LIC Housing Finance Ltd

To the Members of LIC Housing Finance Limited

Your Directors are pleased to present the Thirty Sixth Annual Report together with the Audited Financial Statements (Standalone and Consolidated) for the year ended 31st March, 2025 of LIC Housing Finance Limited (‘the Company').

FINANCIAL HIGHLIGHTS

('in crore)

Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Profit before Tax	6855.81	6053.92
Tax Expense	1426.79	1288.51
Profit after Tax	5429.02	4765.41
Other Comprehensive Income	(71.81)	(3.57)
Total Comprehensive Income	5357.21	4761.84
Appropriations
Special Reserve u/s 36(1)(viii) of the Income Tax Act,1961	1,299.99	1309.99
Statutory Reserve u/s 29C of NHB Act,1987	0.01	0.01
General Reserve	1,000.00	1000.00
Impairment Reserve	-	-
Dividend	495.06	467.55
Balance carried forward to next year	2,562.15	1984.29
	5,357.21	4761.84

The above figures are extracted from the financial statements prepared in accordance with Indian Accounting Standards (“Ind AS”) as notified under Sections 129 and 133 of the Companies Act, 2013 (“the Act”) read with the Companies (Accounts) Rules, 2014 and other relevant provisions of the Act. The detailed Financial Statements as stated above are presented as separate section of this Annual Report.

APPROPRIATION

Transfer to Reserves:

The Company has transferred an amount of Rs. 1,299.99 crore to Special Reserve pursuant to the requirements u/s 36(1)(viii) of the Income-tax, Act, 1961 excluding the transfer of Rs. 0.01 crore to the Statutory Reserve maintained u/s 29C of NHB Act and an amount of Rs. 1,000 crore transferred to General Reserves.

Hence, the total amount transferred to special reserve is Rs. 1,300 crore (including Rs. 0.01 crore to Statutory Reserve u/s 29C of NHB Act) and Rs. 1,000 crore to General Reserves.

DIVIDEND:

The Company has formulated a robust Dividend Distribution Policy in accordance with the requirements of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter "the Listing Regulations") This policy aims to ensure prudent decision-making regarding dividend allocation to shareholders. It strikes a balance by earmarking adequate funds for the Company's growth and long-term objectives while judiciously distributing dividends. Before recommending dividends to the Members of the Company, the Board of Directors meticulously considers various parameters.

Performance and Dividend Recommendation for FY 2024-25:

During the financial year 2024-2025, the Company's Board of Directors evaluated its performance. Balancing prudence with capital conservation, the Board aimed to meet shareholders' expectations. Taking into account the Dividend Distribution Policy and RBI Circular No. DOR.ACC.REC.No.23/21.02.067/2021-22 dated 24th June, 2021, the Board has recommended a dividend payment of Rs. 10 (Rupees Ten Only) per equity share with a face value of Rs. 2/- per share for the financial year ended 31st March, 2025 i.e. at the rate of 500%. The total dividend outgo, if approved by shareholders at the 36th Annual General Meeting, would be Rs. 550.06 crore which will result in additional outgo of Rs. 55 crore as compared to the payout for the previous year. The final dividend is subject to approval by the Members of the Company at the ensuing Annual General Meeting.

The dividend if declared by the Company for the financial year ended 31st March, 2025 would be in compliance with the Dividend Distribution Policy of the Company. The Dividend Distribution Policy is available on the website of the Company at https://cdn.lichousing.com/2025/01/DIVIDEND-DISTRIBUTIO N-POLICY-2Q21.pdf

CHANGE IN NATURE OF BUSINESS

During the year under review, there has been no change in the nature of the Company's business.

INDIAN ACCOUNTING STANDARDS

The Company has complied with the applicable Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs under Section 133 of the Companies Act, 2013. The financial statements for the year have been prepared in accordance with Schedule III to the Companies Act, 2013.

PERFORMANCE Income and profit

The Company earned a total revenue of Rs. 28,056.22 crore for the FY 2024-25 as compared to Rs. 27,234.64 crore in the FY 2023-24, registering an increase of 3.02% percent, as compared to previous year. Profit before tax and after tax for FY 2024-25 on standalone basis stood at Rs. 6,855.81 crore and Rs. 5,429.02 crore respectively as against Rs. 6,053.92 crore and Rs. 4,765.41 respectively, for the previous year. The increase in the profit before and after tax during the FY 2024-25 is attributable to reduction in Expected Credit Loss ("ECL") charge for the year.

Lending operations

The Company is a Housing Finance Company registered with National Housing Bank (NHB) and is mainly engaged in financing purchase / construction of residential flats / houses to individuals and project finance to developers, Loan against Property (LAP), Lease Rental Discounting (LRD) etc. All other activities revolve around the main business of the Company.

As at 31st March, 2025 the loan book accounted for 85.00 per cent of Individual Housing Loans, 10.35 per cent of Non-Housing Loans to Individuals (NHI), 1.66 per cent of Non-Housing Loans to Corporates & 2.99 per cent of project portfolio. (As per IND-AS).

LIC Housing Finance Ltd. offers a diversified portfolio of financial products catering to a broad customer base. The Individual Home Loan segment remains the primary contributor, forming over 85% of the total loan portfolio and serving both salaried and self-employed individuals. The Company also extends Loan Against Property (LAP), Non-Housing Individual Loans, and Project Loans under its non-core offerings. During the year, the Company introduced the Affordable Housing Finance segment to tap into the underpenetrated low-income housing market. While currently at a nascent stage, this segment is expected to contribute meaningfully over the medium term, especially as operations expand in Tier 2 and Tier 3 cities.

Detailed information on the lending operations is provided in the Management Discussion and Analysis.

Marketing and Distribution

During the year under review, focus was on optimisation of the marketing offices and further strengthening the distribution network. The distribution network of the Company consists of 307 Marketing Offices and Customer Service Points. The distribution network also includes 45 offices of LICHFL Financial Services Ltd., wholly-owned subsidiary company engaged in distribution of various financial products including housing loan. The Company has representative office in Dubai.

As part of our digital transformation journey under Project RED, LIC Housing Finance Ltd. collaborated with LeadSquared to simplify and strengthen the home loan journey for our customers. This partnership helped us overcome key operational challenges such as identifying lead sources, preventing lead leakage, providing complete visibility of lead status to all stakeholders, eliminating manual distribution, and breaking down data silos. A major milestone was the integration with our Loan Origination System (PLF), enabling real-time tracking of business volumes and conversion ratios. Customers also benefited from instant updates through SMS and WhatsApp, ensuring greater transparency and a smoother onboarding experience. Through this initiative, we have generated business worth Rs. 835 crore from leads, while ensuring cost efficiency by paying only a 0.25% commission to marketing intermediaries (MIs).

Enhancing Customer Support through Dedicated Call Center Services:

Your Company is pleased to inform members about a significant step taken in our commitment to service excellence — the establishment of customer care executives to enhance our customer support and operational efficiency. Customer can call on 1800 209 1989 between 10:00 am - 7:00 p.m. from Monday to Saturday (Except public Holidays and Sundays).

As we continue to grow, so does our responsibility to provide responsive, accessible, and high-quality service to our clients and partners. The launch of this call center marks a strategic investment in our future, designed to ensure quicker response times, better issue resolution, and a more personalized customer experience.

The call centre will serve as a central hub for handling inquiries, resolving concerns, and gathering valuable customer feedback. It will also provide us with deeper insights into customer needs and expectations, allowing us to continuously improve our products and services. We have received a total 21678 number of calls on our toll-free number from 30th October, 2024 to 31st March, 2025.

We believe this initiative not only strengthens our customer service capabilities but also reflects our ongoing dedication to transparency, accountability, and innovation.

Repayments

During the F.Y. 2024-25, Rs. 41,961.49 crore were received by way of scheduled repayment of principal through monthly instalments as well as prepayment of principal ahead of schedule, as compared to Rs. 45,530.35 crore received in the previous year.

Non-Performing Assets and Provisions

The amount of gross Non-Performing Assets (NPAs) as of 31st March, 2025 is Rs. 7,598.35 crore, which is 2.47 percent of the loan portfolio of the Company, as against Rs. 9,483.39 crore i.e., 3.31 percent of the loan portfolio as of 31st March, 2024. The net NPA as of 31st March, 2025 was Rs. 3,704.42 crore i.e. 1.22 percent of the loan portfolio vis-a-vis Rs. 4,607.13 crore i.e. 1.63 percent of the loan portfolio as at 31st March, 2024. The total cumulative provision towards housing loan portfolio including provision for standard assets as at 31st March, 2025 is Rs. 2,525.48 crore as against Rs. 3,478.25 crore in the previous year.

The Company has written off a total of Rs. 1,632.16 crore during the FY 2024-25, which included a technical write-off of Rs. 1366.08. This is in comparison to the total write off of Rs. 2,005.62 crore in the previous financial year.

Resource Mobilisation

During the year, the Company mobilised funds aggregating to Rs. 1,04,975.30 crore by way of the Non-Convertible Debentures (NCD), Term Loans / Line of Credit (LoC) / Working Capital Demand Loan (WCDL) from Banks, NHB refinance, Commercial Paper and Public Deposits. The Company has availed refinance of Rs. 5500 crore from NHB. A brief on the various sources of funds mobilised during FY 2024-25:

NON-CONVERTIBLE DEBENTURES (NCD)

During the year, the Company issued NCDs amounting to Rs. 44,655.40 crore on a private placement basis which have been listed on Wholesale Debt Segment of National Stock Exchange of India Ltd. The NCDs have been assigned highest rating of ‘CRISIL AAA/Stable' by CRISIL & 'CARE AAA/Stable' by CARE. As at 31st March, 2025, NCDs amounting to Rs. 1,48,781.59 crore were outstanding. The Company has been regular in making repayment of principal and payment of interest on the NCDs.

As at 31st March, 2025, there were no NCDs that have not been claimed by the Investors or not paid by the Company after the date on which the said NCDs became due for redemption. Accordingly, the amount of NCDs remaining unclaimed or unpaid beyond due date is Nil.

TIER II BONDS

As at 31st March, 2025, the outstanding Tier II Bonds stood at Rs. 1,796.86 crore. Considering the balance term of maturity as at 31st March, 2025, Rs. 1,796.86 crore of the book value of Tier II Bonds is considered as Tier II Capital as per the Guidelines issued by NHB for the purpose of Capital Adequacy.

TERM LOANS FROM BANK/ LOC / WCDL, REFINANCE FROM NHB / COMMERCIAL PAPER

The total Term / LOC outstanding from the Banks as on 31st March, 2025 were Rs. 86,595.03 crore as compared to Rs. 87,272.11 crore as on 31st March, 2024. The Refinance from NHB as on 31st March, 2025 stood at Rs. 12,330.95 crore as against Rs. 8,864.47 crore as on 31st March, 2024. During the year, the Company has availed Rs. 5500 crore Refinance from NHB under various refinance schemes. As on 31st March, 2025, Commercial Paper amounting to Rs. 12,849.86 crore were outstanding as compared to Rs. 11,856.70 crore for corresponding previous year. During the year 2024-25, the Company issued Commercial Paper amounting to Rs. 16,394.30 crore from market as compared to Rs. 13,852.04 crore for the previous year.

The Company's long term loan facilities have been assigned the highest rating of ‘CRISIL AAA/STABLE' and short-term loan has been assigned rating of ‘CRISIL A1+ & ICRA A1+' signifying highest safety for timely servicing of debt obligations.

FIXED DEPOSITS (INCLUDING PUBLIC DEPOSIT)

As on 31st March 2025, the outstanding amount on account of Public Deposits was Rs. 4,899.08 crore as against Rs. 3,949.81 crore in the previous year and outstanding amount on account of Corporate Deposits was Rs. 3,343.84 crore as against Rs. 5,948.75 crore in the previous year. During F.Y. 2024-25, the number of depositors from the public were 21981 as against 22377 in the previous year and for Corporate Deposits the number was 869 in FY 2024-25 against 1032 in the previous year.

Rs. 2,226.84 crore (P.Y. Rs. 1,871.17 crore) has been collected as Public Deposits while Rs. 2,145.08 crore (P.Y. Rs. 5,141.59 crore) was collected as Corporate Deposits. Total aggregate amount collected was Rs. 4,371.92 crore (P.Y. Rs. 7,012.76 crore).

CRISIL has for the Eighteenth consecutive year, re-affirmed a rating of "CRISIL AAA/Stable” for the Company's deposits which indicates the highest degree of safety regarding timely servicing of financial obligations and carries the lowest credit risk.

The support of the agents and their commitment to the Company has been vital in mobilization of deposits and making the product a preferred investment avenue for individual households and others.

INITIATION OF SECURITISATION PROGRAMME

In line with its liability diversification strategy, the Company has initiated groundwork during FY 2024-25 for launching its first securitisation programme, with execution planned in the subsequent financial year. The proposed structure, involving securitisation of a pool of housing loans, is aimed at broadening the Company's funding avenues. This move reflects LIC HFL's proactive approach to strengthening its balance sheet and exploring market-driven instruments to support future growth. The transaction is expected to be a key step toward building a more agile and diversified liability profile.

TRANSFER OF UNCLAIMED DIVIDEND / DEPOSITS AND SHARES TO INVESTOR EDUCATION & PROTECTION FUND (IEPF)

Pursuant to the provisions of Sections 124 and 125 of the Companies Act, 2013, rules made thereunder and Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 read with the relevant circulars and amendments thereto, the amount of dividend / deposits remaining unclaimed for a period of seven years from the date of transfer to unpaid dividend account are required to be transferred to IEPF as constituted by the Central Government. Further, as per the provisions of Section 124(6) of the Companies Act, 2013 read with the Investor Education & Protection Fund Authority (Accounting, Audit, Transfer & Refund) Rules 2016, the shares in respect of which the dividend has not been claimed for seven consecutive years are required to be transferred by the Company to the designated demat account of the IEPF Authority. The details of the unclaimed dividend/deposits and the shares transferred to the IEPF, are uploaded on the website of the Company, as per the requirements. Link for the same is https://www.lichousing.com/investors-education.

UNPAID/UNCLAIMED DIVIDEND

During the financial year under review, after giving due notice to the members, your Company has transferred unclaimed dividend of Rs. 0.95 crore pertaining to the financial year 2016-17 to the IEPF, upon expiry of seven years from the date of transfer to unpaid dividend account.

TRANSFER OF SHARES TO IEPF

Pursuant to the provisions of Section 124(6) of the Companies Act, 2013 and the Rules made thereunder, the Company has transferred in aggregate 69,477 equity shares of Rs. 2/- each to

IEPF in respect of which the dividend remained unclaimed for a period of seven consecutive years i.e., from 2016-17 till the due date of 24th September, 2024 in respect of which, individual notices had also been sent to concerned Shareholders.

UNCLAIMED DEPOSITS

A total of 283 Nos. of Fixed deposits amounting to Rs. 16.53 crore (out of which 273 are public deposits amounting to Rs. 11.14 crore) which were due for repayment on or before 31st March, 2025 were not claimed by the depositors. Since then, 63 depositors have claimed or renewed deposits of Rs. 7.14 crore (out of which 61 are public deposits amounting to Rs. 7.02 crore) as on 31st May, 2025. Depositors were appropriately intimated for renewal / claim of their deposits. Further, adequate follow-up has been initiated in respect of those cases where Fixed deposits are lying unclaimed.

As per the provisions of Section 125 of the Companies Act, 2013, deposits and interest thereon remaining unclaimed for a period of seven years from the date they became due for payment have to be transferred to the Investor Education and Protection Fund (IEPF) established by the Central Government. Accordingly, as on 31st May, 2025'7.50 lakh against unclaimed Principal and Rs. 8.47 lakh against unclaimed interest on deposits has been transferred to IEPF. Concerned depositors can claim their refunds from the IEPF authority.

Being a housing finance company registered with the National Housing Bank established under the National Housing Bank Act, 1987, the disclosures as per Rule 8(5)(v) & (vi) of the Companies (Accounts) Rules, 2014 read with section 73 and 74 of the Companies Act, 2013 are not applicable to the Company.

Any person who is entitled to claim unclaimed dividend or deposits etc. which have been transferred to IEPF, can claim the same by making an application directly to IEPF in the prescribed form under the IEPF Rules which is available on the website of IEPF i.e., www.iepf.gov.in.

REGULATORY COMPLIANCE

Following the amendment in the Finance Act of 2019 and the subsequent notification by the Reserve Bank of India (RBI) in August 2019, Housing Finance Companies (HFCs) are now categorized as Non-Banking Financial Companies (NBFCs) for regulatory purposes. Consequently, they fall under the direct oversight of the RBI. However, the National Housing Bank (NHB) will continue to supervise HFCs. In this context, the Master Direction titled 'Non-Banking Financial Company - Housing Finance Company (Reserve Bank) Directions, 2021' was issued on 17th February, 2021, superseding the regulations and directions previously outlined in Chapter XVII.

The Company diligently adheres to guidelines, circulars and directions issued by the RBI/ NHB, from time to time. The Company has fully complied with the following regulatory frameworks: - Master Direction-Non-Banking Financial Company - Housing Finance Company (Reserve Bank) Directions, 2021 - Master Direction - Reserve Bank of India (Non-Banking Financial Company - Scale Based Regulation) Directions, 2023.

Additionally, the Company has followed all the directions and guidelines prescribed by the RBI. These encompass various aspects, including acceptance of deposits, accounting standards, prudential norms, capital adequacy, credit rating, corporate governance, liquidity management, information technology framework, fair practice code, fraud monitoring, concentration of investments, risk management, capital market exposure norms, Know Your Customer (KYC) guidelines, maintenance of liquidity coverage ratio, and anti-money laundering measures.

Your Company has been maintaining capital adequacy ratio as prescribed by the RBI. The capital adequacy ratio was 23.20 percent as on 31st March, 2025, as against 20.78 percent as on 31st March, 2024 (as against the regulatory requirement of minimum 15 percent).

The Company also has been following Directions / Guidelines / Circulars issued by SEBI, MCA, NHB and RBI from time to time, as applicable to a Listed Company and an Upper Layer Non-Banking Financial Company (Housing Finance Company). Regulatory and statutory updates are regularly presented before the Board, and the Company has established robust systems and processes to ensure compliance with these requirements.

As per the requirements of the RBI's Scale based Regulations, the Internal Capital Adequacy Assessment Procedure (ICAAP) is being implemented and the ICAAP policy has been approved by the Board of Directors of the Company on 7th March, 2024 and the ICAAP implementation has been completed on during the current financial year.

The Reserve Bank of India (RBI), through Circular No. RBI/2023-24/117 dated 31st January, 2024, as extended thereafter, has mandated all regulated entities (REs) to implement streamlined internal compliance monitoring functions leveraging technology by 30th April, 2025. The circular emphasizes the adoption of a comprehensive, integrated, enterprise-wide, and workflow-based compliance management system to enhance monitoring efficiency and minimize manual intervention. In line with these regulatory expectations, adherence to this regulatory requirement, the Company has developed a Compliance Testing Tool designed to track all applicable regulatory and legal compliances, thereby improving oversight and reducing dependency on manual processes. This tool is in its initial phase of adoption and is evolving within the organisation with the increasing awareness amongst the employees who are being trained to effectively integrate this tool into their compliance routines.

Shri R. Murali was appointed as the Chief Compliance Officer with effect from 1st July, 2024, following the superannuation of Dr. D. R. Muralidharan, who relinquished the position on 30th June, 2024. The appointment was made in accordance with the requirements specified under RBI Circular No. DOS.CO.PPG/ SEC.01/11.01.005/2022-23 dated 11th April, 2022.

POLICIES AND CODES

During the year, the Company has reviewed all its policies and modifications therein as required in terms of provisions of the Act, RBI Directions, Listing Regulations and Insider Trading Regulations issued by the SEBI and placed all the statutory policies on its website at https://www.lichousing.com/ investors/policv-codes/

Disclosure under Housing Finance Companies for issuance of Non-Convertible Debentures on Private Placement Basis (NHB) Directions, 2014 read with Master Direction - Non-Banking Financial Company - Housing Finance Company (Reserve Bank) Directions, 2021.

During the financial year under review, the Non-Convertible Debentures issued on private placement basis, were repaid / redeemed by the Company on their respective due dates and there were no instances of any Non-Convertible Debentures which have not been claimed by the investors or not paid by the Company after the date on which the Non-Convertible Debentures became due for redemption.

AUDITORS, AUDIT REPORTS AND OBSERVATIONS

Statutory Audit

As per the guidelines for appointment of Statutory Central Auditors (SCAs)/Statutory Auditors (SAs) of Commercial Banks (excluding RRBs), UCBs and NBFCs (including HFCs) issued by the RBI vide ref. no. DoS.C0.ARG/SEC.01/08.91.001/2021-22 dated 27th April, 2021, the Company is required to appoint the statutory auditors for a continuous period of three years, subject to the firms satisfying the eligibility norms (to be confirmed by the firms in Form B) each year and also to inform RBI [i.e. Central Office of RBI (Department of Supervision)] about the appointment of SCAs/SAs for each year by way of a certificate in Form A within one month of such appointment. Based on the recommendation of the Audit Committee and subsequent approval by the Board of Directors, the Company has appointed the following statutory auditors:

M/s. Shah Gupta & Co., Chartered Accountants (Firm Registration No.: 109574W) and

M/s. Batliboi & Purohit, Chartered Accountants (Firm Registration No.: 101048W)

Subject to the approval of the shareholders in the ensuing Annual General Meeting, the above named auditors will serve as Joint Statutory Auditors (JSAs) for a term of three consecutive years. The appointment will be considered at the Thirty-Sixth Annual General Meeting to be held on 29th August, 2025 and will continue until the conclusion of the Thirty-Nineth Annual General Meeting in the year 2028. Upon receipt of approval from the shareholders the Company will communicate the above appointment to the National Housing Bank (NHB), RBI, and the Ministry of Corporate Affairs (MCA).

The existing Joint Statutory Auditors M/s. SGCO & Co. LLP, Chartered Accountants (Firm Registration No.: 112081W/ W100184) and M/s. Khandelwal Jain & Co., Chartered Accountants (Firm Registration No.: 105049W) shall be retiring on the conclusion of their term of three consecutive years at the Thirty-Sixth Annual General Meeting to be held on 29th August, 2025 and have conducted the audit of the standalone and consolidated Financial Statements of the Company for the FY 2024-25 in accordance with the Standards on Auditing specified under sub-section (10) of section 143 of the Companies Act, 2013. The Auditors' Report for FY 2024-25 does not contain any qualification, reservation or adverse remark on the financial statements for the year ended 31st March, 2025. The notes on financial statements referred to in the Auditors' Report are self-explanatory and do not call for any further comments. The Joint Statutory Auditors' Report dated 15th May, 2025 for the financial year 2024-25 is enclosed with the financial statements in this Annual Report.

Internal Audit

Internal Audit, Auditors and Audit Report

The Reserve Bank of India (RBI) has issued Circular No. RBI/2021-22/53-DoS. CO. PPG.SEC/03/11.01.005/2021-22 dated 11th June, 2021, making the Risk-Based Internal Audit (RBIA) Framework applicable to our Company. As per the provisions of this circular, the Company was required to establish an RBIA framework by 30th June, 2022. We are pleased to report that the Company has in place an RBIA policy in accordance with the aforementioned circular.

Internal Audit of Back Offices

The Company has a robust in-house mechanism to conduct internal audits across all its back offices, which function as key nodes for accounting, sanctioning, and disbursement activities. These audits are performed by dedicated teams from the internal audit department. To ensure consistency and thoroughness, the Company utilizes a detailed and regularly updated audit checklist/questionnaire. Each internal audit team is responsible for submitting quarterly reports on their assigned back offices. These reports are periodically reviewed by the Internal Audit Committee at the Corporate Office—a management-level body. Key findings and observations from the audit reports are thoroughly discussed and subsequently presented to the Audit Committee of the Board for their review and strategic input.

As part of the digitalisation initiatives of the Company, the Company has an in-house audit portal to facilitate real-time tracking, reporting, and closure of audit observations, thereby ensuring a robust internal control environment and enhancing overall audit efficiency and accountability across departments.

Internal Audit of Corporate Office

The Company has implemented an in-house system for conducting internal audits of the Corporate Office. Beginning with the financial year 2024-25, these audits are primarily carried out by the internal audit department. However, for specific areas requiring specialized expertise, external professionals are engaged. In this regard, M/s. SK Patodia & Co., Chartered Accountants and M/s. CNK & Associates, Chartered Accountants, were appointed with the Audit Committee's approval to provide expert support.

Secretarial Audit

Pursuant to the amendment carried out in Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2024 effective from 1st April, 2025 every listed entity shall have to appoint an individual Secretarial Auditor for one term of five consecutive years or Secretarial Audit Firm for two terms of five consecutive years each. The Regulation requires the Secretarial Auditors so appointed to be a Company Secretary in practice and peer reviewed by the Institute of Companies Secretaries of India (ICSI).

Considering the above amendment, the Board has appointed M/s. BNP & Associates (Peer Reviewed Firm), Practicing Company Secretaries, to conduct the Secretarial Audit of your Company for a term of 5 consecutive years commencing from FY 2025-26 to FY 2029-30 which shall be subject to approval of shareholders in the ensuing Annual General Meeting. M/s. BNP & Associates have confirmed that they are not disqualified to be appointed as a Secretarial Auditor and are eligible to hold office as Secretarial Auditor of your Company. If appointed, M/s. BNP & Associates shall serve as Secretarial Auditors from the conclusion of the 36th Annual General meeting till the conclusion of 41st Annual General Meeting to be held for FY 2029-30. The remuneration payable to the Secretarial Auditors shall be decided by the Board on the basis of recommendation made by the Audit Committee of the Company.

M/s. BNP & Associates diligently undertook the Secretarial Audit during the said financial year. We are pleased to report that the Secretarial Auditor's Report for the financial year 2024-25 contains no qualifications, reservations, or adverse remarks. The detailed Secretarial Audit Report in Form MR-3 is annexed to this report as Annexure-5.

Cost Records and Cost Audit:

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Companies Act, 2013 are not applicable in relation to the business activities carried out by the Company.

CORPORATE GOVERNANCE

Your Company remains dedicated to maintaining the highest standards of Corporate Governance. The Board of Directors reaffirms its strong commitment to the core values of transparency, accountability, and integrity. A comprehensive Corporate Governance Report is included as a distinct section in this Annual Report. This year's report offers an in-depth overview of our governance framework, covering inter alia areas such as our code of governance, board composition, appointment processes, criteria for membership, declarations from Independent Directors, board performance evaluations, familiarization initiatives, and our vigil mechanism.

A certificate from M/s. BNP & Associates, Practicing Company Secretaries, Mumbai (UDIN: F005578G000779560), regarding compliance of the conditions of Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is attached to the Corporate Governance Report and the same does not contain any qualification, reservation or adverse remarks.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

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

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING BY LISTED ENTITIES

The Company has entrusted the Board's ESG Committee with the responsibility of overseeing the implementation of its Business Responsibility and Sustainability Report (BRSR) principles and policies. The CSR-ESG Committee has been delegated the necessary authority to carry out all actions required in this regard. The BRSR for the reporting year, prepared in accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented in a separate section of this Annual Report.

The BRSR benchmarks the Company's performance against the principles of the 'National Guidelines on Responsible Business Conduct' and the BRSR related policies of the Company. This would enable the members to have an insight into Environmental, Social and Governance initiatives taken by the Company.

DEPOSITORY SYSTEM

To enable the trading of its shares in dematerialised form, the Company has entered into agreements with both Central Depository Services (India) Ltd. (CDSL) and National Securities Depository Ltd. (NSDL). Shareholders have the option to select their preferred Depository Participant. As of 31st March, 2025, a total of 3,383 members still hold shares in physical form. In accordance with SEBI directives, all share transactions must be conducted in dematerialised form. Shareholders holding physical shares are therefore being continuously encouraged to convert their physical holdings into dematerialised form at the earliest. For assistance, members may reach out to the Company's Registrar and Transfer Agent. It is also important to note that NSDL has been designated as the depository for various SEBI compliance requirements.

OUTLOOK FOR FY 2025-26

During the FY 2025-26 the focus, resources and logistics of the Company would be directed towards the following activities:

• Continuing to meet the housing needs of individuals and contributing to the overall growth and development of the nation;

• Growing the portfolio, eyeing growth in retail book, and increasing the share of high-margin products - Other than Housing Loan Products;

• Tapping into newer markets not presently covered by recruiting marketing intermediaries and connectors;

• Solidifying the base of Direct Marketing Executive (DME) by recruiting new DMEs and individuals and increasing business share from this channel;

• Increasing emphasis on marketing activities in smart cities to increase business share;

• Streamlining customer acquisition, enhancing efficiency of loan servicing, simplifying application processes, and improving access to financing solutions;

• Reaching out to new customers through differentiated products backed by mortgage guarantee to improve yields; moving to high-yielding segments;

• Furthering transformation-led initiatives, including Project RED and driving automation in processing leading to improvement in turn-around time; Bringing personalisation in customer servicing and enhancing customer experience throughout loan journey by:

a. Strengthening digital processes through e-appraisal and PLO

b. Making HomY app more effective and easing customer onboarding

c. Maximising digital onboarding go beyond 50% (including HomY)

d. Making use of data and analytics for segment driven customer acquisition

e. Modernising technology in line with growing business needs and automation

• Despite a competitive market impacting asset under management (AUM) growth, net interest margin (NIM) is expected between 2.5% to 2.7% and overall double digit growth in loan book, and in its assets under management (AUM);

• Customising products to tap into niche segments like HNIs and Millennials and Gen Z segments;

• Exploring strategic tie-ups to increase customer touchpoints, increasing presence in social media and augmenting customer engagement programs to increase brand visibility;

• Assessing Risk-Reward relationship in credit decision making in view of the overall profitability.

MANAGEMENT PERSPECTIVE ABOUT FUTURE OF THE COMPANY

India's housing sector is experiencing unprecedented growth, fuelled by robust government initiatives and favourable market conditions. The sector is on a growth trajectory, driven by India's changing demographic profile, rising incomes, enhanced affordability, and substantial government support. The growth in housing credit can be attributed to a strong revival in the residential property market following the pent-up demand. An improving macro-economic environment, rapid pace of urbanisation, nuclearisation of families, and affordable mortgages are also aiding the industry.

Valued at Rs. 33 trillion, India's housing finance market is expected to grow by a CAGR of 15-16% between 2024-25 and 2029-30 to Rs. 71-81 trillion, as per a report by CareEdge Ratings. This growth will be driven by robust structural elements and favourable government incentives, making housing finance an attractive asset class for lenders. The retail segment remains the primary growth driver for housing finance companies.

During the year 2024-25, your Company solidified its market presence, improved asset quality, and ensured stable Net Interest Margins to cater to increasing business appetite. With its best-in-class 9,000 + strong active agency force, the Company continued to be on its transformation journey with the widest network of offices and a growing reach across the nation. It ramped up its presence in Tier 2 & 3 cities, strengthened its distribution network and enhanced the business through developer connectors and strategic tie-ups. It strives to reduce its delinquencies, bring down non-performing assets and fast-track recovery and monitoring.

With digital transformation, your Company's endeavour is to improve service standards through ongoing digital transformation of the processes. Project Red, the Company's ongoing transformation initiative, helped expand its digital initiatives to counter competition and roll out key business expansion strategies, and is making effective use of data and analytics for segment-driven customer acquisition. It continues to leverage technology to ease customer onboarding, streamline processes and expand the scope of business potential mapping. Efforts are being taken to make the HomY app more effective, maximise digital onboarding to more than 50% and considerably improve upon TAT.

Moving forward, the Company is increasing its presence in the unorganised sector, which contributes hugely to the economy. It is growing the loan book by tapping further opportunities and also increasing focus on high-yielding products. It disbursed loans under the Government's flagship housing scheme, Pradhan Mantri Awas Yojana, benefiting homebuyers from the economically weaker sections (EWS), low-income group, and middle-income groups.

During the year, the Company maintained its trend of setting rates of interest at par with banks. It also focused on designing products addressing the emerging and evolving needs of customers in the non-core segment. To further expand its reach and deliver value to its shareholders, it emphasised on judicious management of treasury and other aspects of operations to ensure co-ordinated and result-oriented efforts in its business and to increase market share.

Moving ahead, your Company continues to churn its borrowings to maintain lower borrowing cost and to positively impact Net Interest Margin (NIM). It endeavours to put in place the best corporate governance practices through constant review and upgradation of compliance initiatives.

Your Company is further strengthening its underwriting procedures and improving operational flexibility, strengthening digital outreach and focusing on customer contact. It tracks and analyses the performance of its loan portfolio continuously to identify potential areas of concern and takes corrective actions. It maintains an aggressive approach towards recovery activities, with several follow-up mechanisms such as tele calling, contacting borrowers, SMS, e-mails and other communication on a regular basis, and initiates action under SARFAESI / NCLT under chronic cases.

The Company plans to also continue growing in the Individual Home Loan category and is promoting its flagship products.

COMPLIANCE UNDER COMPANIES ACT, 2013

Pursuant to section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, the Company has diligently fulfilled its compliance requirements. The specific details of compliances under Companies Act, 2013 are as follows:

ANNUAL RETURN:

In accordance with Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return as on 31st March, 2025 is available on the website of the Company in the following link (Please download the document and then try to view):

https://www.lichousing.com/annual-report-companies-act

REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Joint Statutory Auditors and the Secretarial Auditors did not report any instances of fraud involving the Company's officers, employees, or external parties. Had any such cases arisen, these would have been disclosed in the Board's report in accordance with Section 143(12) of the Companies Act, 2013.

SECRETARIAL STANDARDS:

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

RATING RATIONALE:

Your Company's financial discipline and prudence is reflected in the strong credit ratings ascribed by rating agencies. The details of credit rating are disclosed in the Corporate Governance Report, which forms part of this Integrated Annual Report.

BOARD MEETINGS HELD DURING THE YEAR:

During the year under review, Seven (7) Board meetings were convened and held. Detailed information on these Board meetings as well as meetings of several Committees set up by the Board, their composition and attendance record of the members of respective Committees is included in the Report on Corporate Governance which forms integral part of this Annual Report.

DIRECTORS' RESPONSIBILITY STATEMENT:

The financial statements have been prepared in accordance with Indian Accounting Standards (IndAs) under the historical cost convention on accrual basis except for certain financial instruments, which are measured at fair values. The Company adheres to the provisions of the Companies Act, 2013 (to the extent modified), guidelines issued by SEBI, and guidelines issued by the National Housing Bank (NHB) and the Reserve Bank of India (RBI) (collectively referred to as 'the Previous GAAP') in preparation of the financial statements.

The Ind AS are prescribed under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time, and other accounting principles generally accepted in India. Accounting policies have been consistently applied. Wherever applicable, newly issued accounting standards or revisions to existing standards have been duly incorporated into the accounting policies hitherto in use.

In accordance with the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, and based on the information provided by the management, your Directors state that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed and there are no material departures;

(b) the Directors had selected such accounting policies and applied them consistently and made judgments 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 31st March, 2025 and of the profit of the Company for the year ended on that period

(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) the Directors had prepared the annual accounts on a going concern basis;

(e) the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively. Note on internal financial control is attached as Annexure 1 to this Report and

(f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors and external consultants, including the audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by management and the relevant board committees, including the audit committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY 2024-25.

STATEMENT ON DECLARATION FROM INDEPENDENT DIRECTORS:

The Company has obtained the required declarations from each Independent Director as per Section 149(7) of the Companies Act, 2013. These declarations affirm that the independent directors satisfy the independence criteria specified in Section 149(6) of the Companies Act, 2013, and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION INCLUDING CRITERIA:

The Company endeavours to have an appropriate mix of executive, non-executive and independent directors to maintain the independence of the Board and separate its functions of governance and management. As of 31st March, 2025, the Board comprises of Thirteen (13) members as under:

One (1) Executive Director and two (2) Non-Executive Nominee Directors nominated by LIC of India ('The Promoter'), being the Managing Director & CEO, the Chairman and the Non-Executive Director, Two (2) Non-Executive and Non-Independent Directors. Eight (8) Non-Executive Independent Directors, including one Independent woman director.

The Nomination and Remuneration Committee had laid down Criteria for determining Director's Qualification, positive attributes and independence of a Director, remuneration of Directors, Key Managerial Personnel and also criteria for evaluation of Directors, Chairperson, Non-Executive Directors and Board as a whole and also the evaluation process of the same.

The performance of the members of the Board, and the Board as a whole was evaluated at the meetings of Independent Directors held on 27th February, 2025 and 5th March, 2025.

We affirm that except for the Nominee Director (Chairman, LIC Nominee Director and Managing Director & CEO), sitting fees are paid to all the other Directors for Board and Committee Meetings attended by them. However, the Managing Director & CEO is being paid remuneration as applicable to an Officer in the cadre of Zonal Manager (Selection Scale) of LIC of India and PLI as per the terms laid out in the Nomination and Remuneration Policy of the Company. The remuneration payable to them has been duly approved by the Board and also by the shareholders of the Company.

QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE BY JOINT STATUTORY AUDITORS AND SECRETARIAL AUDITOR:

There are no observations, qualifications, reservations or adverse remarks in the Joint Statutory Auditors' Report dated 15th May, 2025 for the FY 2024-25.

The management accepts responsibility for establishing and maintaining internal controls and has evaluated the effectiveness of the internal control system of the Company details of which have been disclosed to the Auditors and the Audit Committee, the deficiencies, of which the management is aware of, in the design or operation of the internal control systems and has accordingly taken steps to rectify these deficiencies.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Pursuant to Section 186(11) of the Companies Act, 2013, details of loans made, guarantee given, or security provided by the HFC in the ordinary course of its business are exempted from disclosure in the Annual Report to the members.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO SECTION IN 188(1) OF THE COMPANIES ACT, 2013 READ WITH RULE 8(2) OF COMPANIES (ACCOUNTS) RULES, 2014:

Given the nature of the industry in which the Company operates, all Related Party Transactions entered into during the financial year were conducted in the ordinary course of business and on an arm's length basis. The Company did not engage in any materially significant related party transactions with Promoters, Directors, Key Managerial Personnel, or other individuals that could potentially conflict with the Company's interests. All such transactions are reviewed and approved by the Audit Committee and the Board of Directors, as applicable. In addition, prior omnibus approval, in accordance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is obtained from the Audit Committee for repetitive transactions and those which are conducted in the ordinary course of business.

The Related Party Transactions Policy and Procedures, as amended from time to time, as reviewed by the Audit Committee and approved by Board of Directors is uploaded on the website of the Company at https://www.lichousing.com/policv-codes.

The particulars of contracts or arrangements with the 'Related Parties' referred to in sub-section (1) of Section 188 of the Act, are furnished in Note No. 47 of the Notes forming part of the Standalone Financial Statements and the Consolidated Financial Statements for FY 2024-25, forming a part of the Annual Report. This apart, the same is also referred to in Annexure—3 which forms an integral part of the Board's Report.

Form AOC-2 pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 is annexed as Annexure- 2 to this report.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year of the Company i.e. 31st March, 2025 and the date of the Board's Report i.e. 1st August, 2025.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

Since the Company is engaged in financial services activities, its operations are not energy intensive nor do they require adoption of specific technology and hence information in terms of Section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014 is not provided in this Board's Report.

A. Technology absorption -

(i) Company has implemented Terra Economics and Analytics Lab (TEAL) platform for property due diligence of land and property in India which has resulted in automation and paperless due diligence. Company has also implemented account aggregator facility from NESL Asset Data Limited (NADL). The Account Aggregator (AA) framework facilitates secure and consent based sharing of financial data between institutions resulting better transparency and security of financial data.

(ii) The benefits derived from the technology absorption and initiatives undertaken for technological updation and further integrations are mainly towards:

• Reduced TAT for customer onboarding;

• Digital lending and STP process;

• Phygital journey enables lesser paper consumption;

• Secured Transactions;

• Online payment services

(iii) There was no imported technology acquired by the Company in the last three years reckoned from the beginning of this financial year.

(iv) The expenditure incurred on Research and Development - Not applicable

B. Foreign Exchange Earnings and Outgo-

During the year ended 31st March, 2025, the Company did not have any foreign exchange earnings.

Following is the foreign exchange outgo transaction during the year:

1. A total of Rs. 1.18 crore was incurred towards Operating Expenses of Overseas Area Offices.

2. The Company had delisted its Global Depository Receipts from the Luxemburg Stock Exchange with effect from 25th March, 2024. The Company during the year paid Rs. 0.61 lakh to the Luxemburg Stock Exchange towards the Annual Maintenance Charges for listing services on a pro-rata basis for a period between 1st January, 2024 to 25th March, 2024.

The above transaction does not include foreign currency cash flows in derivatives and foreign currency exchange transactions.

RISK MANAGEMENT POLICY OF THE COMPANY:

As part of the company's continued commitment towards strengthening its risk management framework, several new initiatives were undertaken during the year. These include enhancements to the Internal Capital Adequacy Assessment Process (ICAAP), with a focus on aligning capital planning more closely with the company's risk profile and strategic objectives. Additionally, the Internal Risk Control Matrix has been updated to ensure it remains robust and finely tuned to the organization's evolving risk environment. These updates aim to reinforce the company's ability to proactively identify, assess, and manage risks, thereby enhancing overall resilience and governance.

The Company's Board of Directors has established a Risk Management Committee tasked with developing, implementing, overseeing, and reviewing the risk management policy. This committee also evaluates the current status of the risk limits set in the policy and provides regular reports to the Board. As part of the risk management framework, the Company identifies and evaluates potential risks, assessing the necessary controls for each identified risk. Comprehensive policies and procedures are in place to ensure continuous monitoring, mitigation and reporting.

The Company maintains a robust Risk Management Policy. During the financial year under review, the Risk Management Policy of the Company was reviewed and put up to the Board of Directors. The same was approved at the Board Meeting dated 5th March, 2025.

The Board affirms that none of the risks faced by the Company pose a threat to its existence.

REMUNERATION POLICY

The Company has framed the Remuneration Policy in order to align itself with various provisions under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and RBI Circular DOR.GOV.REC.No.29/18.10.002/2022-23 dated 29th April, 2022. The Policy was last reviewed by the Board on 7th March, 2024.

The Remuneration policy relating to the remuneration of Directors, Key Managerial Personnel and other employees are as below:

REMUNERATION TO NON-EXECUTIVE DIRECTORS:

The Non-Executive Directors would be paid such amount of sitting fees as decided by the Board from time to time for every Board and Committee Meeting they attend subject to the ceiling laid down in the Companies Act, 2013. Apart from sitting fees no other remuneration / commission would be payable to them.

In future, if Company decides to pay any remuneration / commission to Non-Executive Independent Directors, the same will be in compliance with the Companies Act, 2013 and Regulation 17(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time.

REMUNERATION TO NON-EXECUTIVE NOMINEE DIRECTORS:

The Non-Executive Nominee Directors are not paid any sitting fees for the Board and Committee Meetings they attend. The Non-Executive Nominee Directors are not paid any salary and / or other benefits by the Company.

REMUNERATION TO MANAGING DIRECTOR & CEO:

The Managing Director & CEO is paid remuneration as applicable to an officer in the cadre of Zonal Officer (Selection Scale) of LIC of India. This apart, he is entitled for PLI as per criteria approved by the Nomination and Remuneration Committee of the Board and by the shareholders.

As and when there is any revision in the pay scales of the Managing Director & CEO as per the charter decided by the LIC of India, then the same is made applicable to the Managing Director & CEO at par with those of the officials in the similar cadre. Further, tenure and terms and conditions of appointment of Managing Director & CEO are as decided by LIC of India from time to time and as approved by the Board of Directors of the Company.

However, the remuneration payable to the Managing Director & CEO at any point of time shall be within the limits specified under the Companies Act, 2013 and as per Regulation 17(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time.

REMUNERATION TO KEY MANAGERIAL PERSONNEL (OTHER THAN MD & CEO) AND OTHER EMPLOYEES:

In the present set up of the Company, the Key Managerial Personnel, other than Managing Director & CEO, are the Company Secretary and Chief Financial Officer. Remuneration payable to Company Secretary, Chief Financial Officer and other employees is as decided by the Board of Directors as per Service Terms, Conduct Rules 1990 as amended from time to time and as recommended by the Nomination and Remuneration Committee. Further the Company has in place the Compensation Policy for Key Managerial Personnel and Senior Management which is in confirmation to the requirements of the circular issued by the Reserve Bank of India dated 29th April, 2022 on Guidelines on Compensation of Key Managerial Personnel and Senior Management in NBFCs.

Except Managing Director & CEO who is a whole time Executive Director, none of the Directors of the Company are paid excluding sitting fees as indicated above, any other remuneration or any elements of remuneration package under major groups, such as salary, benefits, bonuses, stock options, pension, performance linked incentive etc.

CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY:

In compliance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time, the Company has established Corporate Social Responsibility Committee of the Board and the statutory disclosures with respect to the CSR Committee and an Annual Report on CSR activities is annexed as Annexure-4 to this report.

Composition of the Corporate Social Responsibility Committee is as follows:

Shri Akshay Kumar Rout	Chairman	Non-executive NonIndependent Director
Smt. J. Jayanthi	Member	Non -Executive Independent Director
Shri Ramesh Adige	Member	Non -Executive Independent Director
Shri T Adhikari	Member	Managing Director & CEO

ANNUAL EVALUATION MADE BY THE BOARD OF ITS OWN PERFORMANCE:

The Nomination and Remuneration Committee had formulated and recommended the evaluation criteria and process for the Directors, Chairperson, Non-Executive Directors, Board-level committees, and the Board as a whole.

The Board of Directors, including the independent directors, conducted an annual performance evaluation in accordance with the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This evaluation was carried out through circulation of the criteria formulated. The Board's performance was assessed based on inputs received from all Directors. Criteria included the Board's composition and structure, the effectiveness of Board processes, information and functioning, disclosure and communication processes, and access to timely, accurate, and relevant information.

The performance of the various Board Committees was evaluated by the Board, using inputs from the respective committee members. The criteria for this evaluation included the composition of the committees, the effectiveness of committee meetings, and their overall functioning.

The Board also reviewed the performance of individual Directors. This was based on criteria such as the Director's contribution to Board and Committee Meetings, their preparedness on the issues discussed, their meaningful and constructive contributions and inputs in meetings, and their ability to present views convincingly and resolutely. The Chairman was also evaluated on the key aspects of his role.

The Independent Directors held a meeting on 27th February, 2025 and 5th March, 2025 to evaluate the performance of Non-Independent Directors, the Board as a whole, and the Chairman.

REPORT ON THE PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENT:

Pursuant to Section 129 of the Companies Act, 2013, the Company has prepared a consolidated financial statement of the Company along with its subsidiaries and associates, in the same form and manner as that of the Company which shall be laid before the ensuing Thirty Sixth Annual General Meeting of the Company along with the Company's Financial Statement under sub-section (2) of Section 129 i.e. Standalone Financial Statement. Further, pursuant to the provisions of Indian Accounting Standard (Ind AS) 110, Consolidated Financial Statements notified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, issued by the Ministry of Corporate Affairs, the Consolidated Financial Statements of the Company along with its subsidiaries and associates for the year ended 31st March, 2025 forms a part of this Annual Report.

In accordance with the provisions of Section 136 of the Companies Act, 2013, the Annual Report of the Company, the Annual Financial Statements and the related documents of the Company's subsidiary and associate companies are hosted on the website of the Company.

Directors:

As on 31st March, 2025, the Board comprised thirteen (13) members, including two (2) Non-Executive Non-Independent Directors and one (1) Executive Director nominated by the promoter, Life Insurance Corporation of India. The promoter nominees on the Board are Shri Siddhartha Mohanty, Non-Executive Director and Chairman; Shri Jagganath Mukkavali, Non-Executive Director; and Shri T. Adhikari, Managing Director & CEO.

In addition to the aforementioned two Non-Executive Nominee Directors, the Board includes two (2) other Non-Executive, Non-Independent Directors — Shri P. Koteswara Rao and Shri Akshay Kumar Rout.

The remaining eight (8) members of the Board are Independent Directors, including one Woman Independent Director — Smt. Jagennath Jayanthi. The other Independent Directors are Shri Ameet N. Patel, Shri V. K. Kukreja, Shri Kashi Prasad Khandelwal, Shri Ravi Krishan Takkar, Shri Sanjay Kumar Khemani, Shri Ramesh Lakshman Adige, and Shri Anil Kaul*

(*) Shri Anil Kaul was appointed as an Independent Director w.e.f. 15th May, 2024.

Succession Planning:

In line with the Company's commitment towards ensuring business continuity, leadership stability, and the effective execution of long-term strategic goals, the Board has adopted a structured approach to succession planning at the top leadership level. To facilitate a seamless leadership transition and minimize disruption, the Board has resolved that the incoming Managing Director & Chief Executive Officer (MD & CEO) will be appointed in advance—ideally 4 to 6 months prior to formally assuming the role.

In terms of Article 138(b) of the Articles of Association of Company, LIC of India is entitled to nominate up to one third of the total number of Directors of the Company and therefore, the Board after consideration, approved the posting of senior official from LIC of India as Nominee of LIC of India for the post of COO as part of succession plan for MD & CEO with a view to ensure stability and effective implementation, within a reasonable time (generally 4 to 6 months) prior to the exit of the serving MD&CEO, of long term business strategies. LIC of India had posted Shri T Adhikari as COO of the Company with effect from 22nd June, 2023 (date of Joining LICHFL being 7th September, 2022). Subsequently he was appointed as the Managing Director & CEO w.e.f. 03rd August, 2023 and his appointment has been approved by the Members in the 34th Annual General Meeting held on 28th August, 2023. Currently, there is no officer designated as COO.

Further, in terms of the Regulation 17 (4) of the SEBI (LODR), 2015 the Company has adopted a succession planning policy for its Key Managerial and Senior Management personnel which has been hosted on the website of the Company on the below mentioned link:

https://www.lichousing.com/static-assets/pdf/Policv on Succession Planning.pdf?crafterSite=lichfl-corporate- website-cms&embedded=true

APPOINTMENTS / RESIGNATIONS OF DIRECTORS: Appointments:

Shri Anil Kaul (DIN: 00644761)

As per the recommendation of the Nomination and Remuneration Committee, which undertook process of due diligence, and considered the candidature to be suitable and eligible based on evaluation, qualification, expertise, track record, integrity and 'fit and proper' criteria, the Board at its meeting held on 15th May, 2024 approved the appointment of Shri Anil Kaul as an Additional Director (Non-Executive Independent) for a period of five consecutive years, not liable to retire by rotation. The resolution approving the appointment of the Independent Director was passed by the shareholders on 12th July, 2024 through Postal Ballot.

Shri Masil Jeya Mohan (DIN: 08502007)

As per the recommendation of the Nomination and Remuneration Committee, which undertook process of due diligence, and considered the candidature to be suitable and eligible based on evaluation, qualification, expertise, track record, integrity and 'fit and proper' criteria, the Board at its meeting held on 2nd June, 2025 approved the appointment of Shri Masil Jeya Mohan as an Additional Director (Non-Executive Independent) for a period of five consecutive years, not liable to retire by rotation subject to the approval of the shareholders to be obtained in the ensuing 36th Annual General Meeting of the Company.

Shri T C Suseel Kumar (DIN: 06453310)

As per the recommendation of the Nomination and Remuneration Committee, which undertook process of due diligence, and considered the candidature to be suitable and eligible based on evaluation, qualification, expertise, track record, integrity and 'fit and proper' criteria, the Board at its meeting held on 2nd June, 2025 approved the appointment of Shri T C Suseel Kumar as an Additional Director (Non-Executive Independent) for a period of five consecutive years, not liable to retire by rotation subject to the approval of the shareholders to be obtained in the ensuing 36th Annual General Meeting of the Company.

Shri Ratnakar Patnaik (DIN: 10283908)

The Company received nomination from LIC of India for appointment of Shri Ratnakar Patnaik on the Board of the Company. The Nomination and Remuneration Committee undertook process of due diligence, and considering the candidature to be suitable and eligible based on evaluation, qualification, expertise, track record, integrity and 'fit and proper' criteria recommended the appointment of Shri Ratnakar Patnaik and based on which the Board through resolution by circulation dated 13th June, 2025 approved the appointment of Shri Ratnakar Patnaik as Additional Non-Executive Director, liable to retire by rotation subject to the approval of the shareholders to be obtained in the ensuing 36th Annual General Meeting of the Company.

Reappointment of Independent Directors for Second Term

(a) Shri Kashi Prasad Khandelwal (DIN: 00748523)

Shri Kashi Prasad Khandelwal being eligible for reappointment for second term of five consecutive years, was reappointed as an Additional Director (Independent Category) by the Board with effect from 1st July, 2024 for second term of five consecutive years up to 30th June, 2029 and his reappointment as the Independent Director was approved by the members in the 35th Annual General Meeting of the Company held on 30th August, 2024.

(b) Shri Sanjay Kumar Khemani (DIN: 00072812)

Shri Sanjay Kumar Khemani being eligible for reappointment for second term of five consecutive years, was reappointed as an Additional Director (Independent Category) by the Board with effect from 1st July, 2024 for second term of five consecutive years up to 30th June, 2029 and his reappointment as the Independent Director was approved by the members in the 35th Annual General Meeting of the Company held on 30th August, 2024.

Cessations:

1. Dr. Dharmendra Bhandari (DIN: 00041829)

Dr. Dharmendra Bhandari ceased to act as the Non-Executive Independent Director of the Company with effect from 18th August, 2024 due to completion of his second term of consecutive five years as an Independent Director.

2. Shri Jagganath Mukkavali (DIN: 10090437)

Shri Jagganath Mukkavali ceased to be the Non-Executive Director with effect from 30th May, 2025 on account of his superannuation from the services of LIC of India.

3. Shri Siddharth Mohanty (DIN: 08058830)

Shri Siddharth Mohanty ceased to be the Non-Executive Director and Chairman on the Board of the Company with effect from 7th June, 2025 on account of his superannuation from the services of LIC of India.

4. Shri V K Kukreja (DIN: 01185834)

Shri V K Kukreja ceased to act as the Non-Executive Independent Director of the Company with effect from 30th June, 2025 due to completion of his second term of consecutive five years as an Independent Director.

DIRECTOR RETIRING BY ROTATION:

Shri Akshay Rout (DIN: 08858134) who has been longest in office would be retiring by rotation at the ensuing Annual General Meeting and is eligible for re-appointment.

APPOINTMENTS / RESIGNATION OF THE KEY MANAGERIAL PERSONNEL:

Shri Tribhuwan Adhikari, Managing Director & CEO, Mr. Lokesh Mundhra, Chief Financial Officer and Ms. Varsha Hardasani, Company Secretary & Compliance Officer, are the Key Managerial Personnel (KMP) as per the provisions of the Companies Act, 2013.

The following changes took place in the positions of the KMPs:

Cessation of Shri Sudipto Sil as Chief Financial Officer

Shri Sudipto Sil ceased to be the Chief Financial Officer of the Company with effect from 17th April, 2025 on account of his transfer and redesignation as the Senior Deputy Regional Manager, Marketing at the Western Regional Office of the Company.

Appointment of Shri Lokesh Mundhra

Shri Lokesh Mundhra was appointed as the Chief Financial Officer (CFO) of the Company with the approval of the Board of Directors in their Board Meeting held on 17th April, 2025.

COMMITTEES OF THE BOARD:

The Company has various Committees which have been constituted as a part of the best corporate governance practices and in compliance with the requirements of the relevant provisions of applicable laws and statutes.

The Company has the following Committees of the Board:

I) Audit Committee

II) Stakeholders Relationship Committee

III) Nomination and Remuneration Committee

IV) CSR Committee

V) Risk Management Committee

VI) Executive Committee

VII) Debenture Allotment Committee

VIII) Strategic Investment Committee

IX) IT Strategy Committee

X) Preferential Allotment Committee**

XI) Investment Committee*

XII) Committee for approval of issuance of Duplicate Share Certificate(s)*

XIII) ESG Committee

XIV) Fraud Monitoring Committee

XV) Settlement Committee

** Note: The Preferential Allotment Committee is an event based Committee which had been constituted for the limited purpose of allotment of the Equity Shares on private placement basis to the promoters on 8th September, 2021.

*Note: The Investment Committee is an event based Committee which has been constituted to meet only in case any investment proposals needs to be considered.

*Note: Committee for approval of issuance of Duplicate Share Certificate? has only been constituted to sign and approve the request for issuance of Duplicate Share Certificate?. The approval takes place through circulation of the relevant documents to the signing authorities based on their availability. No physical meeting of the said Committee is generally held.

Composition of Audit Committee is as follows:

Shri Kashi Prasad Khandelwal	Chairman	Non-Executive - Independent Director
Shri V K Kukreja$	Member	Non-Executive - Independent Director
Smt. Jagennath Jayanti	Member	Non-Executive - Independent Director
Shri Anil Kaul*	Member	Non-Executive - Independent Director
Shri Masil Jeya Mohan#	Member	Non-Executive- Independent Director

$Shri V K Kukreja ceased to act as an Independent Director of the Company, due to completion of his 2nd consecutive term of 5 years each on the close of business hours of 29th June, 2025

*Shri Anil Kaul was appointed as the member of the Committee w.e.f. 15th May, 2024 on account of reconstitution of the Committee.

# Shri Masil Jeya Mohan has been appointed as an Additional Independent Director for a term of 5 years w.e.f. 2nd June, 2025 and his appointment as a Director shall be subject to the approval of the shareholders in the ensuing Annual General Meeting of the Company.

There is no instance, during the financial year, when the recommendations of Audit Committee have not been accepted by the Board.

The details with respect to the compositions, powers, roles, terms of reference etc. of relevant committees are given in detail in the Report on Corporate Governance which forms part of this Report.

SUBSIDIARIES AND GROUP COMPANIES

As on 31st March, 2025, the Company has four Subsidiaries namely, LICHFL Care Homes Limited, LICHFL Asset Management Company Limited, LICHFL Trustee Company Private Limited and, LICHFL Financial Services Limited. The Consolidated financial statements incorporating the results of all the subsidiaries of the Company for the year ended 31st March, 2025, are attached along with the statement pursuant to Section 129 of the Companies Act, 2013, with respect to the said subsidiaries. Brief write up including the performance and financial position of each of the subsidiaries are provided as under:

1. LICHFL Care Homes Limited

LICHFL Care Homes Limited, a wholly owned subsidiary of LIC Housing Finance Limited, was incorporated on 11th September, 2001. The basic purpose of incorporating the Company was to establish and operate 'assisted living community centres' for the senior citizens.

During the FY 2024-25, the Company reported Losses of Rs. 3.74 crore.

The Company has successfully completed a project at Bangalore in two Phases and Jeevan Anand Project at Bhubaneswar.

Further, the Company is in the process of developing new Care homes project at Jaipur, Rajasthan and Aluva, Kerala. The Company is also in the process of purchasing land at various locations across the Country. Going forward, these projects are likely to further improve the overall operations and stability of the Company.

2. LICHFL Asset Management Company Limited

The Company was incorporated on 14th February 2008. The Company is in the business of managing, advising, administering Private Equity Funds including Venture Capital Fund (VCF) and Alternate Investment Fund (AIF).

The Company was appointed as Investment Manager in 2010 to raise and manage the LICHFL Sponsored, LICHFL Urban Development Fund (LUDF). The Company has raised total commitments of Rs. 529.35 crore from Banks, Financial Institutions, Corporates and HNIs as against the targeted size of Rs. 500 crore and announced financial closure on 30th March, 2013. The Company has deployed Rs. 461.30 crore in 9 Portfolio Companies, acquisition or operation of affordable / mid income housing, related infrastructure and Hospitals. Against total of 9 portfolio investments of Rs. 461.30 crore, portfolio level IRR achieved on basis of cash received of Rs. 677.23 crore from 7 complete exits and 1 partial exit, amounts to 16.74%. This excludes amounts to be received from 2 subsisting portfolio companies.

The Company also launched an Alternative Investment Fund (AIF) namely LICHFL Housing & Infrastructure Fund (LHIF), with a total corpus of Rs. 1000 crore including Green Shoe Option (GSO) of Rs. 250 crore and the focus of the Fund is on Affordable Housing and Property backed Infrastructure in sectors which include Educational Institutions, Hospitals, Industrial Parks & Warehouses. As on 31st March 2025, the total Contribution Agreements signed in respect of LICHFL Housing & Infrastructure Fund is Rs. 812 crore of which the drawable amount is Rs. 765 crore. Fund has made cumulative drawdown call of Rs. 693.62 crore (Inc. Rs. 66.92 crore of fees and expenses). The Fund has received Rs. 439.98 crore from Portfolio Companies (including Rs. 26.06 crore received as management fees and Rs. 1.41 crore as other fee income). Distributed to Investors Rs. 412.51 crore on basis of investments made, distribution received and valuation, the Fund is poised to achieve an IRR of 20%.

The Company has also launched another fund which was registered with SEBI - LICHFL Real Estate Debt Opportunities Fund - I on 30th March 2021 under AIF Category II of SEBI Alternate Investment Fund Regulations 2012 (AIF). The Fund is having a target corpus of Rs. 3,000 crore (Base corpus of Rs. 2,000 crore plus Rs. 1,000 crore as green shoe option). The Fund is envisaged to be raised from both Domestic and Overseas Investors. The focus sector of the Fund is Housing. The Fund has received commitment of 300 crore from LIC of India, 450 crore from LIC Housing Finance Limited, 65 crore from Indian Bank and IDBI Bank.

During the FY 2024-25, the Company earned a Profit before Tax (PBT) of Rs. 11.11 crore and Profit after Tax (PAT) stood at Rs. 8.72 crore. The Company has recommended dividend @ 35% for FY 2024-25 on it's paid-up share capital.

3. LICHFL Trustee Company Private Limited

The Company was incorporated on 5th March, 2008. The Company is undertaking the business of trusteeship services for Venture Capital Funds (VCFs) and Alternative Investment Funds (AIFs).

The Company was appointed as Trustee in 2010 for LICHFL Fund and further appointed LICHFL Asset Management Company Limited (LICHFL AMC) as Investment Manager for the Fund. In 2010 the Company had registered LICHFL Fund with SEBI as Venture Capital Fund (VCF) under the SEBI (Venture Capital Funds) Regulations, 1996. LICHFL Urban Development Fund achieved its financial closure with Rs. 529.35 crore on 30th March, 2013.

The Company was appointed as Trustee in 2017 for LICHFL Housing & Infrastructure Trust (LHIT) and further appointed

LICHFL AMC Ltd. as Investment Manager for LICHFL Housing and Infrastructure Fund (LHIF). The Company had received registration for LHIF on October 2017 from SEBI under Alternative Investment Fund Regulations, 2012 as Category - I Infrastructure. LICHFL AMC launched LICHFL Housing & Infrastructure Fund (LHIF) in October 2017 and achieved initial closing on 31st March 2018. The Fund announced its final closing on 31st March 2021.

The Company has been recently appointed as Trustee on 30th March 2021 for a New Fund registered with SEBI - LICHFL Real Estate Debt Opportunities Fund - I on 30th March 2021 and appointed LICHFL AMC Ltd. as Investment Manager for the Fund.

During the FY 2024-25, the Company earned a Profit before Tax (PBT) of Rs. 0.28 crore and Profit after Tax (PAT) stood at Rs. 0.21 crore.

4. LICHFL Financial Services Limited

LICHFL Financial Services Limited, a wholly owned subsidiary of LIC Housing Finance Limited, was incorporated on 31st October, 2007, for marketing of housing loans, insurance products (Life and General Insurance), mutual funds, fixed deposits, credit cards. It became operational in March, 2008 and at present, it has 45 offices spread across the country.

The vision of the Company is "SARVESHAM POORNAM BHAVATU” - to provide complete financial solutions” to secure not only the present but also the future of the customer and his family. In this endeavour, the marketing officials assist at every step - right from financial planning to manage every aspect of investment, both for the short & long term.

At present, the Company distributes Life Insurance products of LIC of India, Home Loans & Fixed Deposits of LIC Housing Finance Limited, Mutual Funds of various fund houses, General Insurance products of United India Insurance Company Limited, Tata AIG General Insurance Company Limited and HDFC ERGO General Insurance Company Ltd., Health Insurance products of Aditya Birla Health Insurance Co. Ltd. and Star Health and Allied Insurance Co. Ltd., and Point of Presence for National Pension System (NPS). More business verticals will be added depending on market opportunities and customer needs.

The Company has earned a Profit before Tax (PBT) of Rs. 28.45 crore and Profit after Tax (PAT) stood at Rs. 21.53 crore for the FY 2024-25 and recommended dividend @ 30% for FY 2024-25 on paid up share capital of Rs. 9.50 crore.

The Company is striving to improve its Performance across all Business verticals in the coming years.

Name/s of Company/ies which have ceased / become subsidiary/joint venture/associate: None

AS ON 31ST MARCH, 2025, THE COMPANY HAS TWO ASSOCIATE COMPANIES NAMELY LIC MUTUAL FUND ASSET MANAGEMENT COMPANY LIMITED AND LIC MUTUAL FUND TRUSTEE COMPANY PRIVATE LIMITED.

The Company does not have any material subsidiary as defined under Regulation 16 and Regulation 24 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Annual Report which consists of the financial statements of the Company on standalone as well as consolidated financial statements of the group for the year ended 31st March 2025, has been sent to all the members of the Company where E-Mail IDs are registered with the Company. Physical copies of the report shall be provided only upon specific requests. It does not contain Annual Reports of Company's subsidiaries. The Company will provide Annual Report of all subsidiaries upon receipt of request by any member of the Company. These Annual Reports are also available on Company's website viz www.lichousing.com.

No significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status as also the operations of the Subsidiary Companies in future.

1. LIC Mutual Fund Asset Management Company Limited (LICMFAMC)

LIC Mutual Funds was incorporated on 20th April 1994. LIC Housing Finance Limited holds 33.52% equity in this entity. Being an associate company of India's premier and most trusted brand, LIC Mutual Fund is one of the well-known players in the asset management sphere. With a systematic investment discipline coupled with a high standard of financial ethics and corporate governance, LIC Mutual Fund is emerging as a preferred Investment Manager amongst the investor fraternity.

LIC Mutual Fund endeavours to create value for its investors by adopting innovative and robust investment strategies, catering to all segments of investors. LIC Mutual Fund believes in providing delight to its customers and partners by way of superior investment experience and unparalleled service thereby truly bringing them Khushiyaan, Zindagi Ki.

For the FY 2024-25, the Company earned a Profit before Tax (PBT) of Rs. 9.30 crore and Profit after Tax (PAT) stood at Rs. 8.53 crore.

2. LIC Mutual Fund Trustee Company Private Limited

LIC Mutual Fund Trustee Private Limited (Trustee Company) is the Trustee to the Mutual Fund, LICMFAMC. LIC Housing Finance Limited holds 35.30% equity in this entity. LIC of India is the Sponsor of the Mutual Fund. The AMC either directly or through third party service providers engaged by the AMC (Service Providers) such as the Registrar and Transfer agents collects, receives, possesses, stores, deals or handles information received from investors/client/ customers whether existing or prospective.

The Company has earned a Profit before Tax (PBT) of Rs. 28.52 lakh and Profit after Tax (PAT) stood at Rs. 21.52 lakh for the FY 2024-25.

FINANCIAL DETAILS OF SUBSIDIARIES

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 ('the Act'), a statement containing salient features of the financial statements of subsidiaries, joint venture and associate companies in Form AOC-1 is attached as Annexure-6. The separate financial statements of the subsidiaries are available on the website of the Company and can be accessed at https://www.lichousing.com/subsidiarv-financials.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has established a robust framework of internal financial controls, which are both adequate and operating effectively. These controls are designed in alignment with the nature, scale, and complexity of the Company's operations.

The Board of Directors affirms that the Company maintains a well-structured internal control system, proportionate to the business's size and operational dynamics. Comprehensive Standard Operating Procedures (SOPs) and Risk Control Matrices are in place, aimed at providing reasonable assurance regarding the reliability of financial reporting and compliance with applicable laws and regulations. These mechanisms are subject to ongoing monitoring and periodic updates to ensure continued relevance and effectiveness.

To further reinforce its internal control environment, the Company regularly engages independent external experts to conduct objective assessments of the control systems. Recommendations and best practices identified through these reviews are evaluated by the management and the Audit Committee and are diligently implemented to drive continuous improvement.

A detailed note on Internal Financial Controls is provided as Annexure 1 to this report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has instituted a Whistle Blower Policy, which offers individuals a formal mechanism to report concerns related to reportable matters as outlined in the policy. This framework encourages the reporting of genuine concerns or grievances and includes robust safeguards to protect whistle blowers from any form of retaliation. It also ensures direct access to the Chairman of the Audit Committee, thereby reinforcing the integrity of the process.

The Whistle Blower Policy, which forms part of the Company's Vigil Mechanism, is subject to periodic review—either annually or in accordance with the regulatory updates, as applicable. During the year, the Board undertook a review and approved modifications to the policy. The revised policy is designed to further strengthen the existing system, fostering a secure and transparent environment where individuals feel empowered to report issues in confidence, with assured protection against victimisation.

During the period under review no concerns or grievances were reported under Vigil Mechanism/ Whistle Blower Policy.

EMPLOYEE STOCK OPTION:

The company does not have any Employee stock option scheme.

EMPLOYEE REMUNERATION:

Disclosure pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below:

a. The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year:

Non-Executive Directors (including Independent Directors)*	% increase in remuneration in the financial year
Nil	N.A.

* Remuneration is not paid to Non-Executive Directors (including Independent Directors) other than by way of sitting fees for attending meetings of the Board and Committees of the Board.

Executive Director MD & CEO	Ratio to median remuneration
Shri Tribhuwan Adhikari	5:1

b. The percentage increase in remuneration of each director, Chief Executive Officer, Chief Financial Officer, Company Secretary in the financial year:

Non-Executive Directors (including Independent Directors)*	% increase in remuneration in the financial year
Nil	N.A.

* No remuneration is paid to Non-Executive Directors (including Independent Directors) other than sitting fees for attending meetings of the Board and Committees of the Board.

KMP	% Increase in remuneration in the financial year
Managing Director & CEO*	24.43%
Chief Financial Officer**	41.74%
Company Secretary**	67.20%

* Remuneration paid to Managing Director & CEO includes the salary for F.Y. 2024-25, Wage Revision Arrear Payment from August, 2022 and PLLI for FY 2023-24

** Remuneration of Company Secretary & CFO includes Salary for F. Y 2024-25, Wage Revision Arrear Payment from August, 2022 and PLLI 2023-24

c. The percentage increase in the median remuneration of employees in the financial year:

46.42%

d. The number of permanent employees on the rolls of the Company:

2542

e. Average percentile increase already made in the salaries of employees other than managerial personnel in the financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:

Increase in managerial remuneration for the year was 24.43%. The average annual increase in the salaries of the employees other than managerial personnel during the year was 46.42%.

f. Affirmation that remuneration is as per the Remuneration Policy of the Company:

The Company affirms that the remuneration payable is as per the Remuneration Policy of the Company.

During the year the Company has not engaged any employee drawing remuneration exceeding the limit specified under Section 197(12) read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

In terms of Section 136(1) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board's Report is being sent to all the shareholders of the Company excluding the annexure containing names of the top ten employees in terms of remuneration drawn. Any shareholder interested in obtaining a copy of the said annexure may write to the Company at: The Company Secretary, LIC Housing Finance Limited, Corporate Office, 131 Maker Towers, 'F' Premises, 13th Floor, Cuffe Parade, Mumbai - 400 005.

COMPLIANCE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

Pursuant to the amendment made in the Companies (Accounts) Second Amendment Rules, 2025 through MCA Circular dated May 30, 2025 and According to the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, your Company has in place a Policy on Prevention, Prohibition & Redressal of Sexual Harassment of Women at Workplace and has a robust mechanism to redress the complaints reported thereunder. The Internal Committees have been constituted at 9 Regional offices and at Corporate Office which comprises of internal and external members who are having sufficient experience in the subject field.

The Committee consists of 3 internal members (2 female and 1 male) and 1 independent member (female).

Your Company is committed to provide and promote safe and healthy environment to all its employees without any discrimination. Your Company on a regular basis sensitizes its employees on prevention of sexual harassment through various workshops and awareness programmes.

Pursuant to the provisions of Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the complaints received thereunder and the details relating thereto are as follows:

(a) Number of complaints received in the year: One

(b) Number of complaints disposed of during the year: One

(c) Number of cases pending more than ninety days: Nil

(d) Number of workshops or awareness programme against sexual harassment carried out: Nil

(e) Nature of action taken by the employer or district officer: Nil

I t may be noted that the Company has Zero tolerance towards any action on the part of any executive / staff which may fall under the ambit of 'Sexual Harassment' at workplace and is fully committed to uphold and maintain the dignity of every woman working in the Company.

COMPLIANCE UNDER THE MATERNITY BENEFIT ACT, 1961:

Pursuant to the amendment made in the Companies (Accounts) Second Amendment Rules, 2025 through MCA Circular dated May 30, 2025, we state that your Company has complied with the applicable provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the benefits as prescribed under the Act. The Company remains committed to supporting working mothers and promoting a gender-inclusive workplace.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS/ EXCHANGES

During the year, no significant or material orders were passed by the regulators or courts or tribunals that would impact the going concern status or operations of the Company in the future.

HUMAN RESOURCES

High-performing, productive employees are essential to the success of the Company. To support this, the Company is committed to aligning its human resource practices with overall business objectives, enhancing employee knowledge and skills, and fostering a supportive work environment that promotes a strong sense of ownership and engagement among team members. HR practices are assessed to identify areas for improvement.

The Company deeply values and appreciates the dedication and contributions of its employees, which have played a vital role in driving performance throughout the year. To strengthen its workforce, the Company undertook strategic recruitment across various roles including recruitment in the cadre with CTC structure which was newly introduced in the Financial Year 2024-25 and provided growth opportunities by promoting deserving employees to positions of greater responsibility.

In addition to fixed remuneration, employees were offered a comprehensive package of perquisites and benefits. A robust performance-linked incentive system was also in place to recognize and reward individuals who achieved or exceeded set performance benchmarks. In alignment with its commitment to attract, develop, and retain top talent, the Company organized and sponsored a range of training programs, seminars, and conferences aimed at enhancing employee skills and operational knowledge. Furthermore, wellness initiatives were conducted across multiple office locations to promote the physical and mental well-being of employees, reflecting the Company's holistic approach to employee care.

Employee relations remained cordial, and the work atmosphere remained congenial during the year. The Human Resource Department at your Company is committed to further improving employee engagement through various new initiatives.

CYBER SECURITY

I n response to evolving operational needs, organizations have adopted practices such as social distancing and remote working, resulting in an increased reliance on digital technologies. To safeguard our digital infrastructure, we have implemented a comprehensive suite of advanced security controls, processes, and technologies designed to protect our networks, systems, and data from cyber threats, unauthorized access, and potential damage. By leveraging industry-leading threat analytics and cybersecurity tools—including honeypots, firewalls, and other proactive measures—we aim to effectively detect, prevent, and mitigate both internal and external risks.

Our Cybersecurity Policy serves as a foundation for promoting awareness and adherence to best practices across the organization, ensuring our data and infrastructure remain secure. Additionally, we invest in the continuous development of our IT team by offering ongoing training opportunities through internal forums and partnerships with external academic institutions. This commitment to professional growth empowers our team to stay ahead of emerging cyber threats and reinforces our efforts to protect the company's digital assets on a daily basis.

DETAILS OF APPLICATION MADE OR ANY PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

There is no application made or pending against the Company under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

AWARDS AND RECOGNITIONS:

I n the dynamic landscape of business, recognition serves as a compass, guiding us toward excellence. As we reflect on the past year, we take immense pride in the accolades bestowed upon us. From being named the "Most Trusted Housing Finance Company” by the Radio City "Mumbai Icon Awards - 2025”, our journey has been marked by triumphs and milestones. A testament to our commitment to transparency and accountability.

During the year the Company was awarded with "Scroll of Honour" by the Navabharat Navarashtra "Maharashtra 1st Conclave 2024".

Further the Company also received following awards at the 7th Naional Summit & Awards by ASSOCHAM:-

1. Awarded as Winner for the award category CB Private Placement - Private Issuer of the Year (for issuance of Corporate Bonds)

2. Awarded as Runner-up for the award category CP - Issuer of the Year (for issuance of Commercial Papers)

As part of the continued efforts of the Company in marking the social impact the Company received ICC Social Impact Award 2025 for the HRIDAY Project in the Rural Development Category.

The Company was conferred the "Best Housing Finance Company” award by the National Housing Bank at the 1st Edition of the Housing and Housing Finance Excellence Awards 2024-25. This recognition underscores the Company's continued commitment to excellence, innovation, and customer-centricity in the housing finance sector.

These honours fuel our passion to continue pushing boundaries and delivering exceptional value to our stakeholders.

ACKNOWLEDGMENTS

The Directors place on record their appreciation for the advice, guidance and support given by the Life Insurance Corporation of India, the National Housing Bank, the Reserve Bank of India and all the bankers of the Company. The Directors also place on record their sincere thanks to the Company's clientele, lenders, investors and members for their patronage. The Directors express their appreciation for the dedicated services of the employees and their contribution to the growth of the Company.

	For and on behalf of the Board
	Shri Ratnakar Patnaik
	Additional Non-Executive Director
	(LIC Nominee)
	DIN: 10283908
	Shri T Adhikari
	Managing Director & Chief
Date: 1st August, 2025	Executive Officer
Place: Mumbai	DIN: 10229197