Home First Finance Company India Ltd

Dear Members,

Your Board of Directors' ("Board") are pleased to present the 16th Annual Report of Home First Finance Company India Limited (the "Company"/ "HomeFirst") together with the Audited Financial Statements for the Financial Year ended on March 31, 2025 ("FY25").

Company Overview:

HomeFirst is a leading technology-driven a ordable housing nance company in India with a vision to empower people to live better and delivering the customer experience in a swift, transparent and unconventional manner. HomeFirst is uniquely positioned to provide home loans to underserved customers, including those with informal income documentation. The Company is dedicated to making a ordable housing a reality for India's low and middle- income groups.

The Company is registered with Reserve Bank of India (‘RBI') as a Housing Finance Company (‘HFC') and as a Corporate Agent with Insurance Regulatory and Development Authority of India (‘IRDAI'). Further, the Company is also listed with the National Stock Exchange of India Limited ("NSE") and BSE Limited ("BSE").

FINANCIAL SUMMARY:

Financial Results:

The Company's financial performance over the past year's reflects consistent growth and pro tability, underscoring its ongoing sustainability. The key highlights of the Audited Financial Statements of your Company for FY25 and a comparison with the previous financial year ended on March 31, 2024 ("FY24") is summarized below:

(Amount in Crores)

The Financial Statements for the FY25, forming part of this Annual Report, have been prepared in accordance with IndAS notified under Section 133 of the Companies Act, 2013 (the "Act") and other relevant provisions of the Act.

State of Company's A airs:

‘Housing for All' has been the Company's enduring vision, driving its commitment to providing loans for a ordable housing to low- and middle-income group. This vision is further reinforced with a pan-India presence through 155 physical branches and 361 touchpoints led by technology-driven distribution, diversi ed funding sources, and strong risk management practices and contiguous expansion. In FY25, your Company's customer-centric approach played a crucial role in achieving a key milestone of crossing of Rs. 10,000 Crores in Assets Under Management ("AUM"). As on Mar'25, the AUM of the Company was Rs. 12,712.72 Crores.

Post the end of FY25, your Company, has successfully raised primary capital amounting to Rs. 1,250 Crores from Qualified Institutional Buyers by way of issuance of Equity Shares in accordance with the Qualified Institutions Placement as defined in SEBI (ICDR) Regulations. In pursuance of the said transaction, the Company has raised capital from foreign institutional investors, domestic mutual funds and insurance companies both new and existing a rming strong and continued con dence of shareholders in the Company.

Dividend:

In accordance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "SEBI Listing Regulations"), the Company has formulated and adopted a Dividend Distribution Policy. The Dividend Distribution Policy is available on website of the Company. In view of the overall performance of the Company during FY25, the Board at its meeting held on May 1, 2025 has recommended a nal dividend of Rs. 3.70/- per equity shares with face value of Rs. 2/- (Rupees Two only) each, which is equivalent to 185% of the face value of the equity shares, subject to the approval of the members at its ensuing Annual General Meeting of the Company, to be paid out as dividend. The Dividend payout ratio for FY25 shall be 10%, if approved by the shareholders.

In terms of the provisions of the Income Tax Act, 1961, dividend income is taxable in the hands of the members, and therefore will be subject to deduction of applicable tax. The Company has not declared any interim dividend during the financial year under review.

Unclaimed Dividend:

As on March 31, 2025, dividend amounting to Rs. 68,043/- relating to dividend declared in FY23 and Rs. 65,092.40/- relating to dividend declared in FY24 had not been claimed by the shareholders of the Company and the same has been transferred to Unclaimed Dividend Account of the Company. The Company has been following up with these shareholders to claim their dividend. A list of all the shareholders who have not claimed their dividend is hosted on the website of the Company.

Transfer to Reserves:

Pursuant to Section 29C of the National Housing Bank Act, 1987, the Company is required to transfer at least 20% of its net profit every year to a reserve before any dividend is declared. During the financial year under review, the Company transferred Rs. 76.80/- Crores out of the previous year's profits available for appropriation to the Statutory Reserve Fund.

Business Update:

‘Foundations of Change' Purchasing a home is a transformative milestone that marks a significant change in an individual's life bringing stability, security, and a profound sense of belonging. For many, home ownership instils a renewed sense of responsibility and pride, paving the way for lifestyle enhancements that often include children's education, and long-term financial security. HomeFirst plays a pivotal role in enabling this change by offering simple, customised financial solutions. With a strong focus on transparency, customer care, and timely support, HomeFirst helps families turn their dream of home ownership into a strong and secure reality. For HomeFirst, this "Foundation of Change" is not just a vision it is reflected in every home built, every family supported, and every dream fulfilled.

During the financial year under review, your Company has added 40 touchpoints including 22 branches, with a growing focus on the emerging a ordable housing nance markets across the country. During the financial year under review, your Company has disbursed Rs. 4,805.26 Crores. The Company's Assets Under Management ("AUM") as at Mar'25 was Rs. 12,712.72 Crores; a YoY growth of 31.1%; while providing loans to more than 35,000 customers. ~89% of the borrowers in FY25 are women, while loans given to EWS / LIG borrowers account for 61% of our AUM.

During the FY25, your Company has also collaborated with 35 lenders and has raised Rs. 5,371 Crores through various modes. The Company is supported by a dedicated team of 1,634 employees to ensure sustainable growth while fulfilling our mission of making a ordable housing a reality for all.

Key areas of business operations: Product O erings:

HomeFirst offers a comprehensive range of home loan products tailored to meet the diverse needs of its customers. These include, loans for the purchase or construction of residential properties and for the extension and repair of existing housing units.

Technology-Driven Processes:

The Company integrates technology in its operations to streamline processes, enhance customer experience, and improve efficiency. HomeFirst leverages digital tools to simplify the paperwork, approval, and tracking processes. This has not only reduced turnaround time for loan approvals but also improved accuracy of information, improved transparency and customer engagement keeping operating costs low.

Branch Network and Geographical Reach:

HomeFirst has established a strong physical presence across India, currently operating in 13 states/UTs with 155 branches and 361 touchpoints. This extensive network allows the Company to reach a wide customer base, particularly in semi-urban and rural areas where the demand for a ordable housing is increasing. Owing to wider presence, your Company is able to understand the needs of different regions and customers and is able to provide better service.

Furthermore, your Company has a tie-up with 5 insurance companies, consisting of 4 life insurers and 1 general insurer, which has resulted in increase in the corporate agency business. The highlights of the Company's performance during FY25 are as follows:

The AUM as at Mar'25 amounted to Rs. 12,712.72 Crores vis-a-vis Rs. 9,697.83 Crores in the previous year; a year-on-year growth of 31.1%.

The profit before tax for FY25 increased by 25.4% to Rs. 501.59 Crores (FY24: Rs. 399.96 Crores). The profit after tax for FY25 increased by 25% to Rs. 382.07 Crores (FY24: Rs. 305.72 Crores).

Strong Capital Adequacy ratio of 32.8 % as of Mar'25.

Stable Asset Quality - The Gross Non-Performing Assets (GNPA) as on Mar'25 was 1.7 % of the total loan book of the Company and corresponding Net Non-performing Assets (NNPA) was 1.3% as compared to GNPA of 1.7% and NNPA of 1.2% as at Mar'24.

The Net Interest Income reported for the year was Rs. 566.79 Crores vis-a-vis Rs. 470.95 Crores in FY24.

The Net Worth of the Company as on March 31, 2025 was Rs. 2,521.28 Crores (FY24: Rs. 2,121.49 Crores).

HomeFirst's commitment to sustainable growth is supported by sustainable business practices, fostering a positive impact on the environment, empowering communities, and maintaining the highest standards of governance. This commitment has proven successful, as the ESG rating provided by the S&P Global ESG Score has improved significantly from 34 in FY24 to 46 in FY25, reflecting our unwavering dedication to environmental, social, and governance excellence.

RESOURCES AND LIQUIDITY:

Your Company has made significant efforts in strengthening its asset-liability pro le by diversifying its funding sources. This was achieved through a well-balanced mix of term loans, external commercial borrowing, direct assignments and NHB re nancing. The Company has maintained a practice of not raising funds through commercial paper and minimized exposure to short-term market fluctuations. The total borrowing limit as approved by the Shareholders is Rs. 15,000 Crores (Rupees Fifteen Thousand Crores only). Also, the Liquidity Coverage Ratio ("LCR") for Q4FY25 was 155.92% as against the regulatory requirement of 85%.

The details of resources and liquidity of the Company is as follows:

Terms loans and others borrowings:

During the financial year under review, the Company has availed fresh bank facilities of Rs. 3,425 Crores from various banks and financial institutions. As at March 31, 2025, the outstanding debt from banks and financial institutions stood at Rs. 7,101.52 Crores.

Re nance:

Your Company availed re nance facilities of Rs. 500 Crores from the National Housing Bank under various re nance schemes during the financial year under review.

As of March 31, 2025, the outstanding debt from NHB stood at Rs. 1,864.37 Crores.

Direct assignment and co-lending:

During the financial year under review, your Company has raised Rs. 663.19 Crores under direct assignment route (the total transaction undertaken during the year stood at Rs. 705.33 Crores).

Also, during the financial year under review, your Company has originated Rs. 153.31 Crores under the co-lending route for its various partners.

External Commercial Borrowings:

During the financial year under review, the Company has also raised funds up to USD 75 Million which is equivalent to Rs. 629.78 Crores, in the form of External Commercial Borrowings (ECBs) from financial institution in order to fund to customers where women serve as a primary or co-borrower and to be more focussed in tier 2 cities. Furthermore, the Company do not carry any exchange risk as the principal repayment and interest payments amounts are fully hedged. As of March 31, 2025, the outstanding debt in the form of ECB stood at Rs. 299.97 Crores (the remaining amount remained unavailed).

Non-Convertible Debentures:

During the financial year under review, there was no new borrowing made through NCDs. As at the end of FY25, the Company has outstanding secured, unlisted NCDs amounting to Rs. 280 Crores (as per IND-AS amounts outstanding as at Mar'25 stood at Rs. 284.84 Crores). Your Company has been regular in making payments of principal and interest on NCDs, as per the terms and conditions of the NCDs. The Company has complied with the provisions of Master Direction - Non-Banking Financial Company Housing Finance Company (Reserve Bank) Directions, 2021, SEBI (Issue and Listing of Non - Convertible Securities) Regulations, 2021, SEBI Listing Regulations and the Act.

Disclosure as per Master Direction Non-Banking Financial Company - Housing Finance Company (Reserve Bank) Directions, 2021:

(i) The total number of non-convertible debentures which have not been claimed by the Investors or not paid by the housing nance company after the date on which the non-convertible debentures became due for redemption: Nil.

(ii) The total amount in respect of such Debentures remaining unclaimed or unpaid beyond the date of such debentures become due for redemption: Nil.

CREDIT RATING:

The Company's financial discipline and prudence is reflected in the credit ratings assigned by Credit Rating Agencies as under:

(Amount in Crores)

During FY25, there has been no change/migration of the credit rating of the Company.

CAPITAL ADEQUACY RATIO:

As required under the RBI Master Directions, your Company must maintain a minimum capital adequacy ratio of 15%. As of March 31, 2025, the Company's capital adequacy ratio stands at 32.8% (March 31, 2024: 39.5%), with a Tier I Capital Adequacy Ratio of 32.4%. This remains well above the regulatory requirement showing the Company's stable financial position.

DEPOSITS:

As a non-deposit-taking Housing Finance Company, during the financial year under review, your Company has neither accepted nor renewed any amounts falling within the purview of provisions of Section 73 of the Act read with the Companies (Acceptance of Deposit) Rules, 2014. Therefore, the requirement to provide details of deposits covered under Chapter V of the Act or the details of deposits that are not in compliance with it does not apply to the Company.

AWARDS & RECOGNITIONS:

During the financial year under review, the Company was declared the winner in the category 'Best ESG Initiatives and Class NBFCs, Digital Payments and Lending Firms' at the 19th ASSOCHAM Annual Summit & Awards on Banking and Financial Sector Lending, held in Mumbai.

CHANGE IN THE NATURE OF BUSINESS:

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

ALTERATION OF MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION:

During the financial year under review, the Company has not altered its Memorandum of Association and Articles of Association.

DETAILS OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARY, ASSOCIATE OR JOINT VENTURE COMPANIES OR HOLDING COMPANY:

During the financial year under review, the Company did not have any Subsidiary, Associate or Joint venture Companies. Also, the Company does not have any holding company as well.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN MARCH

31, 2025 AND DATE OF THIS REPORT:

There have been no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the Report, except allotment of equity shares amounting to Rs. 1,250 Crores pursuant to the qualified institutions placement ("QIP") which is already disclosed in this report.

SHARE CAPITAL:

Authorized Share Capital:

During the financial year under review, there was no change in the Authorized Share Capital of the Company.

Issued, Subscribed and Paid-up Share Capital:

During the financial year under review, the Company allotted 15,39,373 Equity Shares to employees on exercise of stock options granted under ESOP 2012 Scheme, ESOP II Scheme and ESOP 2021 Scheme. Pursuant to the aforesaid allotments of equity shares, the issued, subscribed and paid-up share capital of the Company stands increased to Rs. 18,01,11,080/- (9,00,55,540 Equity Shares of Face Value Rs. 2 each) as at Mar'25. Furthermore, during the financial year under review, the Board of Directors at their meeting held on January 28, 2025 and the shareholders vide their special resolution dated March 13, 2025 had approved the issuance and allotment of equity shares amounting to Rs. 1,250 Crores under the qualified institutions placement as defined under SEBI (ICDR) Regulations. The allotment was made on April 11, 2025 (post the balance sheet date) by allotment of 1,28,86,597 equity shares at price of Rs. 970/- (including face value of Rs. 2/- each). The post allotment share capital of the Company stands at Rs. 20,58,84,274/-comprising 10,29,42,137 equity shares of face value Rs. 2/- each.

PARTICULAR OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:

All Related Party Transactions (RPTs) that were entered during the financial year were in the ordinary course of business and on arm's length basis. The Company had duly obtained Omnibus approval from the Audit Committee to enter into RPTs. The RPTs are in the nature of sitting fees and commission paid to Independent Directors and remuneration paid, ESOPs exercised and out of pocket expenses reimbursed to the KMPs. The details of transactions with related parties were placed before the Audit Committee and Board on quarterly basis. The Company has not entered into any material transactions with related parties during the financial year. The disclosure of particulars of contracts/arrangements entered by the Company with related parties referred to in Section 188 of the Act in Form AOC-2 is annexed as Annexure I.

Further as required by Master Directions Non-Banking Financial Company - Housing Finance Company (Reserve Bank) Directions, 2021, Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions ("RPT Policy") is annexed as Annexure II and the same can be accessed on the website of the Company at RPT Policy.

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

Since your Company is engaged in financial services activities, its operations are not energy intensive nor does it 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. However, the Company has given the details of its initiative in relation to conservation of energy and technology absorption in BRSR provided in Annexure VII.

Foreign Exchange Earnings and Outgo:

The Company has no foreign exchange earnings. However, the expenses made in foreign currency are detailed out as below:

(Amount in Crores)

ANNUAL RETURN:

In pursuance of Section 92(3) of the Act and the Rules made thereunder and amended from time to time, the Annual Return of the Company in prescribed Form MGT-7 is available on the website of the Company, i.e., www.home rstindia.com.

PAR T I CUL AR S OF LOANS , GUARANT E E S OR INVESTMENTS:

As your Company is a Housing Finance Company, the disclosure regarding particulars of loans given, guarantees given, security provided and investment made in the ordinary course of business is exempted under the provisions of Section 186 (11) of the Act.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Company has in place adequate internal financial controls with reference to its financial statements. During the financial year under review, such controls were tested and no reportable material weakness in the design or operation was observed. In the opinion of the Auditors of the Company, there are adequate internal financial control procedures that are commensurate with the size of the Company.

MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Company's inclusive and diverse Board of Directors work to safeguard the interests of all stakeholders. As on Mar'25, the Company had 8 Directors comprising four (4) Independent Directors out of which two (2) are Women Independent Directors, three (3) Nominee Directors and 1 (one) Executive Director designated as Managing Director and CEO. The Chairman of the Board is an Independent Director.

Details of Board of Directors along with the Key Managerial Personnel as on Mar'25 is mentioned below:

*Ceased to be director with effect from May 02, 2025

All the directors of the Company have con rmed that they are not disqualified from being appointed as directors in terms of Section 164(2) of the Act.

Appointment / Resignation of Directors:

During the financial year under review, there has been no change in the Board of Directors of the Company. However, consequent to the expiration of first term of Mr. Deepak Satwalekar (DIN: 00009627) as an Independent Director, the Board at its meeting held on May 8, 2024, as recommended by NRC, re-appointed Mr. Deepak Satwalekar for his second term for a period of 5 consecutive years w.e.f. October 23, 2024, which was subsequently approved by the members at the 15th Annual General Meeting held on June 20, 2024. The members have also approved the continuation of directorship of Mr. Deepak Satwalekar, Chairman and Independent Director (DIN:00009627) beyond the age of 75 years till the expiry of his second term.

Subsequent to the end of financial year, Mr. Maninder Singh Juneja (DIN: 02680016) has tendered his resignation from the Board of the Company with effect from May 2, 2025. Accordingly, the Board now comprises of seven directors, of which four are Independent Directors.

Key Managerial Personnel (KMP):

During the financial year under review, there was no change in the Key Managerial Personnel of the Company. In terms of the Act, the following were the KMPs of the Company as on Mar'25: a. Mr. Manoj Viswanathan Managing Director and Chief Executive Officer b. Ms. Nutan Gaba Patwari Chief Financial Officer c. Mr. Shreyans Bachhawat Company Secretary & Compliance Officer

Declaration by Independent Directors:

There are four Independent Directors on the Board of the Company. The Independent Directors have submitted their Declaration of Independence in accordance with the provisions of Section 149(6) of the Act read with Regulation 16 of SEBI Listing Regulations; stating that they meet the criteria of Independence and are not disqualified from continuing as Independent Directors and they have complied with the Code for Independent Directors as prescribed in Schedule IV to the Act.

The Board is of the opinion that the Independent Directors of the Company are eminent persons and possess requisite quali cations, integrity, expertise and experience (including the pro ciency). As required under Rule 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, all the Independent Directors of the Company have con rmed that they have registered their names with the data bank maintained by the Indian Institute of Corporate A airs and they have either undertaken the online pro ciency self-assessment test or are exempted therefrom.

Declaration of Fit & Proper Criteria:

All the Directors of the Company have given the declaration to the effect that they are Fit & Proper, to be appointed as Director, as per the criteria prescribed by RBI and IRDAI.

Director(s) Retiring by Rotation:

In terms of Section 152(6) of the Act read with the Articles of Association of the Company, not less than one-third of the total number of retiring directors should retire by rotation, at every Annual General Meeting. For the purpose of this section, the total number of directors to retire by rotation shall not include Independent Directors.

In accordance with provisions Section 152 of the Act, Mr. Divya Sehgal (DIN: 01775308), Nominee Director of the Company, being longest in the o ce, retires at the ensuing Annual General Meeting and is eligible and has offered himself for re-appointment. A brief pro le of Mr. Divya Sehgal is provided in the annual report.

Performance Evaluation of the Board, Committees and Individual Directors:

The Company has defined a manner of evaluation as per the provisions of the Act and SEBI Listing Regulations and formulated a method for the evaluation of the performance of the Board, Committees of Board and individual Directors. The above manner is based on the Guidance Note on Board Evaluation issued by the SEBI on January 05, 2017.

The Board evaluates each director's performance as well as that of the Committees viz. Audit Committee, Nomination & Remuneration Committee, CSR & ESG Committee, Stakeholder Relationship Committee, IT Strategy Committee and Risk Management Committee, as well as the performance of each Independent Director.

A separate meeting of Independent Directors was convened on March 13, 2025 for FY25 in the absence of the Non-Independent Directors and the Company's Management. In order for the Board to carry out its responsibilities in an efficient and responsible manner, the Independent Directors have evaluated and reviewed the performance of the Non-Independent Directors as well as the Board's overall performance in terms of the quantity, quality, and timeliness of information exchanged between the Management and the Board and has also reviewed the performance of the Chairperson and Board Committees of the company, taking into account the views of executive directors and non-executive directors.

Corporate Governance Report:

Maintaining high standards of corporate governance has been at the core of our company's operations. The Company believes about corporate governance as more than just adhering to regulatory requirements which includes upholding transparency, fairness, and integrity, ensuring effective internal controls at every level of operation, and providing timely and comprehensive disclosures to its shareholders. Your company is of the opinion that achieving the highest standards of corporate governance requires an active, well-informed, and independent Board to oversee and guide the company's operations. A separate report on Corporate Governance is provided regarding compliance of conditions of Corporate Governance as stipulated under SEBI Listing Regulations as Annexure III to this report. Your Company is compliant with all the applicable provisions of the Housing Finance Companies Corporate Governance (NHB) Directions, 2016 (NHB Directions) issued by National Housing Bank vide its noti cation no. NHB.HFC.CG-DIR.1/ MD&CEO/2016 dated February 9, 2017 and the Master Direction Non-Banking Financial Company Housing Finance Company (Reserve Bank) Directions, 2021 issued by the Reserve bank of India, as amended from time to time.

A certificate from M/s. Bhatt & Associates Company Secretaries LLP, Practicing Company Secretaries, confirming compliance with the conditions of Corporate Governance as prescribed under the SEBI Listing Regulations is annexed to the Corporate Governance Report. Further, pursuant to Regulation 34(3) and Schedule V Para-C clause (10)(i) of the SEBI Listing Regulations, M/s. Bhatt & Associates Company Secretaries LLP have stated that for FY25, none of the Directors have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate A airs or any such other Statutory Authority and a certificate to that effect has been annexed to the corporate governance report and the Chief Executive Officer (CEO) and Chief Financial Officer (CFO) annual certi cation on financial statements and internal controls in terms of Regulation 17(8) of the SEBI LODR Regulations is also annexed to the Corporate governance report.

Internal Guidelines on Corporate Governance:

As on Mar'25, your Company adhered to the Internal Guidelines on Corporate Governance adopted in accordance with Master Directions Non-Banking Finance Company- Housing Finance Company, (Reserve Bank) Directions, 2021, which inter-alia, de nes and lays down the Corporate Governance practices of the Company towards its various stakeholders. The said policy is available on the website of the Company and can be accessed at Corporate Governance Policy.

Company's policy on Director's appointment and remuneration:

The Nomination and Remuneration Committee has established criteria to determine the quali cations, positive attributes, and independence of directors, guidelines for the remuneration of directors, key managerial personnel, and other employees, as well as a process for evaluating the performance of directors, the chairperson, non-executive directors, and the board overall. The salient features of the policy are given in the Corporate Governance Report which forms part of Annual Report. The policy may be accessed on the Company's website at Nomination and Compensation policy.

Further as required by Master Directions Non-Banking Finance Company -Housing Finance Company (Reserve Bank) Directions, 2021 and Master Direction Reserve Bank of India (Non-Banking Financial Company Scale Based Regulation) Directions, 2023, as amended from time to time, there were no pecuniary relationship or transactions of the non-executive directors with the Company except sitting fees and profit related commission paid to the Independent Directors.

Code o f Condu c t f o r d i r e c t o r s an d S en i o r Management Personnel

The Code of Conduct for Directors and Senior Management Personnel of the Company is in conformity with the requirements of the SEBI Listing Regulations and is placed on the website of the Company. All the Directors of the Company and Senior Management Personnel have a rmed compliance with Company's Code of Conduct for Directors and Senior Management during the financial year and a declaration to that effect, signed by the Managing Director & CEO of the Company is enclosed to this Annual Report.

Directors & Officers Insurance Policy

The Company has an appropriate Directors and Officers Liability Insurance Policy which provides indemnity in respect of liabilities incurred as a result of their o ce. The policy is renewed every year. The coverage of the insurance extends to all directors of the Company including the Independent Directors.

Management Discussion and Analysis:

In accordance with the SEBI Listing Regulations and Master Directions issued by the Reserve Bank of India, the Management Discussion and Analysis Report (MD&A) forms part of this annual report.

Business Responsibility and Sustainability Reporting (‘BRSR'):

In terms of Regulations 34(2)(f) of the SEBI Listing Regulations, the top 1000 listed entities, based on the market capitalization (calculated as on 31st March of every financial year) shall submit business responsibility and sustainability report for FY25 describing the initiatives taken by these listed entities from an environmental, social and governance perspective, in the format as specified by SEBI from time to time. The Company being amongst top 1000 listed entities, have included the BRSR report as a part of the Annual Report as Annexure VII. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES: Board and Committee Meetings:

During FY25, the Board of Directors of the Company met 4 times i.e. on May 8, 2024, July 25, 2024, October 24, 2024 and January 28, 2025. The details of meetings of the Board and its Committees held during the financial year under review are provided in the Corporate Governance Report of the Directors which forms a part of this report. The intervening gap between the two Board meetings was within the period prescribed under the Act.

There are six Board committees of the Company which under supervision of the Board perform the task as per their charter. The details of the committees as on Mar'25 are:

During the financial year under review, the Board, after deliberations, has accepted all the recommendations of Board Level Committees. A detailed report on all the committees including their terms of reference, number of times they met etc., is there in the corporate governance report which forms part of this report.

Whistle Blower Policy / Vigil Mechanism:

In accordance with the provisions of Section 177(9) of the Act and the rules made thereunder and Regulation 22 of the SEBI Listing Regulations, the Company has established Vigil mechanism and adopted a Whistle-blower Policy under the surveillance of the Audit committee. The Company has adopted a work culture which ensures the highest standards of professionalism, honesty, integrity, moral and ethical behavior.

The Policy may be accessed on the Company's website Whistleblower Policy.

Corporate Social Responsibility (CSR:

The CSR projects of the Company are mainly focused on four pillars viz. Skilling and Employment, Education and Development, Health Initiatives and Financial Literacy in compliance with the CSR Policy of the Company which is duly approved by the Board. The CSR Policy can be accessed on the website of the Company.

During the financial year under review, your Company was required to spend 2% of its average net profits (computed as per the relevant provisions of the Companies Act, 2013) of the preceding three years on CSR projects and accordingly the Company has spent Rs. 621.57 Lakhs on various CSR activities. The details of CSR Projects undertaken are enclosed herewith as Annexure IV. The projects undertaken by the Company are in accordance with Schedule VII of the Act read with the relevant rules and the CSR policy of the Company.

RISK MANAGEMENT FRAMEWORK:

The inherent nature of the business of the Company involves various risks enhanced by macroeconomic conditions. The Company has consistently prioritized the identi cation, assessment, and mitigation of these risks. The key risks which your company is exposed are credit risk, market risk (such as interest rate and currency risk), liquidity risk, operational risk and information security risk which encompasses technology, personnel, operational, and reputation risks.

Your Company has implemented an effective Risk Management Control Framework designed to address and mitigate all the risks mentioned above. Leveraging a wealth of cross-domain industry experience, the Company's Directors and senior management team constitute the Risk Management Committee (‘RMC') to tackle these challenges. The Company's ability to grow sustainably over the years while maintaining good asset quality is a testament to its capacity to identify and mitigate risks effectively. Throughout the year, the RMC convened multiple times to actively monitor emerging risks that could potentially impact the company. The Chief Risk Officer (CRO) is responsible for identifying, quantifying, and mitigating these risks. Additionally, the CRO meets with the RMC at least once a quarter, without the presence of the management team, to discuss the risks faced by the company and the strategies in place to manage them.

The Company has established a robust structure to ensure that its systems, policies, processes, and procedures are regularly reviewed to identify and mitigate any risks that may arise. To manage these risks, existing controls are continuously evaluated, and any necessary improvements or enhancements are implemented based on the assessment. The involvement of various sub-committees, such as the ALCO, Credit Committee, IT Steering Committee,

Grievance Redressal Committee, Information Security Committee and Identi cation Committee, along with the introduction of the RBIA framework, has further strengthened the overall risk management framework. A detailed report on Risk Management is presented in the Management & Discussion Analysis report, which is part of this annual report.

AUDITORS AND REPORTS: (A) Statutory Auditors Appointment of Auditors:

During the financial year under review, Pursuant to the provisions of Sections 139 of the Act and Rules made thereunder, M/s. B S R & Co. LLP ("Statutory Auditors"), Chartered Accountants, Firm registration no: 101248W/ W-100022, were appointed as the Statutory Auditors of the Company for a term of 3 years at the 15th Annual General Meeting held on June 20, 2024 till the conclusion of 18th Annual General Meeting of the Company to be held in the year 2027.

Quali cation/ Reservation/ Adverse remark / Disclaimer of Statutory Auditors on Financial Statements for FY25:

The Statutory Auditors have not made any adverse comments or given any quali cation, reservation or adverse remarks or disclaimer in their Audit Report on the Financial Statements for FY25.

Reporting of Fraud:

During the financial year under review, the Company has reported 11 loan accounts amounting to Rs. 2.51 Crores as fraud and informed the same to the Board, Audit Committee and the Statutory Auditors of the Company. Subsequently, upon receipt of the such information from the Company and in compliance with Section 143(12) of the Companies Act, 2013, the Statutory Auditors, have reported 10 instances of fraud (from the above 11) amounting to Rs. 2.15 Crores to the Audit Committee of the Company and the Ministry of Corporate A airs. Furthermore, the Company had also made requisite lings with the National Housing Bank in this regard. These fraud cases were committed through impersonation of buyers (borrowers) and sellers and forgery of identity and property ownership documents, by a group of individuals. The Company has undertaken the various remedial actions such as a) Strengthened internal controls to prevent recurrence b) Separate underwriting team set up for specific types of loans c) New lawyers and valuers have been appointed.

Internal Auditors:

In accordance with the RBI guidelines on Risk Based Internal Audit having circular Ref. No. DoS.CO. PPG.SEC/03/11.01.005/2021-22 dated June 11, 2021, the Company has appointed a Head of Internal Audit, as approved by NRC and Board to plan and conduct the Risk Based Internal Audit of various functions and locations of the Company.

Further, in accordance with Section 138 of the Act, the Company had appointed firms as Joint Internal Auditors viz, M/s BDO India LLP to assist in conducting the internal audit of Head O ce functions and M/s. P Chandrasekar LLP and M/s. Kirtane & Pandit LLP to assist in conducting the internal audit of Branch functions for FY25. These rms further support the Head of Internal Audit in the process of Risk Based Internal Audit. The Internal Auditors were tasked to conduct comprehensive audits of functional areas and operations to examine the adequacy of and compliance with policies, plans and statutory requirements. For the financial year under review, the Internal Auditors have not submitted material quali cations, reservations or adverse remarks or disclaimers.

Secretarial Auditors:

In accordance with Section 204 of the Act and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. Bhatt & Associates, Company Secretaries LLP, Practicing Company Secretaries to conduct secretarial audit of the Company for FY25.

Further, pursuant to the provisions of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company has approved, subject to the approval of the shareholders at the ensuing Annual General Meeting of the Company, appointment of M/s. Aashish K. Bhatt & Associates, Practicing Company Secretaries, as Secretarial Auditors of the Company for a term of 5 years starting from FY26. The Company has received a consent letter from M/s Aashish K. Bhatt & Associates, that they are not disqualified and are eligible to hold the officeas Auditors of the Company, if appointed. Consequently, M/s. Bhatt & Associates Company Secretaries LLP who were reappointed as Secretarial auditor of the Company for a period of 2 years starting from FY25 ceased to be the Secretarial Auditors of the Company.

Annual Secretarial Compliance Report:

The Secretarial Auditors have not submitted any quali cations, reservations or adverse remarks or disclaimers. The Secretarial Audit report has been annexed to this Report as Annexure V. Further, the Secretarial Auditors have not reported any instances of fraud in terms of Section 143 (12) of the Act. As per Section 134(3)(f) of the Act, the Board states that during the financial year under review, there were no adverse comments or disquali cations made by the Secretarial Auditor of the Company, during the course of their audit.

Secretarial Standards:

During the financial year under review, the Company has complied with the applicable secretarial standards issued by the Institute of Company Secretaries of India.

Maintenance of Cost records:

The Company being a Housing Finance Company is not required to maintain cost records as prescribed under section 148(1) of the Act.

HUMAN RESOURCE:

HomeFirst's most valuable asset is its people. The Company has implemented practices that foster a work culture focused on providing employees with the best opportunities, while also attracting, retaining, and developing talent in an increasingly competitive market. All employees, regardless of tenure, are given structured learning opportunities as required for their function, level, and areas of interest. The Company focuses on equipping employees with practical knowledge and skill-based training for their roles; at mid-levels, the emphasis shifts to building management competencies, and at senior levels, it centers on leadership development. To ensure exceptional service standards for both internal and external stakeholders, employees are equipped with a blend of functional and behavioral skills. The Company has offered both online and o ine training to enhance knowledge and skills of the employees throughout the year. The Company also provides various soft skills and leadership skills trainings to assist them in reaching their maximum potential. The trainings that are provided to employees are Induction, T-20 training, Home first EVO training, "So far so good" training, Aspire Program, Executive Masters of Business Administration, Head O ce Training - designating functional leaders as in-house trainers, Internal Job Posting, Customised trainings for head officeand mid-senior level employees. Your Company is committed to being an equal-opportunity employer. In addition to nurturing a diverse workforce across age, gender, and socioeconomic backgrounds, the Company has also cultivated a positive and inclusive work environment. As part of its philosophy, the company hires who have obtained their management degrees, through comprehensive campus recruitments programs, providing them with on-the-job training to help them realize their full potential and offering them a clear career path within the organization. The well-being of our employees has always been a top priority. To support their physical and emotional health, the Company has partnered with several organizations to offer counseling services. Additionally, the Company provides a mediclaim policy for employees and their immediate family members, as well as term life and accidental coverage for its employees.

Your Company has also adopted key policies aimed at strengthening employee welfare, including the Human Rights Policy, the Equal Opportunity Policy and the Parental Leave Policy. As of Mar'25, there were 155 branches and 1,634 employees working for the Company.

EMPLOYEE STOCK OPTION SCHEMES:

During the financial year under review, your Company at its Annual General Meeting held on June 20, 2024 has formulated new ESOP scheme 2024. This scheme has been introduced to provide opportunity to eligible employees to participate in Company's success and promote the culture of employee ownership and provide them an opportunity to take part in the future growth and pro tability of the Company, which should lead to improved employee engagement, motivation and retention. The Company has in total four Employee Stock Option Schemes, which enables the employees to participate in its future growth and success.

In terms of Regulation 14 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, the disclosures for FY25 with respect to all the ESOP Schemes have been provided on the website of the Company at www.home rstindia.com.

Employee Remuneration:

In terms of Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the disclosures with respect to the remuneration of Directors, Key Managerial Personnel and employees of the Company have been provided in Annexure VI to this Board's Report. Further, statement containing details of employees as required in terms of Section 197 of the Act read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is available for inspection at the Registered O ce of the Company during working hours for a period of 21 days before the date of the ensuing Annual General Meeting. In terms of the provisions of Section 136 of the Act read with the said Rule, the Directors' Report is being sent to the shareholders excluding the annexure. A copy of the statement may be obtained by shareholders by writing to the Company Secretary at the Registered O ce of the Company or at corporate@home rstindia.com.

P R E V E N T I ON O F S E X UA L HA R A S SME N T A T WORKPLACE:

The Company has zero tolerance towards sexual harassment at the workplace and has strong policy on ‘Prevention of Sexual Harassment' at workplace to prohibit, prevent or deter any acts of sexual harassment at workplace and to provide a procedure for redressal of complaints pertaining to such harassment. In order to sensitize the employees about the policy, the Company has hosted POSH Policy on the website of the Company and also disseminated to all employees of the Company. The Company also has an Internal Complaints Committee (ICC) constituted in compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 read with its allied Rules. The committee is responsible for conducting inquiries pertaining to complaints under the Act. Specialized training for ICC members is conducted every year and all the employees undergo POSH training module periodically.

During the financial year under review, ICC has received one complaint of sexual harassment from the employee of the Company, on which due action was taken. The Annual Report as required under Section 21 of the POSH Act read with Rule 14 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Rules, 2013 has been submitted to the respective authority.

REGULATORY COMPLIANCE:

The Company has duly complied with the Master Direction Non-Banking Financial Company Housing Finance Company (Reserve Bank) Directions, 2021, Scale Based Regulations, SEBI (Listing and Obligations of Disclosure Requirements) Regulations, 2015, IRDAI (Registration of Corporate Agent) Regulations 2015and other guidelines, circulars and directions issued by, RBI, SEBI and IRDAI from time to time. The Company has adopted all the Policies as recommended by regulatory authorities from time to time. Also, being an insurance intermediary, Company is maintaining and complying with all the required information/ compliances as per IRDAI regulations.

The Company also has been following directions / guidelines / circulars issued by Accounting Standards, Income Tax Act, 1961 and Ministry of Corporate A airs from time to time, as applicable to the Company.

OTHER DISCLOSURES:

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:

DISCLOSURE OF SIGNIFICANT AND MATERIAL ORDER(S) PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

During the financial year under review, there were no significant and material order(s) passed by the Regulators/ Courts/ Tribunal which would impact the going concern status of the Company and its future operations.

DIRECTOR'S RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Act, in relation to the audited financial statements of the Company for the year ended March 31, 2025, the Board of Directors hereby con rm that: a. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; b. the directors have selected such accounting policies and applied them consistently and the Directors made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of a airs of the Company as at Mar'25, and of the profit of the Company for the year; c. the directors have 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 have prepared the annual accounts of the Company on a going concern basis; e. the directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; f. the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

DISCLOSURE UNDER SECTION 43(a)(ii) OF THE ACT:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

DISCLOSURE UNDER SECTION 54(1)(d) OF THE ACT:

The Company has not issued any sweat equity shares during the financial year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

DISCLOSURE UNDER SECTION 67(3) OF THE ACT:

During the financial year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme hence no information pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

DISCLOSURE UNDER RULE 8 OF THE COMPANIES (ACCOUNTS) RULES, 2014:

During the financial year under review, the Company has not made any application nor any proceedings are pending under the Insolvency and Bankruptcy Code, 2016. Further, there were no instances of one-time settlement for any loans taken from the Banks or Financial Institutions.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

ACKNOWLEDGEMENT AND APPRECIATION:

The Board of Directors places its gratitude and appreciation for the support and cooperation from all the stakeholders of the Company including the Reserve Bank of India, National Housing Bank, the Ministry of Corporate A airs, Securities and Exchange Board of India, the Government of India, Insurance Regulatory Development Authority of India, Stock Exchanges and other Regulatory Authorities, Bankers, Lenders, Financial Institutions, Members, Credit Rating agencies, Customers of the Company for their continued support and trust. The Board of Directors also places on record its sincere appreciation for the commitment and hard work put in by the Management and the employees of the Company for an excellent year of performance.

Not applicable during reporting period.

The Board would like to thank all the stakeholders as well as the communities we operate in who have reposed their trust in us and supported us in our journey.

For and on behalf of the Board of Directors

Sd/-

Deepak Satwalekar

Chairman & Independent Director

DIN: 00009627

Date: May 01, 2025

Place: Mumbai