IIFL Finance Limited has released its Business Responsibility and Sustainability Report (BRSR) for the financial year 2025-26, disclosing a monetary penalty of ₹5.30 Lakhs imposed by the Reserve Bank of India (RBI) for failure to classify certain accounts as non-performing assets. The report, which forms an integral part of the Annual Report, received reasonable assurance from TUV India Private Limited and covers the company's performance on environmental, social, and governance parameters.

The company reported a total workforce of 16,722 employees as of March 31, 2026, with women comprising 26.80% of the staff. IIFL Finance recorded one fatality during the year resulting from an accident during the course of official work. The report highlights that the company spent 0.38% of its total revenue on employee well-being measures, down from 0.46% in the previous year.

Financial and Governance Disclosures

The BRSR details a ₹5.30 Lakhs penalty levied by the RBI via an order dated February 06, 2026. The regulator cited deficiencies in compliance regarding the classification of restructured accounts as of March 31, 2024. The company stated that the action was based on these deficiencies and not intended to pronounce upon the validity of any transaction or agreement entered into with customers.

IIFL Finance's Board-level ESG Committee, chaired by Joint Managing Director Mr. R Venkataraman, oversees the company's sustainability initiatives. The company has defined clear ESG targets and, during the year, its Board approved its first Social Financing Framework, which received a “Good” Second Party Opinion by Sustainable Fitch.

Environmental Performance

The company disclosed its greenhouse gas emissions and energy consumption for FY 2025-26. Total Scope 1 emissions stood at 453.64 TCo2e, while Scope 2 emissions were 13,273.09 TCo2e. The total energy consumed was 69,790.75 GJ, with 2,155.99 GJ sourced from renewable energy. Water consumption totaled 1,02,539.88 kiloliters, and the company generated 12.02 tonnes of waste, which was recovered through other recovery operations.

Social and Stakeholder Engagement

The company reported receiving 40,530 customer complaints during FY 2025-26, with 53 pending resolution at the end of the year. Additionally, 13 complaints related to sexual harassment were filed, representing 0.003% of female employees. The company noted that 100% of permanent employees are covered under health and accident insurance.

IIFL Finance engaged in various CSR projects, benefitting over 16 lakh individuals, with a significant focus on vulnerable and marginalized groups. The company also reported that 45% of its inputs were directly sourced from MSMEs or small producers, and 98% were sourced from within India.

IIFL Finance Limited will hold its 31st Annual General Meeting on Friday, July 24, 2026, at 11:30 a.m. IST through Video Conferencing (VC) and Other Audio Visual Means (OAVM). The meeting will be conducted in compliance with the Companies Act, 2013 and relevant circulars issued by the Ministry of Corporate Affairs and SEBI. The company has dispensed with the requirement for physical presence at a common venue and the dispatch of physical copies of the Annual Report.

AGM Notice and Annual Report Dispatch

The Notice of the AGM and the Annual Report for FY 2025-26 have been sent electronically to members whose email addresses are registered with the company, depositories, or the Registrar and Share Transfer Agent (RTA) as of Friday, June 26, 2026. Members without registered email addresses will receive a letter containing a weblink and QR code to access the documents.

These documents are available on the company's website at www.iifl.com , on the websites of BSE Limited and National Stock Exchange of India Limited, and on the RTA's website — MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) — at https://instavote.linkintime.co.in .

Key AGM Details

Agenda: Ordinary and Special Businesses

The AGM will transact 15 items of business. Ordinary businesses include adoption of standalone and consolidated financial statements for FY 2025-26, re-appointment of Mr. Gopalakrishnan Soundarajan as a Director liable to retire by rotation, and appointment of M/s. Shah Gupta & Co., Chartered Accountants, as Joint Statutory Auditor for three years from the conclusion of the 31st AGM to the 34th AGM.

Special businesses include approval for issuance of Non-Convertible Securities (NCS) on a private placement basis up to ₹10,000 Crore, payment of commission to Non-Executive Directors not exceeding 1% of net profits for five years commencing April 1, 2026, and approval of material related party transactions with IIFL Home Finance Limited (up to ₹4,886 Crore), IIFL Samasta Finance Limited (up to ₹12,348 Crore), IIFL Facilities Services Limited (up to ₹2,103 Crore), IIFL Management Services Limited (up to ₹4,099.50 Crore), and IIFL Capital Services Limited (up to ₹4,188 Crore). Cross-subsidiary material RPTs between IIFL Home Finance Limited and IIFL Capital Services Limited (up to ₹2,760 Crore) and between IIFL Samasta Finance Limited and IIFL Capital Services Limited (up to ₹3,199 Crore) are also on the agenda.

Additionally, Members will vote on enhancement of borrowing limits under Section 180(1)(c) to ₹75,000 Crore, enhancement of limits under Section 180(1)(a) to ₹75,000 Crore, and a resolution to raise funds through issuance of equity shares or other eligible securities — including via QIP, FPO, or other permissible modes — up to ₹10,000 Crore.

FY 2025-26 Financial Highlights

The AGM follows a strong financial recovery for the company. The following table summarises key consolidated financial metrics:

Consolidated Loan AUM crossed the ₹1 Lakh Crore mark for the first time, growing 38% year-on-year. The company also successfully issued a USD 500 Million Social Bond — the largest in its history — reflecting strong international institutional demand.

Meeting Participation and Voting

Members can attend and participate in the AGM exclusively through VC or OAVM. Attendance via this mode will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013. The company has provided a remote e-voting facility for members to cast their votes on resolutions prior to the meeting, as well as an e-voting facility during the AGM.

Member Credentials and Contact

Members holding shares in physical form, those without registered email addresses, non-individual members, or individual members who acquired shares after the electronic dispatch and hold shares as of the cut-off date of July 17, 2026, may obtain their User ID and Password by sending a request to investor.helpdesk@iifl.in or by raising a query on the RTA's service request portal. Those already registered for remote e-voting may use their existing credentials.

The company has requested members to update their details — including name, address, email, telephone numbers, Permanent Account Number, and bank details — with their respective Depository Participants for shares held in electronic form, or with the company or RTA for shares held in physical form.