Shareholders meeting

July 25, 2026 BSE Limited National Stock Exchange of India Limited Corporate Relationship Department The Listing Department, 25th Floor, Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Fort, Bandra- Kurla Complex, Bandra (East), Mumbai - 400 001 Mumbai - 400 051 BSE Scrip Code: 524000 NSE Symbol: POONAWALLA Dear Sir / Madam, Subject: Summary of the Proceedings and Voting Results of the 46th Annual General Meeting (AGM) of the Company held on July 24, 2026 pursuant to Regulation 30 and 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’). This is further to our intimation dated July 01, 2026, we are pleased to inform you that the 46th Annual General Meeting of the Members of the Company was held today i.e Friday, July 24, 2026 at 03:00 P.M. through Video-Conferencing (“VC”)/ Other Audio - Visual Means (“OAVM”), (“AGM/Meeting”). We are hereby submitting the summary of proceedings of the AGM in compliance with applicable circulars issued by the Ministry of Corporate Affairs (“MCA”) and Securities and Exchange Board of India (“SEBI”). The proceedings of the AGM were deemed to be conducted at the Registered Office of the Company which was deemed venue of the said AGM. Pursuant to Regulation 44 of SEBI Listing Regulations and applicable provisions of the Companies Act, 2013, the Company had provided the facility to Members of the Company to cast their votes on the resolutions proposed by electronic means i.e., through remote e-Voting and e-voting that commenced on Monday, July 20, 2026 at 09:00 A.M. (IST) and concluded on Thursday, July 23, 2026 at 05:00 P.M. (IST) and also during the AGM. The Company had appointed Mr. Girsh Bhatia, Practicing Company Secretary (FC: 3295 CP No. 13792), as the Scrutinizer for scrutinizing the process of remote e-Voting and e-Voting during the Meeting in a fair and transparent manner. Accordingly, the Scrutinizer had submitted the Consolidated Scrutinizer’s Report on remote e-Voting and e-Voting conducted during the proceedings of the AGM. The AGM commenced at 03.00 P.M. (IST) and concluded at 05.25 P.M. (IST) (including e- voting period of 30 (thirty) minutes.) In view of the above and pursuant to Regulation 30 of the SEBI Listing Regulations, we hereby submit the following: 1. Summary of the proceedings of the AGM; 2. Combined voting results in the prescribed format as per Regulation 44 of SEBI Listing Regulations; 3. Consolidated Scrutinizer’s Report dated July 24, 2026 on remote e-Voting and e-Voting during the AGM. Classification | INTERNAL Based on the Report of the Scrutinizer, all the resolutions have been passed with requisite majority. The above is also made available on the website of the Company at www.poonawallafincorp.com. We request you to take the above information on record. Thanking You, Yours faithfully, For Poonawalla Fincorp Limited Shabnum Zaman Company Secretary ACS-13918 Classification | INTERNAL SUMMARY OF THE PROCEEDINGS OF THE 46th ANNUAL GENERAL MEETING OF THE MEMBERS OF POONAWALLA FINCORP LIMITED The 46th Annual General Meeting (the ‘AGM’/ ‘Meeting’) of Poonawalla Fincorp Limited (‘the Company’) was held today on Friday, July 24, 2026 at 03.00 p.m. (IST) through Video Conferencing (‘VC’)/ Other Audio Visual Means (‘OAVM’).The Company while conducting the Meeting, adhered to the circulars issued by the Ministry of Corporate Affairs (‘MCA Circulars’) and the Securities and Exchange Board of India (‘SEBI’) notification(s), circular(s) and guidelines in view of the conducting AGM through VC and OAVM. In accordance with the Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India (‘ICSI’) read with guidance/ clarification issued by the ICSI, the proceedings of the AGM were deemed to be conducted at the Registered Office of the Company which was the deemed venue of the Meeting. The Company Secretary of the Company welcomed the Members to the Meeting. After the requisite quorum being present, the Chairman call the Meeting to order and introduced the directors and the Key Managerial Personnel of the Company who participated in the Meeting through VC. The Company Secretary further informed the Members that the authorized representatives of the Joint Statutory Auditors and the Secretarial Auditor of the Company also attended the Meeting though VC. Further, the Company Secretary informed to the Members that as per the provisions of the Companies Act, 2013, the Register of Directors and Key Managerial Personnel, the Register of Contracts and Arrangements in which directors are interested and the certificate from the Secretarial Auditor certifying that the Company’s Employee Stock Option Scheme is implemented in accordance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 were kept open for the inspection by the Members during AGM. Link for inspection of documents was made available in the e-Voting website of NSDL i.e., www.evoting.nsdl.com. The Company Secretary further added that since the Meeting was held through VC and in compliance with the MCA Circulars for holding AGM through VC, there was no requirement of proxies and hence no Register of Proxies was available for inspection. With the consent of the Members present, the Notice of the Meeting was taken as read since it was sent to the shareholders electronically. The Members were informed that the auditor’s report on the financial statements of the Company for the year ended March 31, 2026, did not have any qualifications or observations or comments or remarks having any adverse effect on the functioning of the Company. Hence, the said audit reports were taken as read during the Meeting. Thereafter, the Company Secretary said that the Company had provided remote e-Voting to the Members to cast their votes on the resolutions as set out in the Notice. The remote e-Voting period began on Monday, July 20, 2026, at 09:00 A.M. (IST) and concluded on Thursday, July 23, 2026, at 05:00 P.M. (IST). The Company Secretary further informed that Members who have not cast their vote through remote e- Voting can cast their votes through their screens, which contains the e-Voting services facility to vote during the AGM and till 30 minutes post the conclusion of the AGM. Mr. Girish Bhatia, Practicing Company Secretary was appointed as the scrutinizer to scrutinize the remote e-Voting and e-Voting provided at the Meeting in a fair and transparent manner. Classification | INTERNAL The Chairman then addressed the Members and stated that he believed FY26 marked an important inflection point in Company’s journey. After a year of deliberate strengthening and organisational reset, the Company had moved into disciplined expansion. It had strengthened its operating model, broadened its lending franchise, deepened its digital and analytics capabilities, and continued building an institution that was sustainable, predictable and productive. The Company had matured into a structurally stronger and future-ready financial institution. Margins had improved as a richer product mix lifted disbursement yields, and the operating leverage in which the Company had invested had translated into efficiencies across fixed and variable costs. Calibrated underwriting and disciplined collections had further strengthened the book. He further stated that the Company’s strategic priorities had remained clear: improving productivity, strengthening risk discipline and building a business capable of delivering sustainable profitability. The continued strength of its fundamentals was reflected in its AAA/Stable credit rating, which reinforced confidence in its strategic direction and execution discipline. These strategic priorities had translated into a year of strong performance. The Company's Assets Under Management had increased by 69.4% to ₹60,348 crore. Net Interest Income had grown by 49% to ₹4,029 crore and Profit After Tax had stood at ₹542 crore. Ju [Showing first 8,000 characters — download PDF for full document]