Nippon Life India Asset Management Ltd

Dear Shareholders,

Your Directors take pleasure in presenting their 29th Annual Report on the business and operations of your Company, together with the audited financial statements, for the year ended March 31, 2024.

Your Company endeavors to remain one of the leading players in the Asset Management business in India and keep exploring opportunities for enhancing its global footprint as well.

Your Company is a subsidiary Company of Nippon Life Insurance Company ("NLI"). NLI is is one of the largest life insurers in the world managing assets of over USD 500 bn. It has a large global network with presence across US, Europe, Asia, and Australia along with a 130-year track record in Life Insurance business as well as global investments across Asset Management companies. This pedigree brings strong synergistic that very well complements your Company's domestic expertise in the Asset Management business and provides a thrust to its significant growth potential. Your Company expects a substantial upside in terms of increased AUM & adoption of best governance & risk management practices based on NLI's global positioning & relationships.

FINANCIAL PERFORMANCE AND STATE OF COMPANY'S AFFAIRS

The standalone and consolidated financial statements of the Company for the financial year ended March 31, 2024, have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the Act. The financial highlights (on a consolidated and standalone basis) of the Company for the year ended March 31, 2024 are as follows

The Consolidated Financial Statements of the Company form part of this Annual Report. The annual accounts of all the subsidiary companies will be placed on the website of the Company.

OPERATION HIGHLIGHTS

As you are aware that your Company acts as the asset manager to Nippon India Mutual Fund ("NIMF"), which is one of the largest Mutual Fund in India, in terms of the Quarterly Average Assets under Management (QAAUM) as on March 31, 2024.

The QAAUM of NIMF as on March 31, 2024, was Rs. 4,31,308 crore comprising of Rs. 2,12,252 crore of Equity, Rs. 68,135 crore of Debt, Rs. INR 39,379 crore of Liquid Funds and Rs. 1,11,542 crore of ETF assets. It may be noted that the QAAUM of NIMF as on March 31, 2023 was Rs. 2,93,159 crore comprising of Rs. 1,30,087 crore of Equity, Rs. 54,068 crore of Debt, Rs. 38,979 crore of Liquid Funds andRs. 70,024 crore of ETF assets.

Overall QAAUM of NIMF has increased by 47.1% during the financial year 2023-24, while the Indian Mutual Fund Industry witnessed an overall positive growth of 33.6% in terms of QAAUM (Source: AMFI).

New Schemes Launched:

During the year under review, Nippon India Mutual Fund launched the following new schemes

As on March 31, 2024, NIMF has a well-rounded portfolio of 99 schemes under various categories such as Equity, Debt, Hybrid, Exchange Traded Fund, Fixed Maturity Plans, and Interval Funds.

DETAILS OF MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments affecting the financial position of the Company since the date of the financial statements i.e., March 31, 2024.

DIVIDEND

During the year, the Company had declared and paid an interim dividend of Rs. 5.50 per equity share amounting to Rs. 343.68 Crore. The Board has also recommended a final dividend of Rs. 11.00 per Equity Share of Rs. 10/- each for the financial year ended March 31, 2024, for the approval of the Shareholders at the ensuing Annual General Meeting. With this the total dividend for the financial year 2023-24 would be approximately Rs. 1037 Crores, including the interim dividend of Rs. 5.50 per equity share distributed in

November 2023. The Final dividend, if declared, will be paid on and from July 16, 2024.

The dividend pay-out is in accordance with the Company's Dividend Distribution Policy which forms part of this Annual Report.

AMOUNT TO BE CARRIED TO RESERVES

Your Directors do not propose any amount to be transferred to the General Reserves of the Company.

MANAGEMENT DISCUSSION AND ANALYSIS

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

PARTICULARSOFLOANS,GUARANTEESANDINVESTMENT

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Act are given in the notes to the Financial Statements.

There is no 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.

DEPOSITS

The Company has neither accepted nor renewed any fixed deposits during the year. There are no outstanding or unclaimed deposits, unclaimed / unpaid interest, refunds due to the deposit holders or to be deposited to the Investor Education and Protection Fund as on March 31, 2024.

EMPLOYEES STOCK OPTION SCHEME

With the perspective of promoting the culture of employee ownership and to attract, retain, motivate and incentivize senior as well as critical talent, the Company has formulated the following Employee Stock Option Plan(s) / Scheme and Performance linked

Stock Unit Scheme:

• Nippon Life India Asset Management Limited - Employee Stock Option Plan 2017 ("NAM INDIA ESOP 2017") [formerly known as "Reliance Nippon Life Asset

Management Limited – Employee Stock Option Plan

2017" ]) ("ESOP 2017" / "Plan") as its stock option scheme, which was launched in August 2017.

• Nippon Life India Asset Management Limited - Employee Stock Option Plan 2019 ("NAM INDIA ESOP 2019") [formerly known as "Reliance Nippon Life Asset Management Limited Employee Stock Option Plan 2019"]) ("ESOP 2019" / "Plan") as its stock option scheme, which was launched in July 2019.

Both ESOP 2017 as well as ESOP 2019 are in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014. The Nomination and Remuneration Committee of the Board monitors and administers these Plans and from time-to-time grants stock options to the employees.

• During FY 2023-24, based on the approval of the shareholders, Nippon Life India Asset Management Limited - Employee Stock Option Scheme 2023 ("ESOP 2023") as a stock option scheme and ‘Nippon Life India Asset Management Limited Performance linked Stock Unit Scheme 2023 ("PSU 2023") as a stock unit scheme were launched in October 2023.

Both ESOP 2023 as well as PSU 2023 are in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

However, having regard to the provisions of first provision to Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to all the Members of the Company and others entitled thereto. The certificate from the Statutory Auditors of the Company confirming the compliance of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 and Securities and Exchange Board of India (Share Based Employee Bene ts and Sweat Equity) Regulations, 2021 (SEBI Regulations) with respect to the Company's Employees Stock Option Scheme Plans and Performance linked Stock Unit Scheme will be available for inspection through electronic mode. Any member interested in obtaining the same may write to the Company Secretary and the same will be furnished on request. The details as required to be disclosed under SEBI Regulations are put on the Company's website at https://mf.nipponindiaim.com/investor-service/ customer-service/nam-india-shareholders-investors

CAPITAL STRUCTURE

During the Financial year 2023-24, the Company issued and allotted 68,23,287 Equity Shares to eligible employees on exercise of options granted under the Employee Stock Option Plans of the Company. Hence, the issued, subscribed, and paid-up capital of the Company was 62,99,98,730 Equity Shares of Rs. 10 each at the end of the Financial Year.

The Equity History of the Company has been provided in the Corporate Governance Report.

COMPLIANCE CULTURE & RISK MANAGEMENT

Your Company maintains a strong focus on

Compliance and Risk Management as these are essential elements for its long-term success. The compliance and risk functions are managed by a dedicated and experienced team of professionals. The management has a zero tolerance towards risk and compliance failures or breaches.

There exists a comprehensive Compliance Manual, which is reviewed by your Board of Directors from time to time and it facilitates the Company's Compliance team to monitor various compliance requirements effectively & comprehensively. Your Board of Directors have also constituted a Compliance Committee, which is chaired by the CEO & Executive Director of the Company, and which has the Compliance Officer and other senior & relevant functionaries as its members. This committee meets at least once in a quarter to discuss and deliberate issues pertaining to compliance and other regulatory developments. The Compliance team regularly conducts educative training programs for various segments within the organization.

Your Company also has a comprehensive Risk Management Policy that envisages a structured and consistent enterprise-wide risk management framework, based on the three lines of defense model, to ensure that risk management processes are consistently applied across the organization and provide reasonable assurance regarding achievement of organization's objectives.

The risk management policy clearly sets out the objectives & elements of risk management within the organization, including the constitution of an independent Risk Management department headed by Chief Risk Officer (reporting directly to the CEO and to the Board of Directors), Risk Management Committees at Executive and Board levels. The policy also defines the roles and responsibility of all the CXOs towards risk management as part of first line of defense model. Your Company promotes risk awareness culture throughout the organization and risk management is an integral part of decision making and day-today operations of all activities at all levels across the organization. There are well documented &

Board approved policies & processes to address and mitigate various risks to which the Company is exposed. The Company also has a robust business continuity plan which is tested on a periodic basis to ensure uninterrupted operations. The risk department conducts various training programs on various facets of risk management including cyber risk awareness, conduct risk, operational risk, Anti Money Laundering, etc.

The Company has a structured risk reporting mechanism to ensure risks are monitored and reviewed by CRO, Senior Management, RMCBs and Board on a periodic basis.

INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY

The Company has an Internal Control System which is commensurate with the size, scale and complexity of its business operations.

For effective risk management and control, the Company has established structures and responsibilities in line with the "Three Lines of Defense" model, where 1st line being business operations, 2nd line is the oversight functions like Risk Management and Compliance and 3rd line is Internal Audit. To maintain its objectivity and independence, the Internal Audit department reports to the Audit Committee of the Board. The Internal Audit department monitors and evaluates the efficacy control system in the Company, its compliance with operating systems, accounting procedures and policies. Based on the report of the Internal Auditor, process owners undertake corrective action in their respective areas and thereby strengthen the controls.

The Internal Audit department follows up on pending audit issues and ensures that corrective actions have been taken. Significant audit observations, if any, and corrective actions thereon, are presented to the Audit Committee of the Board.

CORPORATE GOVERNANCE

Your Directors wish to reiterate your Company's commitment to the highest standards of corporate governance to enhance trust of all its stakeholders.

Strong & robust corporate governance practices have facilitated your Company in standing up to the continued scrutiny of domestic & international investors and that of various Regulatory Authorities. The report on Corporate Governance as stipulated under Regulation 34(3) read with Para C of Schedule V of the Listing Regulations is presented in a separate section forming part of this Annual Report. A Certificate from the auditors of the Company i.e.

M/s. S. R. Batliboi & Co. LLP, Chartered Accountants conforming compliance to the conditions of Corporate Governance as stipulated under Para E of Schedule V of the Listing Regulations, is enclosed to this Report.

VIGIL MECHANISM

In accordance with Section 177 of the Act and the Listing Regulations, the Company has formulated a Vigil Mechanism to address the genuine concerns, if any. The Whistle Blower policy can be accessed on the Company's website. It is affirmed that no person has been denied access to the Chairperson of the Audit Committee.

CORPORATE SOCIAL RESPONSIBILITY

As part of its initiatives under "Corporate Social

Responsibility (CSR)", the Company has undertaken projects in the areas of promoting healthcare, education, and rural development in accordance with Schedule VII of the Act.

The Annual Report on CSR activities is annexed herewith as Annexure A.

SUBSIDIARIES & ASSOCIATE COMPANY

As of March 31, 2024, your Company had two (2) subsidiaries. One of such subsidiaries is overseas i.e., one subsidiary in Singapore and one subsidiary in India.

Both the subsidiaries of the Company are engaged in financial services and related activities. In addition, the Company also has an Associate Company in India, which has already surrendered its business license/ regulatory approval to act as a Pension Fund Manager.

This particular Company currently has no business operations, and it is therefore proposed to be wound up, in accordance with the applicable laws. A statement w.r.t. the performance and the financial position of the subsidiaries of the Company forms a part of the Consolidated Financial Statements of the Company.

The performance of the financial position of the subsidiary companies is presented in the Management Discussions and Analysis Report forming part of this Annual Report. The policy for determining material subsidiary companies may be accessed on the Company's website at https://mf.nipponindiaim. com/InvestorServices/Pages/Investor-Policies.aspx Further, The International Financial Services Centres

Authority (IFSCA) has granted NAM India (IFSC Branch) the certificate of registration to carry out the activities as a Fund Management Entity (Non-Retail) under the IFSCA (Fund Management) Regulations, 2022 on March 1, 2023. SEBI has on March 14, 2024 also provided its no objection to NAM India for setting up branch in IFSC Gift city to provide certain services.

KEY MANAGERIAL PERSONNEL

During the year under review, the following employees were the ‘Key Managerial Personnel' of the Company: a) Mr. Sundeep Sikka Executive Director & Chief Executive Officer; b) Mr. Ajay Patel Manager@; c) Mr. Prateek Jain Chief Financial Officer* d) Mr. Amol Bilagi Interim Chief Financial Officer**; and e) Ms. Nilufer Shekhawat Company Secretary

* ceased to be a Chief Financial Officer w.e.f December 29, 2023 ** appointed as an Interim Chief Financial Officer w.e.f January 4, 2024 @ Re-appointed as Manager for the period January 3, 2024 to January 2, 2026

DIRECTORS

During the year, Mr. Akira Shibata who was a Director as on March 31, 2023, resigned from the directorship of the Company w.e.f. April 25, 2023. Mr. Hiroki Yamauchi was appointed as an additional Director (Non-Executive Nominee Director) in place of Mr. Akira Shibata w.e.f. April 25, 2023 and Mr. Upendra Kumar Sinha was appointed as an additional Director (Non-Executive Independent Director) and Chairperson of the Board with effect from May 1, 2023. Both these appointments were duly approved by the shareholders at the last

Annual General Meeting.

All the Independent Directors of your Company i.e., General Ved Prakash Malik (Retd.), Ms. Ameeta Chatterjee, Mr. Ashvin Parekh, Mr. B. Sriram and Mr. Upendra Kumar Sinha have already furnished the required declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act.

In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are people of high integrity and repute. They fulfil the conditions specified in the Act and the Rules made thereunder and are independent of the management. In terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by The Indian Institute of Corporate Affairs, Manesar (‘IICA'). The Independent Directors are also required to undertake online proficiency self-assessment test conducted by the IICA within a period of Two years from the date of inclusion of their names in the data bank, unless they meet the criteria specified for exemption All the Independent Directors of the Company are exempt from the requirement to undertake online proficiency self-assessment test.

PERFORMANCE EVALUATION OF DIRECTORS, BOARD AND COMMITTEES

The Company has devised a policy for the performance evaluation of the individual directors, Board and its Committees, which also includes the criteria for carrying out the said performance evaluation. Pursuant to the provisions of the Act and Regulation 17(10) of Listing Regulations and as prescribed in the stated policy of the Board, the Board has carried out an annual performance evaluation of (i) the Directors (Independent and Non-Independent); (ii) itself (as a whole); (iii) its committees and (iv) fulfillment of Independence criteria. The Board performance was evaluated based on input received from the Board members after considering criteria such as Board composition and structure, effectiveness of Board / Committee processes, and information provided to the Board, etc. In terms of the requirements of the Act, a separate meeting of the Independent Directors was also held during the year.

BOARD AND COMMITTEE MEETINGS

During the year, Nine (9) Board meetings were held, which includes 1 joint Board Meeting between the Board of the AMC with the Board of the Trustees as stipulated in SEBI Circular on SEBI/HO/IMD/IMD-PoD-1/P/CIR/2023/117 dated July 07, 2023.

Your Directors wish to inform that the functioning of the Board is supplemented by various committees (Board sub–committees and management committees), which have been constituted from time to time, such as Audit Committee, CSR Committee, Stakeholders Relationship Committee, Nomination & Remuneration Committee, Risk Management

Committee of the Board, IT Strategy Committee, Valuation Committee, Investment Committee, Risk and Compliance Committee, Allotment Committee, Broker Empanelment Committee, Operating

Committee, Stewardship Committee, Proxy Voting Committee, Technology Committee, etc. to name a few along with Unit Holder Protection Committee which was constituted during the year under review, in compliance with SEBI circular on Roles and responsibilities of Trustees and board of directors of Asset Management Companies (AMCs) of Mutual Funds dated July 07, 2023. Each of the aforesaid

Committees has been constituted in order to ensure due compliance with the applicable laws and to ensure that the highest levels of corporate governance are followed and practiced. The minutes of the meetings of each of these Committees are duly placed before the Board for noting and confirmation.

AUDIT COMMITTEE

In terms of the requirements of Section 177 of the Act, the Audit Committee of the Company consists of seven (7) members including a majority of Independent Directors. As on date of this report, it comprises of Mr. Ashvin Parekh [Independent Director], Ms. Ameeta Chatterjee [Independent Director], General Ved Prakash Malik (Retd.) [Independent

Director], Mr. B. Sriram [Independent Director], Mr. Upendra Kumar Sinha [Independent Director],

Mr. Hiroki Yamauchi [Non- Independent Director] and Mr. Minoru Kimura [Non- Independent Director] as its members. Mr. Ashvin Parekh acts as the Chairperson of this Committee.

During the year, nine (9) meetings of the Audit Committee were held, which includes 1 joint Audit Committee between the Audit Committee of the AMC with the Audit Committee of the Trustees and 1 meeting to interact with the Statutory and Internal Auditors of the Mutual Fund Schemes without the engagement of management of the AMC as stipulated in SEBI Circular No. SEBI/HO/IMD/IMD-I DOF2/P/CIR/2022/17 dated February 09, 2022.

Other relevant details in this regard have been provided in the Corporate Governance Report.

NOMINATION & REMUNERATION COMMITTEE

In terms of the requirements of Section 178 of the Act, the Nomination & Remuneration Committee of the Company consists of seven (7) members including a majority of Independent Directors. As on date of this report, it comprises of Ms. Ameeta Chatterjee [Independent Director], General Ved Prakash Malik

(Retd.) [Independent Director], Mr. Ashvin Parekh [Independent Director], Mr. B. Sriram [Independent Director], Mr. Upendra Kumar Sinha [Independent

Director], Mr. Tomohiro Yao [Non-Independent Director] and Mr. Minoru Kimura [Non-Independent Director] as its members. General Ved Prakash Malik (Retd.) acts as the Chairperson of this Committee.

During the year, six (6) meetings of the Nomination & Remuneration Committee were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

The Nomination & Remuneration Policy has been provided as Annexure B to the Board's Report.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

In terms of the requirements of Section 135 of the Act, the Corporate Social Responsibility ("CSR") Committee of the Company consists of five (5)members. As on date of this report, it comprises of Mr. Tomohiro Yao [Non-Independent Director], Ms. Ameeta Chatterjee [Independent Director], General Ved Prakash Malik (Retd.) [Independent Director], Mr. Sundeep Sikka [CEO & Executive Director], and Mr. Hiroki Yamauchi [ Non-Independent Director]as its members . Mr. Tomohiro Yao acts as the Chairperson of this Committee.

During the year, four (4) meetings of the CSR Committee were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

STAKEHOLDERS' RELATIONSHIP COMMITTEE

In terms of the requirements of Section 178 of the Act, the Stakeholders' Relationship Committee of the Company consists of three (3) members. As on date of this report, it comprises of Ms. Ameeta Chatterjee [Independent Director], Mr. Tomohiro Yao [Non-

Independent Director] and Mr. Sundeep Sikka [CEO & Executive Director] as its members. Ms. Ameeta Chatterjee acts as the Chairperson of this Committee. During the year, two (2) meetings of the Stakeholders' Relationship Committee were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

RISK MANAGEMENT COMMITTEE

In terms of the relevant requirements under the Listing

Regulations, the Company has constituted a Risk

Management Committee of the Board which consists of seven(7) members . As on date of this report, it comprises of Mr. Tomohiro Yao [Non-Independent Director], Mr. Hiroki Yamauchi [Non-Independent Director], Mr. Sundeep Sikka [CEO & Executive Director], Mr. Ashvin Parekh [Independent Director], Mr. Upendra Kumar Sinha [Independent Director], Mr. B. Sriram [Independent Director] and Mr. Rishi Garg [Chief Risk Officer] as its members. Mr. Tomohiro Yao acts as the Chairperson of this Committee During the year, Four (4) meetings of the Risk Management Committee of the Board were held. Other relevant details in this regard have been provided in the Corporate Governance Report.

Statutory Auditors:

The Company's accounts are audited by a leading Independent Audit firm. During the year, M/s. S. R. Batliboi & Co. LLP, Chartered Accountants acted as the Statutory Auditors for the Company. M/s. S. R. Batliboi & Co. LLP, Chartered Accountants have been re- appointed as the Statutory Auditors of the Company for a second term term of 5 (five) consecutive years from the conclusion of the 28th Annual General Meeting (AGM) until the conclusion of the 33rd AGM.

Internal Auditors:

M/s. PricewaterhouseCoopers Services LLP (PWC) were appointed as the Internal Auditors of your Company for the financial year 2023-24. Your Directors have also approved their re-appointment as such for the financial year 2024-25.

AUDITORS OF THE SCHEMES OF NIPPON INDIA MUTUAL FUND- STATUTORY AND INTERNAL

In accordance with the applicable provisions of law, the Company has appointed Statutory and Internal

Auditors for various Schemes of Nippon India Mutual Fund, who periodically submit their reports, which are placed before the Audit Committee for discussion, review and implementation of their recommendations.

Statutory Auditors:

M/s. Walker Chandiok & Co. LLP, Chartered Accountants were appointed as Statutory Auditors of the Schemes of Nippon India Mutual Fund for the financial year 2023-24.

Internal Auditors:

M/s. PricewaterhouseCoopers Services LLP were appointed as Internal Auditors of the Schemes of Nippon India Mutual Fund and the Portfolio Management Services division of the Company, for the financial year 2023-24. Your Directors have also approved their re-appointment as such for the financial year 2024-25.

AUDITORS' REPORT

The observations and comments given by the Statutory Auditors in their report read together with notes on financial statements are self-explanatory and hence does not require any further comments in terms of Section 134 of the Act.

SECRETARIAL STANDARDS

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

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of

Managerial Personnel) Rules, 2014, your Directors had appointed M/s. M. Siroya and Company, Mumbai, a firm of Company Secretaries in-practice to undertake the Secretarial Audit of the Company for the financial year 2023-24. In this regard, the Report submitted by the Secretarial Auditor is annexed as Annexure C. Your Directors are pleased to inform you that the report from the Secretarial Auditors does not contain any qualifications or negative remarks.

ANNUAL RETURN

Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company has been placed on the website of the Company and can be accessed at https:// mf.nipponindiaim.com/AboutUs/FinancialReports/ Pages/Annual-Return.aspx .

CONSERVATION OF ENERGY:

The operations of the Company do not consume high levels of energy. Adequate measures have been taken to conserve energy wherever feasible. Your Company uses the latest technology and energy-efficient equipments. Your Company only uses LED lights and

5-star air-conditioning for majority of offices. As energy cost forms a very small part of the total costs, the impact on cost is not material.

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:

At Nippon India Mutual Fund (NIMF), our commitment to a robust digital-first approach is paramount and it is evident in our customer-centric, seamless, and frictionless digital experiences. We continue to lead the industry's digital transformation through innovative and cutting-edge initiatives. Here is an overview of some key, needle-moving initiatives delivered in the year gone by:

The all-new Portfolio Dashboard – Now live on the Investor Website's Log-in Section:

Aligned with our Digital philosophy, the All- New Portfolio Dashboard is geared to provide investors with a 360-degree view of their account with an array of thoughtful features. A snapshot of what's new:

• Holistic view of all investments

• E-commerce like mutual fund purchase experience Seamless & fluid journeys with contemporary, new-age interface

• Hassle-free & simplified onboarding

• AI based smart nudges, reminders, updates & alerts helping investors take timely actions

• View, track and manage investments of family members' portfolios with ease

• Schedule new investments to be executed at a future date

• Favorite & Repeat transaction feature for quick checkouts

Business Easy WhatsApp for Distributors – Driving Convenience & Greater Ease of Access for a Digitally Propelled Business:

Building further on our WhatsApp advent, we went LIVE with the WhatsApp extension of our popular Business Easy 2.0 suite for our valued Mutual Fund Distributors (MFDs). This new module will further empower our MFDs to drive deeper Digital-led engagement with their investor base and foster additional business growth. This is yet another step towards our endeavour to remain ahead of the curve in bringing ease and convenience for our Distributors. With just a simple "Hi" on NIMF official WhatsApp number +91 8433938264, and choosing "Distributor" option, our partners will have access to below mentioned services:

• Initiate Transactions: Initiate Purchase/SIP/Switch/

Redemption transactions seamlessly

• AUM: Current and Past AUM (3M,6M & 1YR) for all

Investments registered under respective ARN

• Brokerage: Brokerage amount for the last 2 months and total amount for Previous FY and Current FY

• Account Statements: Download/Trigger investor account statements

• Capital Gain Statements: Trigger capital gain statements to investors

• Campaigns: Initiate business campaigns to investor base

Our Distributors will also be able unlock the immense WhatsApp-to-WhatsApp opportunity which will help them to reach out directly with transactions & services to the WhatsApp inboxes of 4 million+ NIMF investors who have already consented for NIMF WhatsApp channel.

UPI 2.0 Integrations on Digital Assets – Taking existing integrations a notch higher

Driving customer convenience and facilitating access has always been the hallmark of our Digital practice. This principle had been the primary reason why we were one of the earliest adopters of UPI driven payment enablement for our online investors. Building further on our early advent, we introduced UPI based e-mandate set-up for periodic debits, in turn facilitating easy and quick SIP registrations.

Another customer-first initiative is the enablement of UPI intent flow on our Digital assets. With this flow, a list of supporting UPI apps is displayed and the preferred app gets invoked on-asset with pre-populated payment details. End benefits of this integration are higher conversion rates, decrease in abandoned purchases and a decrease in time to complete the payment.

Strengthened & more secure e-KYC – Digi Locker based new self-serve KYC process

Digi Locker is a digital platform provided by the Government of India that allows citizens to store and access their official documents and certificates digitally. When performing a Digi Locker KYC, individuals can use their Digi Locker account to verify their identity and share their official documents, such as Aadhaar, PAN card, driver's license, and more, which are used to register individual's KYC and they can instantly start investing with us. Digi Locker provides a convenient and secure way to authenticate investor's identity digitally.

Continued Process Automation across Organisation

Building on the impetus of automation initiated in the last FY, further processes across business departments have been implemented. Many processes across operations, digital, sales and finance have been completed or in progress. This has provided multiple benefits in terms of process times, reduced manual intervention and resource optimization.

Implementation of cloud initiatives

Continuing on NAM India's cloud journey a number of initiatives on cloud where the infrastructure for initiatives such as Data Lake, Analytics, new core applications have been implemented on the AWS cloud. A cloud first approach has been implemented to take advantage of the features that cloud offers. Our digital assets are all moved from on premise to cloud that has led to better availability and consistency across digital channels. Our financial accounting software has also been moved to cloud environment leading to optimization of costs and availability. Security profile of the cloud has also been enhanced.

DIGITAL ADOPTION AND INNOVATION:

Being a future-ready mutual fund business, we at

NIMF have embraced technological innovation and adapted to changing consumer preferences to thrive in this era of democratized investing. We are continuously reshaping traditional financial services delivery, embracing a new identity as a forward-thinking Digitech enterprise that unlocks value for business and reimagines investments for the modern investor.

Nippon India Mutual Fund (NIMF) is leveraging several key technological enablers to accelerate its digital transformation:

• Mobile-First Ethos: NIMF has adopted a mobile-first approach in designing its digital platforms, ensuring seamless and user-friendly experiences for investors. This strategy recognizes the growing preference for mobile devices, and hence captive apps, among users and prioritizes the development of mobile applications and interfaces.

• Platform-of-choice WhatsApp Integrations:

Recognizing WhatsApp as a preferred platform for communication and transactions, NIMF has integrated WhatsApp capabilities into its framework. This enables investors and distributors to initiate transactions and access services effortlessly through the messaging app, expanding accessibility and convenience.

• Advanced Analytics and AI: NIMF utilizes advanced analytics and artificial intelligence to gain insights into investor behavior and preferences. This allows for personalized experiences, intelligent nudges, and targeted campaigns tailored to specific audiences, enhancing engagement and driving business growth.

• Strategic Partnerships with Tech Giants:

Collaborations with tech giants such as Google, Meta (formerly Facebook), and Adobe provide NIMF with access to innovative beta products and best-in-class product suites. These partnerships enable sharper targeting, real-time analytics, and geo-localization strategies, enhancing the effectiveness of digital campaigns and outreach efforts.

• Digital Engagement Model: NIMF has developed a comprehensive digital engagement model inspired by e-commerce practices. This model focuses on acquisition, onboarding, engagement, and re-engagement of digital investors, supported by data-driven insights and strategies derived from digital behemoths like Google, Meta, and Adobe.

FOREIGN EXCHANGE EARNINGS AND OUTGO:

During the year under review, the Company earned foreign exchange equivalent to Rs. 19.35 Cr (Previous Year: Rs. 18.09 Cr). The Company spent foreign exchange equivalent to Rs. 10.46 Cr (Previous Year: Rs. 11.25 Cr).

DIRECTORS' RESPONSIBILITY STATEMENT

As per the requirements of Sub Section (5) of Section 134 of the Act, the Directors confirm that -(i) In the preparation of the annual accounts for the financial year ended March 31, 2024, the applicable accounting standards have been followed and that there are no material departures;

(ii) The Directors have selected such accounting policies in consultation with the Statutory Auditors' and have applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as

at March 31, 2024 and of the profit of the Company for the year under review;

(iii) The Directors have taken proper and sufficient care to the best of their knowledge and ability for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) The Directors have prepared the annual accounts of the Company on a ‘going concern' basis;

(v) 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;

(vi) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

CONTRACT AND ARRANGEMENTS WITH RELATED PARTIES

All contracts/ arrangements/ transactions entered into/ by the Company during the financial year under review with related parties were on an arm's length basis and in the ordinary course of business. There were no materially significant related party transactions which could have potential conflict with the interest of the Company at large. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

All Related Party Transactions were placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee was obtained for the transactions which were of a repetitive nature. The transactions entered into pursuant to the omnibus approval so granted were reviewed and statements giving details of all related party transactions were placed before the Audit Committee and the Board of Directors for their review on a quarterly basis. The policy on Related Party Transactions as approved by the Board is uploaded on the Company's website at the following link: https://mf.nipponindiaim.com/InvestorServices/ Pages/Investor-Policies.aspx Your Directors draw attention of the members to Note No. 28 to the financial statement which sets out related party disclosures.

PARTICULARS OF FRAUDS REPORTED BY THE AUDITORS'

In terms of Section 143(12) of the Act, M/s. S.R. Batliboi &

Co. LLP, Chartered Accountants, the Statutory Auditors of the Company have not reported any instance of fraud having taken place during the year under review, in their Audit Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators/ Courts which would impact the going concern status of the Company and its future operations.

DETAILS OF APPLICATION MADE BY THE COMPANY OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

The Company invests in various debt market instruments (non-convertible debentures) issued by various issuers. In order to realize the debenture outstanding's, the Company has filed certain applications under the Insolvency and Bankruptcy

Code, 2016. The Mutual Fund Division of the Company is a respondent party to an IBC proceeding filed in the matter of Reserve Bank of India v. Dewan Housing Finance Corporation Limited pending before the Hon'ble NCLT, Mumbai.

The Portfolio Management Services Division of the Company has filed: (a) IBC proceedings against Fortuna Buildcon India Private Limited was filed in November 2017 before the Hon'ble NCLT, Bangalore, wherein currently the resolution plan has been submitted to the Hon'ble NCLT for approval (b) three IBC proceedings against three Biodiversity Conservation India Private Limited group companies (BCIL Zed Ria Properties Private Limited, BCIL Red Earth Developers India Pvt Ltd and Biodiversity Conservation India Private

Limited) were filed in December 2017 before the Hon'ble NCLT, Bangalore. The NCLT has approved resolution plans in BCIL Zed Ria Properties Private Limited and in BCIL Red Earth Developers India Pvt Ltd, which are currently under implementation while Biodiversity

Conservation India Private Limited is currently under liquidation. The Company is also a respondent to two (2) appeals in BCIL Red Earth Developers India Private Limited and in three (3) appeals in BCIL Zed Ria Properties Private Limited, before Hon'ble NCLAT, Chennai, which have been filed challenging the approved resolution plans; (c) IBC proceedings have been filed against the promoters of Biodiversity

Conservation India Private Limited in November 2020 before Hon'ble NCLT, Bangalore which are currently at a pre-admission stage; (d) IBC proceeding filed against Green Valley Shelters Private Limited in December 2019, before Hon'ble NCLT, Chennai, was admitted in August 2021, however the proceedings are currently temporarily stayed under an order of the Supreme Court. The Company is a respondent in a civil appeal filed by the promoters of Green Valley Shelters Private Limited before the Hon'ble Supreme Court, challenging the admission of IBC proceedings against Green Valley Shelters Private Limited, which is currently pending under directions of exploring a settlement; (e) an IBC proceeding filed against the promoters of Green Valley Shelters Private Limited in October 2020 before the Hon'ble NCLT, Chennai is admitted and currently CIRP proceedings are going on; (f) an IBC proceeding was filed against Arkie Atelier Design India Private Limited, being the corporate guarantor for the debentures issued by Green Valley Shelters Private Limited in November 2021 and is currently at a pre-admission stage; (g) an IBC proceeding filed against Bharucha & Motivala Infrastructure Private Limited, being corporate guarantor for the debentures issued by Lake District Realty Private Limited, in November 2019 before Hon'ble NCLT, Mumbai was admitted in

May 2021 and currently CIRP proceedings are going on.; (h) IBC proceedings have been filed against the promoters of Lake District Realty Private Limited in November 2021, which is currently at a pre-admission stage; (i) an IBC proceedings has been filed against

Ashapura Options Private Limited, being the corporate guarantor for the debentures issued by Ashapura Housing Private Limited in February 2022 which was dismissed by NCLT as the IBC proceedings filed by one operational Creditor was already admitted. The Company has challenged the dismissal order of NCLT by filing an appeal before NCLAT, New Delhi which is pending for hearing (j) IBC proceedings have also been filed against four (4) promoter guarantors of Ashapura Housing Private Limited, which are at a pre-admission stage.

COST RECORDS

The Company is not required to maintain cost records as specified by the Central Government under subsection (1) of section 148 of the Companies Act, 2013.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

In terms of the provisions of Section 197 of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said Rules are provided in the Annexure to the Board's

Report. Disclosures relating to the remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended also forms part of this Report. However, having regard to the provisions of Section 136 of the Act, the Annual Report excluding the aforesaid information is being sent to all the Members of the

Company and others entitled thereto. Any Member interested in obtaining the said information may write to the Company Secretary. Upon such request the information shall be furnished.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

Your Company has in place a Prevention of Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace

(Prevention, Prohibition & Redressal) Act, 2013. An Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this Policy.

Following is a summary of sexual harassment complaints received and disposed of during the year:

• No. of complaints received: 0

• No. of complaints disposed of: 0

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to Regulation 34(2)(f) of Listing Regulations, Top 1000 listed entities by market capitalisation have to publish a Business Responsibility and Sustainability

Report from FY 2022-23. Business Responsibility and Sustainability Report for the year under review as stipulated under Listing Regulations is presented in the separate section forming part of this Annual Report.

AWARDS AND RECOGNITIONS

• FY'24 has been a year of some key recognitions and accolades coming the Company's way. NAM India has been recognized across various parameters of Employee Experience, engagement and superior culture creation by being awarded the "Kincentric Best Employer'2023", 6^th time in the last 8 years.

This win also was a hattrick win for the Company by winning this coveted award three times in a row. We also continued being part of the "Kincentric Best Employers Club"2024. With an all- time high engagement score of 89% and with the highest ever participation with 92 % employee sharing their feedback, this definitely marks a strong testimony of the best-in-class employee experience we have been able to continue and enhance.

• Nippon India Corporate Bond was awarded the

2024 Morningstar's Best Corporate Bond Fund highlighting our process and fund management robustness. This was also reestablished by the awards by Navbharat BFSI Awards wherein the Company received multiple awards like Best Large Cap Fund - Sailesh Bhan / Ashutosh Bhargava; - Best Multicap Fund - Sailesh Bhan / Ashutosh Bhargava; - Best Midcap Fund- Rupesh Patel / Sanjay Doshi ;- Fund Manager of the Year - Ashutosh Bhargava and Fund House of the Year: Nippon India MF.

ACKNOWLEDGEMENTS

Your Directors wish to place on record their sincere appreciation for the co-operation received from various regulatory and governmental authorities including SEBI, RBI, Registrar of Companies, Maharashtra at Mumbai, PFRDA, NPS Trust, EPFO, CMPFO, Stock Exchanges, Depositories, Custodians,

Bankers, Registrar, Shareholders, Investors, and all other business constituents during the year under review. We believe all of them have contributed to our continued growth.

Your Directors also wish to place on record their deep appreciation for the total commitment displayed by all the executives, officers and staff, resulting in yet another eventful performance for the year. FOR AND ON BEHALF OF THE BOARD OF DIRECTORS OF NIPPON LIFE INDIA ASSET MANAGEMENT LIMITED