Amendment to AOA/MOA

Ref. No.: FM/CS/2026/343 Date: August 03, 2026 National Stock Exchange of India Limited BSE Limited Exchange Plaza Plot No. C/1 Phiroze Jeejeebhoy Towers G Block Bandra – Kurla Complex Bandra Dalal Street East Mumbai – 400 051. Mumbai – 400 001. Scrip Symbol: SBIFUNDS Scrip Code: 544829 Sub: Outcome of the Board Meeting Dear Sir / Madam, Pursuant to Regulation 30 read with Schedule III of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the SEBI Listing Regulations) along with relevant SEBI circulars, we wish to inform you that the Board of Directors of SBI Funds Management Limited (“the Company”), at its meeting held today, i.e., August 03, 2026, has, inter-alia, approved the following: 1. Un-Audited Standalone and Consolidated Financial Results: Based on the recommendation of the Audit Committee of the Company the Un-Audited Standalone and Consolidated Financial Results for the quarter ended June 30, 2026 (“Financial Results”), which have been subjected to limited review by the Statutory Auditors of the Company in terms of Regulation 33 of the SEBI Listing Regulations. A copy of the Financial Results along with the Limited Review Reports thereon issued by the statutory auditor is enclosed as Annexure I. Please note that, in terms of the Company’s Code of Conduct to Regulate, Monitor and Report Trading by Designated Persons and the SEBI (Prohibition of Insider Trading) Regulations, 2015, the trading window for all designated persons and their immediate relatives shall remain closed up to August 05, 2026. 2. Appointment of Secretarial Auditor: Based on the recommendation of the Audit Committee, the Board have approved appointment of M/s. N. L. Bhatia & Associates, Practicing Company Secretaries (Unique Identification No. P1996MH055800 and Peer Review no. 6392/2025) as Secretarial Auditor of the Company for the period of five consecutive years from financial year 2026-27 to financial year 2030-31, subject to the approval of members. The details as per Para A (7) of Part A of Schedule III of SEBI Listing Regulations read with SEBI Master Circular dated January 30, 2026, are enclosed herewith as Annexure II. 3. Adoption of Amended Articles of Association of the Company for granting special rights to certain shareholders of the Company pursuant to Waiver Cum Amendment Agreement: Pursuant to the Waiver Cum amendment agreement dated March 19, 2026 entered into among the Company, State Bank of India, the Amundi India Holding, Amundi Asset Management and Credit Agricole S.A., the Articles of Association (AOA) of the Company is adopted for granting special rights to certain shareholders, subject to the approval of members of the Company. The detailed disclosures for alterations approved to the existing AOA, as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Master Circular dated January 30, 2026, is given as Annexure III. 4. Grant of Special Rights Pursuant to Governance Agreement dated March 19, 2026: Pursuant to the Governance Agreement and clause 7.4 of the waiver cum amendment agreement dated March 19, 2026 to the shareholders’ agreement dated April 13, 2011, subject to the approval of members the special rights are granted to the State Bank of India (SBI) and the Amundi India Holding (AIH) (Shareholder of the Company) in relation to the rights set forth under Clauses 2, 3, 4 and 5, read together with Schedule I, of the Governance Agreement. The brief about the special rights granted is given as Annexure IV. 5. Investment in the share capital of the wholly owned subsidiary, SBI Funds International (IFSC) Limited: Further investment in the share capital of SBI Funds International (IFSC) Limited, a wholly owned subsidiary of the Company up to an amount not exceeding INR equivalent to Rs. 25 Crores by way of Right Issue of SBI Funds International (IFSC) Limited. The relevant particulars as required under SEBI Master Circular dated January 30, 2026, are enclosed as Annexure V. 6. The Postal Ballot Notice for seeking approval of members for the following: 1. Ratification of the SBI Funds Management Limited Employees’ Stock Option Plan 2018 (the “ESOP 2018/plan”); 2. Ratification of the extension of benefits under the SBI Funds Management Limited Employees’ Stock Option Plan 2018 (the “ESOP 2018/plan”) to the employees of subsidiary companies; 3. Appointment of N L Bhatia & Associates Company Secretaries as the secretarial auditor and payment of their remuneration 4. Adoption of amended articles of association of the company for granting special rights to certain shareholders of the company pursuant to waiver cum amendment agreement 5. Grant of special rights pursuant to governance agreement dated March 19, 2026 Details of cut-off date, remote e-voting period and Postal Ballot Notice will be intimated in due course in compliance with applicable law. The Board Meeting commenced at 04:25 p.m. (IST) and concluded at 06:11 p.m. (IST). This intimation is also available on the Company’s website at https://sbifunds.com in compliance with Regulation 46 of the SEBI Listing Regulations. You are requested to take note of the above and disseminate on your websites. For SBI Funds Management Limited Vinaya Datar Chief Compliance Officer, Company Secretary and Head Legal Membership No.: ACS 15527 Annexure - I KIRTANE & PANDIT·LLP Chartered Accountants Pune I Mumbai I Nashik I Bengaluru I Hyderabad I New Delhi I Chennai Limited Review Report on unaudited standalone financial results ofSBI Funds Management Limited for the quarter ended 30 June 2026 pursuant to Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended To the Board of Directors of SBI Funds Management Limited I. We have reviewed the accompanying Statement of unaudited standalone financial results of SBI Funds Management Limited (hereinafter referred to as "the Company") for the quarter ended 30 June 2026 ("the Statement"). 2. The Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 as amended (the •'Listing Regulations"). The Statement has been approved by the Company's Board of Directors. Our responsibility is to express a conclusion on this statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 4. Attention is drawn to the fact that the figures for the three months ended 31 March 2026 as reported in the Statement are the balancing figures between the audited figures in respect of the full previous financial year and the audited figures up to the third quarter of the previous financial year. 5. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measuremen [Showing first 8,000 characters — download PDF for full document]