Centric Communication to Aspirational Engagement: Delivered via a 360? omnichannel approach with real-time triggers, interactive formats, and deep-linked journeys.

• SIP Focused Hyper-personalized Retention Strategy:

We drove a data-led initiative to reduce SIP churn and enable win-backs through hyper-personalized lifecycle campaigns.

• Strengthening Digital Adoption Through WhatsApp & App Push: App push notifications and deep-linked journeys, enabled with personalized, behavior-driven engagement.

• AI/ML-Led Propensity Campaigns for Smarter Outreach: We leveraged AI/ML for data-led approaches which helped us enabled timely, relevant outreach.

FY26 unfolded against a complex yet opportunity rich macroeconomic backdrop. Globally, financial markets navigated persistent inflationary pressures, evolving interest rate cycles, and rapid advancements in digital and AI technologies, which continued to reshape customer expectations and operating models across industries.

Against this backdrop, Nippon India Mutual Fund (NIMF) built on its strong digital first foundation to accelerate the growth of its Digital Business in FY26, firmly reinforcing digital as a central driver of the organization's progress. Over 77% of new transactions were generated through Digital Business assets and integrations, underscoring the robustness, reach, and effectiveness of the Company's digital ecosystem at scale.

At Nippon, the Digital Business has consistently been at the forefront of the industry, championing digital-first strategies. Its goal is to deliver a seamless, inclusive, and intelligent investing experience that drives AUM growth, enhances investor retention, and fosters digital trust within the mutual fund ecosystem.

To further enhance digital experiences, key platform advancements were introduced:

We are committed to innovation, shaping investor engagement through data-led, insight-driven initiatives. As the industry evolves, we focus on inclusion—simplifying investing, localizing communication, and addressing first- time barriers. By staying culturally relevant and balancing experimentation with disciplined execution, we aim to bring more of India confidently into the investment ecosystem.

NIMF works closely with Global Partners on innovative Campaigns to set industry benchmarks and build futuristic, frictionless and friendly investor initiatives:

Dedicated Social Presence for Gen Z: We became the first AMC to launch a dedicated Gen Z social presence with InvestBae, recognizing social media as their primary platform for learning and discovery. Through relatable, education-led content on Instagram and YouTube, we aim to nurture early investing behavior and long-term loyalty.

During the year under review, the Company earned foreign exchange equivalent to Rs. 29.17 Cr (Previous Year: Rs. 25.66 Cr).

The Company spent foreign exchange equivalent to Rs. 20.32 Cr (Previous Year: Rs. 12.47 Cr).

As per the requirements of Section 134(5) of the Act, the Directors confirm that -

(i) In the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable accounting standards have been followed and that there are no material departures;

(ii) The Directors have selected such accounting policies in consultation with the Statutory Auditors' and have applied them consistently and made judgments and estimates that were 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 under review;

(iii) The Directors have taken proper and sufficient care to the best of their knowledge and ability 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;

(iv) The Directors have prepared the annual accounts of the Company on a 'going concern' basis;

(v) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

(vi) 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.

All contracts/ arrangements/ transactions entered into/ by the Company during the financial year under review with related parties were on an arm's length basis and in the ordinary course of business. There were no materially significant related party transactions which could have potential conflict with the interest of the Company at large. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

All Related Party Transactions were placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee was obtained for the transactions which were of a repetitive nature. The transactions entered into pursuant to the omnibus approval so granted were reviewed and statements giving details of all related party transactions were placed before the Audit Committee and the Board of Directors for their review on a quarterly basis. The policy on Related Party Transactions as approved by the Board is uploaded on the Company's website at the following link: https://mf.nipponindiaim.com/InvestorServices/Pages/ Investor-Policies.aspx.

During the year, there was no material transaction with any related parties as per the Related Party Transactions Policy of the Company or any other related party transaction entered into by the Company that requires disclosure in Form AOC-2, hence, disclosure in Form AOC-2 is not applicable to the Company.

Your Directors draw attention of the members to Note No. 29 to the financial statement which sets out related party disclosures

There are no significant material orders passed by the Regulators/ Courts which would impact the going concern status of the Company and its future operations.

A petition was filed on behalf of Reserve Bank of India to initiate insolvency process against Dewan Housing Finance Limited ("DHFL") in 2019. Certain schemes of Nippon India Mutual Fund had invested in the debentures issued by DHFL. Post successful resolution of DHFL, avoidance applications were filed by the Administrator against certain banks, financial institutions, mutual funds, asset management companies including Nippon Life India Asset Management Limited for setting aside certain transactions. These applications are pending before NCLT, Mumbai.

The Portfolio Management Services Division of the Company has filed:

(a) IBC proceedings against Fortuna Buildcon India Private Limited were initiated in November 2017 before the NCLT, Bangalore and the Resolution Plan was approved by the NCLT vide order dated 18th December 2024. Pursuant to Resolution Plan, Company received payments in June 2025. The said received amounts were distributed to the investors. IBC (Personal Insolvency) proceedings were filed in NCLT against the surviving brother of the key deceased promoter and the legal heirs of the key deceased promoter. NCLT dismissed the matter against the legal heirs of the key deceased promoter against which an application is filed before NCLAT, Chennai. The hearings are underway. As regards the surviving brother, NCLT admitted the matter vide order dated 30th July 2024. The Personal Insolvency process is currently underway.

(b) IBC proceedings filed against Green Valley Shelters Private Limited ("Green Valley") in December 2019, before NCLT, Chennai, was admitted in August 2021. Pursuant to the approval and implementation of the Resolution Plan, the Company has received payments in accordance therewith.

(c) An operational creditor had filed IBC proceedings against Veracious Builders and Developers Private Limited ("Veracious") in June 2019, before NCLT, Bangalore, which was admitted in July 2019. Liquidation proceedings were ordered against Veracious in August 2020. The Company has sold all the units belonging to the Developer's share under the Liquidation process. The Liquidator has filed an application for Dissolution in NCLT, and the matter is reserved for orders.

• There was no change in the nature of the business of the Company.

• There was no revision in the financial statements of the Company.

• During the year, there was no receipt of any remuneration or commission by the MD & CEO of the Company from its Holding Company and Subsidiary Company.

• There was no instances of deviation(s) / variation(s) in utilization of IPO proceeds.

• Your Company has not made any downstream investment during FY 2025-26.

• Disclosure pertaining to maintenance of cost records as specified by the Central Government under sub-section (1) of Section 148 of the Act, is not applicable to your Company.

• There is no loan taken by the Company hence disclosure with respect to one-time settlement entered into with any Bank or financial institutions does not arise.

As on March 31, 2026, your Company had 1,142 employees and for the previous year, your Company had 1,104 employees. Disclosures relating to the remuneration and other details as required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, also form part of this Report. However, having regard to the provisions of Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to all the members of the Company and others entitled thereto. Any member interested in obtaining the said information may write to the Company Secretary and upon such request the information shall be furnished.

Your Company has in place a Prevention of Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. An Internal Complaints Committee ("ICC") has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this Policy. Following is a summary of sexual harassment complaints received, disposed off and pending during the year:

• No. of complaints received: 0

• No. of complaints disposed off: 0

• No. of complaints pending for more than ninety days: 0

• No. of complaints pending as on end of the year: 0

Your Company has in place Maternity Benefit Policy in line with the requirements of the Maternity Benefit Act, 1961. During the year under review, your Company has duly complied with the provisions of the said Act.

Pursuant to Regulation 34(2)(f) of Listing Regulations, top 1000 listed entities by market capitalisation have to publish a Business Responsibility and Sustainability Report ("BRSR"). BRSR for the year under review as stipulated under Listing Regulations is presented in a separate section forming part of this Annual Report. Further, the Company is in the process of obtaining report on assurance of the BRSR Core, consisting of a set of Key Performance Indicators (KPIs) / metrics under nine (9) Environmental, Social & Governance attributes for the financial year ended March 31, 2026 by M/s. S. R. Batliboi & Associates LLP, Chartered Accountants, and will be forming part of this Annual Report.

The FY 2025-26 awards are a testament to the dedication, innovation, and excellence demonstrated by our teams and individuals. Each award reflects not just an achievement but also the collective effort, collaboration, and forward- thinking approach that define our organization.

Recognition at the Asia Asset Management ETF Awards highlights our strong leadership in the ETF ecosystem, one of the most prestigious benchmarks in the Asia-Pacific asset management industry.

InvestBae Campaign - Silver IMA Awards 2025

• Abhinav Pandey - Top 5 AI Disruptors (Individual Category) ET NOW 2025

• Arun Sundaresan - AAM ETF Awards 2026 Asia Asset Management

• Silver - Age Targeted Market (InvestBae)

• Silver - Customer Experience (Portfolio Dashboard)

• Bronze - Marketing on a Small Budget (Jet, Set, Invest)

• Gold - Best Use of WhatsApp for Investors & Distributors

• Gold - Innovation of the Year (Portfolio Dashboard)

• Gold - Business Easy - Empower Channel Partners

• Gold - Operational Excellence

• Gold - Customer Excellence

• Silver - Service Excellence (WhatsApp Services & Transactions)

• Best Storytelling in Digital Campaigns Fu Tech Summit & Awards 2025

• Most Effective Email Campaigns Maddies'25

Your Directors wish to place on record their sincere appreciation for the co-operation received from various regulatory and governmental authorities including SEBI, RBI, Registrar of Companies, Maharashtra at Mumbai, PFRDA, NPS Trust, EPFO, CMPFO, Stock Exchanges, Depositories, Custodians, Bankers, Registrar and Share Transfer Agent Shareholders, Investors, and all other business constituents during the year under review. We believe all of them have contributed to our continued growth.

Your Directors also wish to place on record their deep appreciation for the total commitment displayed by all the executives, officers and staff, resulting in yet another eventful performance for the year.