Sources:
1. Press Information Bureau (PIB) / Ministry of Statistics and Programme Implementation (MoSPI)
2. The Outlook for India’s Economy in 2026 amid A New US Trade Deal - Goldman Sachs, Feb’26
Your Directors have pleasure in presenting the NineteenthAnnual Report of Canara HSBC Life Insurance CompanyLimited (the ‘Company’), together with the audited financialstatements and the auditors’ report thereon for the financialyear ended 31st March 2026 (FY26).
OUTLOOKMacroeconomic Outlook
India’s macroeconomic environment during FY26 remainedresilient and broadly supportive for long-term financialinstitutions, despite a challenging global backdrop markedby trade disruptions, policy shifts in advanced economies,geopolitical conflicts and volatile capital flows. Real GDPgrowth is estimated at 7.6% for FY26 which was largely drivenby strong domestic demand, highlighting the economy’s abilityto withstand global headwinds while sustaining momentumthrough internal drivers and ongoing structural reforms.
Private consumption was a key driver of growth, supportedby fiscal measures that enhanced household disposableincomes and boosted urban demand, while rural consumptionremained resilient on the back of healthy agricultural output.Monetary easing, with the Reserve Bank of India cumulativelyreducing the repo rate by 100 basis points between Apriland December 2025 to 5.25%, alongside a benign inflationenvironment, further supported purchasing power, creditgrowth, and long term financial planning1,2.
Fiscal discipline and policy credibility continued to underpinconfidence, positioning the economy well, amid a complexglobal environment.
Despite turbulence, capital markets continued to play anincreasingly important role in supporting capital formationand financialization. Over the medium term, a structural shiftin household savings toward market-linked instruments andrising individual equity ownership has supported long termsavings and protection products offered by life insurers.
Against this backdrop, global growth is expected to moderatein the near term amid elevated energy costs and geopoliticaluncertainty. Technology led investment, particularly in artificialintelligence, continues to provide an important offset bysupporting productivity, business confidence, and economicresilience across major economies. While inflationary
pressures have temporarily resurfaced following energy priceshocks, these are expected to ease as conditions normalise.
Despite global headwinds, India remains relatively well-positioned due to strong macroeconomic fundamentals andpolicy flexibility. India’s GDP outlook for FY27, has beenmoderated to a range of 6.2%-6.9%, reflecting pressuresfrom elevated fuel and food prices amid uncertainties linkedto the West Asia conflict. Even as growth is projected tosoften modestly, India is expected to remain one of the fastestgrowing major economies, with FY27 growth forecast stillahead of global average-underscoring its structural strengthand long-term growth potential.
Outlook for the industry
The Indian life insurance industry witnessed decent growth inFY26, following the relatively subdued growth in the previousyear Individual Weighted Premium Income (WPI) grew by 10%to '1,32,666 crore, with private players strengthening theirshare to 72%, reflecting the industry’s continued focus onsustainable growth and financial inclusion.
This evolving landscape continues to present a significantlong-term opportunity. Supported by favourabledemographics, rising protection and retirement needs,and increasing adoption of digital platforms, the industryis gradually transitioning towards sustainable, quality-led growth. Regulatory initiatives, including higher FDIlimits and emerging platforms such as GIFT City, alongwith GST exemption on individual life insurance premiumsfrom September 2025, have significantly strengthened theecosystem by improving affordability and enhancing access.
Aligned with this evolving landscape, your Company continuesto focus on customer-centric growth, digital enablement, anddistribution expansion to capture long-term opportunities.
REGULATORY LANDSCAPE
FY26 marked a significant phase in the evolution of India’sinsurance regulatory and governance framework, particularlyfor insurers operating in an increasingly digital, customer¬centric and market-linked environment. The regulatory focusduring the year continued to be aligned with the broadervision of “Insurance for All by 2047”, while simultaneouslystrengthening governance standards, policyholder protection,operational resilience, and market conduct expectationsacross the sector.
The regulatory environment for insurers is now increasinglycharacterised by a principle-based and outcome-orientedsupervisory framework, with enhanced accountabilitybeing placed on Boards and Senior Management forensuring effective governance, fair customer outcomes,prudent risk management, and sustainable businesspractices. Regulators have continued to emphasise thatgrowth must be accompanied by strong governance,robust controls, responsible sales practices, and effectiveoversight mechanisms.
A landmark reform during the year was the amendment to theInsurance Act enabling up to 100% Foreign Direct Investment(FDI) in the insurance sector, subject to applicable safeguardsand conditions. This reform is expected to strengthen long¬term capital availability, support innovation and technologyadoption, deepen insurance penetration, and enhance thesector’s ability to meet evolving protection and retirementneeds of the Indian population.
FY26 also witnessed continued regulatory focus onimplementation effectiveness of the extensive reformsintroduced by the Insurance Regulatory and DevelopmentAuthority of India (IRDAI) over the last few years. Keysupervisory themes included policyholder protection,governance standards, solvency oversight, expensesof management, conduct risk, outsourcing governance,product suitability, claims management, and strengtheningof compliance frameworks.
The implementation of customer-centric reforms under theIRDAI Master Circular on Protection of Policyholders’ Interests(PPHI), including Bima-ASBA and premium collection postunderwriting acceptance, represent a significant operationaland governance transition for the industry. These reformsare expected to further strengthen transparency, customerconsent architecture, and fair treatment standards across theinsurance lifecycle.
The industry also continued to progress towards theproposed Risk-Based Capital (RBC) framework, with insurersparticipating in Quantitative Impact Study (QIS)-2 as partof the transition towards a more risk-sensitive and globallyaligned prudential solvency regime. The proposed frameworkis expected to strengthen capital efficiency, risk measurementcapabilities, and enterprise-wide risk governance practicesacross the sector.
With the listing of the Company’s equity shares duringFY26, the regulatory landscape applicable to the Companyhas further expanded to include enhanced governance,disclosure, and compliance expectations applicable tolisted entities under the SEBI (Listing Obligations andDisclosure Requirements) Regulations, 2015 and otherapplicable securities laws. This includes increased focuson transparency, investor communication, insider tradingcontrols, related party governance, ESG disclosures, andstakeholder engagement.
The regulatory environment also continued to evolve rapidlyin the areas of technology, digital governance, and dataprotection. The notification and implementation progress ofthe Digital Personal Data Protection framework, together withincreasing supervisory focus on cyber resilience, informationsecurity, AI governance, digital consent architecture, andoperational resilience, have reinforced the importance ofstrong technology governance and responsible use of databy financial institutions.
Further, the Reserve Bank of India (RBI) and other financialsector regulators continued to examine conduct and customerprotection risks in distribution arrangements, including third-party product solicitation by banks, with increased emphasison suitability assessment, customer awareness, transparency,and prevention of mis-selling practices.
FY26 also witnessed a significant taxation reform for the lifeinsurance sector with exemption of Goods and Services Tax(GST) on individual life insurance products. This landmarkreform is expected to improve affordability and accessibilityof life insurance products, strengthen the overall customervalue proposition, and support deeper insurance penetrationacross customer segments. The exemption is also expectedto provide a meaningful long-term growth impetus to theindustry by encouraging higher adoption of protection,savings, and retirement solutions, aligned with the broadernational objective of enhancing financial security andinsurance inclusion.
The new labour codes introduced during FY26 are expectedto further streamline compliance requirements and enhanceworkforce welfare.
Against this evolving regulatory backdrop, your Companycontinued to strengthen its governance framework,compliance architecture, risk management practices, digitalcontrols, and policyholder-centric processes. Your Companyremains committed to maintaining the highest standards ofgovernance, transparency, ethical conduct, and regulatorycompliance, while proactively adapting its systems,processes, and operating model to align with emergingregulatory expectations and industry best practices.
ABOUT YOUR COMPANYCompany Performance in FY26
During FY26, your Company delivered a strong performance,improving its ranking to 9th among private life insurers,reflecting sustained growth momentum and increasingcompetitive relevance.
Individual Weighted Premium Income (WPI) grew by19%, significantly ahead of private sector growth of 12%and industry growth of 10%, demonstrating consistentoutperformance. Over FY21 to FY26, your Company hasdelivered a 20% CAGR in Individual Weighted Premium
Financial Performance
The key financial parameters for the financial year ended 31st March 2026 are summarized below:
Particulars
FY26
FY25
A) New Business Premiums
First Year Premium
2,585
2,173
Single Premium
1,332
948
B) Renewal Premiums
Renewal Premium
6,129
4,906
Total Premium Income
10,046
8,027
Profit before tax
141
128
Profit after tax
127
117
Net Worth
1,605
1,517
Other key parameters
Individual number of policies (in numbers)
208,220
194,121
Persistency Ratio - 13th month
85.4%
82.5%
Asset under management
46,118
41,166
Expenses of Management ratio
18.7%
Annualized premium equivalent
2,799
2,339
Value of New Business
627
446
VNB Margin
22.4%
19.1%
Embedded Value
7,233
6,111
Solvency Ratio
190%
206%
Income (WPI), compared to 16% for the private sector and12% for the industry.
Market position strengthened further, with your Company’sindustry market share at 2.0% and private sector marketshare at 2.7%, reflecting increasing customer acceptanceand strengthening brand equity.
Your Company continues to strengthen its position as a fast¬growing, customer-focused and digitally enabled insurer, witha scalable and increasingly diversified business model.
Financial Strength and Operational Excellence
Value of new business (VNB) for FY 26 stood at ' 627 crore,reflecting a 41% growth. New business margin for the yearstood at 22.4%. Your Company successfully managedto contain the impact of GST-related regulatory changes.Embedded Value (EV) stood at ' 7,233 crore as on 31st March2026, with an operating return on EV of 20.7% for FY26.
The Company reported stable financial performance,delivering its 14th consecutive year of profitability with profitafter tax of ' 127 crore, while retained earnings increased to' 530 crore. The operational efficiency remained robust, withan expense ratio of 18.7%.
Assets Under Management (AUM) grew by 12%, crossing' 46,000 crore, reflecting growing customer trust andincreasing scale of operations.
This combination of profitability, efficiency, and scale isenabling operating leverage and positioning the Company todeliver sustainable long-term value for stakeholders.
Strengthening distribution footprint
To support its growth, your Company is transitioningtowards a diversified, multi-channel distribution model. Whilebancassurance remains its key strength, supported by accessto 18,356 bank branches and over 120 million customers,your Company is expanding into other distribution channels.
The launch of the Agency channel marks a key milestone,with ~500 distributors onboarded and ' 14 crore of IndividualWeighted Premium Income (WPI) generated in the initialphase. Expansion across partnerships, brokers, and digitalplatforms is further enhancing reach and access to newcustomer segments.
This transition is expected to create a more resilient andfuture-ready distribution model for your Company, improvinggrowth visibility, enhancing penetration, and reducingconcentration risk.
Listing of the shares of the Company
During FY26, your Company’s equity shares were listed onNational Stock Exchange of India Limited (NSE) and theBombay Stock Exchange (BSE) on 17th October 2025, with anoversubscription of ~2.3x, pursuant to an Initial Public Offer(IPO) comprising 23,75,00,000 equity shares of face value of' 10 each, offered through an Offer for Sale by Canara Bank- 13,77,50,000 equity shares and HSBC Insurance (Asia-Pacific) Holdings Limited - 47,50,000 equity shares and byPunjab National Bank - 9,50,00,000 equity shares.
The listing enhances visibility and reinforces your Company’scommitment to governance and transparency, while alsoproviding access to capital markets to support future growth.It represents a significant step in your Company’s evolutiontowards building a scalable, institutionally backed franchise.
As a result, the Company ceased to be a subsidiary of CanaraBank during FY26.
ISO CertificationISO 9001:2015 (a globally recognized standard forQuality Management Systems)
During FY26, your Company successfully completed thesurveillance audit II as per ISO 9001:2015 standard. Thisfurther establishes your Company’s vision of keepingcustomer interest at its core with a constant endeavourto enhance the quality management system in its productdesign and development, customer service and operations.
ISO 27001:2022 (a globally recognized standard forInformation Security Management Systems)
During FY26, your Company successfully completed thesurveillance audit I for ISO 27001:2022 certification. This is akey milestone in your Company’s ongoing efforts to strengthendata security, enhance risk management practices, anddrive continuous improvement across the organization. Thesurveillance process involved a comprehensive evaluationof the Company’s information security policies, procedures,controls, and monitoring mechanisms, ensuring alignmentwith international best practices. This accomplishmentpositions your Company to better manage evolving cyberrisks and further supports its strategic objective of deliveringsecure, resilient, and responsible business operations.
Building a Customer-First Delivery Model
Your Company remains firmly committed to delivering asuperior and consistent customer experience by ensuringseamless service across all customer touchpoints.Recognising the evolving preferences and behaviours ofcustomers, your Company continues to prioritise a frictionlessand intuitive experience throughout a policy lifecycle.
This commitment is embedded in every customer interactionfrom initial engagement, through ongoing servicing, ensuringadherence to the highest standards of service quality.
Your Company has instituted structured mechanisms toregularly capture customer feedback and align internalprocesses, thereby enabling it to meet and exceed customerexpectations. Continuous improvement in service deliveryremains a key focus area.
By leveraging advanced technologies and adopting innovativesolutions, your Company proactively anticipates changingcustomer needs and responds with agility, reinforcing itscustomer-first philosophy and strengthening long-termcustomer relationships.
Key Customer Experience Initiatives
During the year under review, your Company furtherstrengthened its customer service capabilities by building uponits digital ecosystem and integrating advanced technologies,including Artificial Intelligence and Generative AI, to enhanceoperational efficiency and customer engagement.
Your Company introduced an option to login claims through theCustomer App. This has streamlined the customer experienceby reducing turnaround time for straightforward claims.
Your Company witnessed strong growth in digital adoptionby customers during the year. Customer registrations onthe Customer App increased to 5.5 lakh, with 1.88 lakh newregistrations added during the year, compared to 1.16 lakhregistrations in the previous year. This reflects increasingcustomer preference for digital self-service channels.
During the year, your Company further strengthened andscaled its Generative AI-powered Underwriting (UW)Co-Pilot, reinforcing its digital transformation agenda andunderwriting excellence.
Your Company continues to see high and sustained adoptionof self-service features across its digital platforms. Over 80%of all service requests available on your Company’s CustomerPortal and App are now being initiated and completedthrough Do-it-yourself (DIY) options. This has resulted infaster turnaround times, reduced dependency on manualintervention, and enhanced customer empowerment.
These initiatives collectively reinforce your Company’scustomer-first approach by enhancing accessibility,transparency, and engagement across the service lifecycle. Bycombining digital automation with active customer feedbackmechanisms, your Company continues to strengthen servicequality, operational efficiency, and regulatory compliance,while delivering a superior customer experience.
Your Company achieved a Transactional Net PromoterScore (TNPS) of 80 during FY26, the highest ever, reflectingthe effectiveness of its customer-centric strategy and itssustained focus on delivering service excellence.
Details of benefit payouts during the year and those outstanding at year-end are provided below:
S.
No
Benefit Claim Payouts (survival claims)
Claims
Death
Maturity
Survival
Benefit
Annuities/
Pension
Surrender
Other
Benefits
1
Claims outstanding at the beginning of the period
0
3579
3904
5488
646
1412
2
Claims reported during the period
15131
7364
39158
72938
27846
13603
3
Claims settled during the period
15074
7294
35955
49835
27873
12674
4
Claims repudiated during the period
57
5
Claims rejected during the period
-
6
Claim transferred to unclaimed account
7
No. of claims settled during last financial year butpaid during the current financial year
3276
1493
4787
166
468
8
Claims outstanding at end of the period
3649
7107
28591
619
2340
Product Portfolio
During the year under review, your Company continued toadvance its product strategy with a clear focus on sustainablegrowth, disciplined innovation, and long-term customer valuecreation. The product portfolio was further strengthened toidentify and address white-space opportunities, enhance ourrelevance across customer life stages, and enable resilientgrowth in new business. Product development remainedclosely aligned with customer insights, distributor feedback,and market competitiveness, ensuring your Company isresponsive to evolving protection, savings, retirement, andwealth trends in the life insurance market.
Your Company continues to maintain a balanced mix acrosstraditional savings plans, unit-linked solutions, retirement andannuity offerings, and pure protection plans. This balancedapproach supports stable profitability, effective capitalmanagement, and the ability to serve customers acrossvarying risk profiles and financial aspirations.
During FY26, your Company introduced a suite of newproducts and modifications aimed at deepening its presencein the savings-to-wealth continuum and strengtheningretirement and income-led propositions:
• Promise4Life, a participating traditional life insuranceplan, was launched to address long-term financialsecurity needs through a combination of assured incomeand participation in surplus. The product is positionedto support disciplined savings, family protection, andinter-generational financial planning, while reinforcing yourCompany’s presence in the par savings segment.
• IncomeNow was introduced to meet the growing demandfor guaranteed income solutions. Offering assured incomealong with life insurance cover, the product supportscustomers seeking certainty in cash flows for wealthpreservation and retirement income planning, therebystrengthening your Company’s income-oriented portfolio.
• Legacy Builder was launched as a retirement andpost-retirement solution, enabling customers to build aretirement corpus and generate income thereafter, withthe potential for equity participation during accumulation.The product is designed to provide long-term capitalgrowth, addressing the evolving retirement planning needsof customers.
• Promise4Wealth, a unit-linked individual life insuranceplan, was introduced to provide life cover combined withflexible investment choices. The product enables customersto pursue long-term wealth creation, retirement planning,and legacy objectives through market-linked growth,reinforcing your Company’s product value proposition.
Alongside new product introductions, your Companyundertook focused initiatives to refresh, refine, and future-proof
its existing portfolio. Select traditional savings and retirementproducts were enhanced with improved features andcustomer-centric benefits to maintain competitiveness andattractiveness. Your Company also continued to strengthenits protection and rider portfolio, enabling modular andcomprehensive coverage solutions that are adaptable tocustomer needs across life stages.
Your Company remains committed to continuous innovation,driving growth through enhanced product offers and prudentportfolio management, ensuring that its product suite remainsrelevant, competitive, and well-aligned with customers’evolving financial goals, while supporting sustainablelong-term growth and profitability.
As at the end of the FY26, your Company’s product suiteheld 9 unit linked, 2 participating and 13 non-participatingproducts, along with 8 products on the Group platform and3 rider options.
Policyholders’ Bonus
The Company announced policyholders’ bonus, includingregular reversionary and cash bonuses, interim bonus andterminal bonuses, for participating policyholders.
Reversionary Bonus amounting to ' 242 crore was allocated tothe participating policyholders for the year ended 31st March2026. In addition, a payment of ' 29 crore was made towardsinterim, terminal and cash bonus during the financial year.
Policyholder Claims
The Company continues to make steady progress on itsstrategic priority of digitally transforming the claims journey,with a clear focus on enhancing customer experience,improving transparency, and reducing turnaround time.
Real-time claim status visibility has been enhanced, improvingtransparency and customer engagement. Straight-throughprocessing (STP) capabilities have also been expanded,supported by end-to-end digital workflows, resulting inreduced manual intervention and faster claim settlements.
These initiatives position the Company to deliver a scalable,efficient, and customer-centric claims experience, whilereinforcing operational discipline and governance.
Aligned with its Treating Customers Fairly (TCF) philosophy,the Company remains committed to providing timely andeffective support to policyholders and their families, with afocus on a seamless and hassle-free claims experience.
During FY26, the settlement ratio for individual deathclaims was 99.52% and at an overall basis (including groupbusiness), was 99.62%.
Rural and Social Sector ObligationsRural Sector: Your Company has covered 2,23,694 livesagainst a target of 1,70,594 lives. The Company has achievedthe target of 15% in 192 Gram Panchayats allocated by IRDAI.
Social Sector: Your Company has covered 21,68,498 lives(including both retail and group business) against a target of12,02,475 lives (comprising 10% of the total of Group Livesand Retail Policies).
Brand update
During the FY26, your Company strengthened its brandequity and expanded its reach through high-impact, insight-led marketing initiatives, reinforcing its positioning as atrusted and contemporary partner to help fulfil promises forcustomers’ families.
A key milestone was the onboarding of India’s premiercricketer Jasprit Bumrah and sports presenter SanjanaGanesan, as the Company’s first-ever celebrity brandambassadors. Their association brought alive the brand’score values of trust, discipline, reliability and commitment,enabling deeper emotional resonance across customersegments. The integrated brand campaign featuring theambassadors was rolled out across television, digital, socialand outdoor platforms, delivering large-scale reach and strongengagement, improving brand awareness by 17 points.The campaign exceeded the targeted TV Gross Rating Pointsand overall reach in the target segments (TV Digital).
Your Company continued to leverage emotion-led, digital-first storytelling to build meaningful connections. Purpose-driven campaigns anchored in real-life conversations,family dynamics and financial responsibility resonatedstrongly with audiences. Social media platforms witnessedsustained traction, supported by a content mix focused oneducation, topical relevance and employee advocacy,enhancing brand authenticity and credibility. Company’ssocial community grew considerably with LinkedIn achieving1 lakh followers, Instagram reaching 60,000 (2x) followers and
YouTube grew to 2 lakh subscribers (an increase to 5x) duringthe year, reflecting increasing preference for long-form, value-led insurance education and awareness content.
Innovation continued to be central to our marketing vision.The adoption of Al-led capabilities such as AI-generatedvideos, virtual avatars, and automated content workflows,enabled faster turnaround, regional customization andimproved consistency across channels. Technology-led customer omnichannel communication initiatives,delivered higher engagement rates and improved customerexperience outcomes.
A notable highlight was the launch of Promises Forever, apublic interest financial awareness initiative, highlighting thebelief that our promises should endure beyond one’s lifetime.It addressed the issue of unclaimed financial benefits inIndia and encouraged families to start an open conversationaround financial details. Built on a social experiment formatand supported by a digital pledge movement, the campaignachieved 17.5 million views.
Marketing efforts supported multiple successful launchesacross protection, savings, pension and unit-linkedsegments. Integrated 360-degree campaigns, combiningdigital amplification, distributor enablement and on-groundactivations, ensured strong visibility and traction.
Your Company also deepened stakeholder engagementduring its IPO through sustained public relations and outreachefforts, resulting in strong share of voice, extensive nationaland regional media coverage, and enhanced visibility forsenior leaders.
Through these integrated efforts, your Company reinforcedits promise of long-term protection, trust and partnership. Bycombining emotional storytelling, technology-led innovationand purpose-driven communication, the brand remains wellpositioned to support sustainable growth while staying firmlyanchored in a customer-first philosophy.
Investments
FY26 proved to be a challenging and transitional year forIndian equity markets, shaped largely by external shocksrather than domestic macro weakness. After several years ofstrong outperformance, Indian equities went through a phaseof valuation reset and heightened volatility, resulting in mutedto negative benchmark returns for the year.
The global backdrop was marked by elevated geopoliticaluncertainty, and rising trade frictions. These factors togetherweighed on risk appetite across emerging markets, withIndia-given its premium positioning-experiencing sharpercorrections during risk-off phases. The most dominantheadwinds during FY26 stemmed from external macro andgeopolitical developments. The escalation of tensions inWest Asia led to a sharp increase in crude oil prices, revivingconcerns around inflation, current account dynamics, andfiscal stability. This resulted in heightened global risk aversionand periodic spikes in market volatility through the year.
Alongside geopolitics, global trade challenges emerged as asignificant additional drag on sentiment mainly characterisedby higher tariffs and tightening of non-tariff barriers &increased protectionist policies across major economies.
In India, fixed income markets were supported by benigninflation trajectory, stable macro fundamentals and activeliquidity support by the Reserve Bank of India. However,the pace of yield compression moderated compared to theearlier phase of the cycle, as markets balanced expectationsof incremental policy easing against Government borrowingrequirements for FY27 and evolving geopolitical dynamics.During FY26, the benchmark 10-year Government of Indiabond yield traded within a range of 6.20% and 6.78% fromApril 2025 through February 2026, as domestic inflationremained contained and monetary policy expectationsstayed broadly stable. However, yields moved sharply highertowards the end of the fiscal year, with the benchmarkclosing at 7.035%, driven by heightened global risk aversionfollowing an escalation of geopolitical tensions, which led toa spike in crude oil prices and a corresponding reassessmentof inflation and macro-stability risks.
High returns are generated by buying assets when feardrives prices down, while low returns follow buying duringeuphoric, high-priced markets. Emotional discipline, oravoiding the herd, is key to capitalizing on these cycles.From an investment perspective, FY26 reinforced theimportance of discipline, valuation sensitivity, and qualitybias. Domestic institutional flows remained a stabilising forcethrough the year, helping cushion market declines duringperiods of intense foreign selling. The correction during theyear helped create more reasonable entry points acrossseveral high-quality businesses, improving the medium-termrisk-reward profile for long-term investors. As macro visibilityimproves and global uncertainties recede, Indian equitiesremain well-positioned to benefit from long-term structuralgrowth drivers.
Your Company offers a diversified range of traditional andunit-linked products to support customers in achieving theirfinancial goals and continues to expand its fund offeringsand introduce competitive savings and protection solutionsduring the year. Investments are managed in accordance withthe Investment Policy, Asset-Liability Management Policy andrespective fund objectives, with a prudent and well-diversifiedapproach within the defined risk-reward framework to supportlong-term sustainable performance.
Your Company continues to focus on prudent investing anddisciplined risk management to deliver consistent long-termperformance, safeguard policyholder interests and createsustainable value for its customers.
People & Leadership Development: A Strategic L&DPerspective
At the heart of sustainable organizational growth lies arobust People and Leadership Development strategy. YourCompany’s commitment to nurturing talent is reflected inits structured approach to capability building, with a strongemphasis on developing high-potential individuals andstrengthening the leadership pipeline.
Your Company fosters a people-centric culture rooted ininclusivity, empowerment, and performance and emphasizesattracting, developing, and retaining talent through structuredprograms that value diversity across tenure, roles, education,gender, age, and background. It promotes a “For All” culturethat spans hiring, onboarding, and continuous learning,with tailored benefits and development opportunities thatsupport both personal and professional growth. By investingin continuous learning and leadership development, yourCompany enhances employee engagement, supports careerprogression, and significantly improves talent retention.
The Company’s consistent recognition as a Great Placeto Work for five consecutive years, along with the notableachievements of being ranked among the Top 100 BestCompanies to Work For in India 2026 and the Top 25 BestPlaces to Work in the BFSI sector, is a testament to theeffectiveness of its people and culture initiatives and theirpositive impact on employee engagement and satisfaction.
STATEMENT IN RESPECT OF ADEQUACY OFINTERNAL FINANCIAL CONTROLS
Your Company has in place adequate internal financialcontrols commensurate with the size, scale and complexityof its operations. During the year under review, your Companyhad engaged an external firm to review adequacy andworking effectiveness of internal financial controls withinyour Company, based on the requirements of the CompaniesAct, 2013 and the guidance note issued in this regard by theInstitute of Chartered Accountants of India.
As per the review conducted, the overall framework forinternal financial controls was generally found to be effective.The results of the review were also placed before the Audit
Committee and the Board in their respective meetings heldon 28th April 2026.
Further, the statutory auditors also provided an audit opinionon adherence to internal financial controls over financialreporting. As per opinion of our joint statutory auditors, theCompany has, in all material respects, adequate internalfinancial controls over financial reporting in its financialstatements and such internal financial controls were operatingeffectively as at 31st March 2026 based on Guidance Note onAudit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India.
CEO/ CFO CERTIFICATION
In terms of the SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015 [Listing Regulations], thecertificate by the Managing Director & Chief Executive Officerand the Chief Financial Officer on the financial statementsand internal controls relating to financial reporting has beenobtained and was placed before the Audit Committee and theBoard on 28th April 2026.
RISK MANAGEMENT FRAMEWORK
As your Company operates in the business of providingfinancial protection to its customers, a robust and well-embedded risk management framework is fundamental toits operations. Over time, your Company has strengthened itsrisk management framework to support sound governanceacross the organisation and to ensure that risk managementremains an integral part of day-to-day decision-making andoperations at all levels.
Effective risk management strategies and policies areessential to the Company’s success. Risk is inherent in allbusiness operations, particularly in the financial servicessector. The Company is exposed to a range of risks, andits risk management framework supports informed decision¬making and timely mitigation, helping prevent any undueincrease in risk exposure.
In line with section 134(3)(n) of the Companies Act, 2013,your Company has included a description of the riskmanagement framework in the notes to accounts formingpart of the financials statement for FY26, and also as part ofthe Management Discussion & Analysis Report, which formspart of the Annual Report.
FINANCIALSTransfer to Reserves
Your Company has made a profit after tax of ' 127 croreduring FY26, which was carried forward to the reserves. YourCompany had accumulated profits of ' 530 crore as on 31stMarch 2026.
Solvency Margin
Your Company has maintained a healthy solvency marginconsistently with Solvency Ratio of 190%, as on 31st March2026, well above the regulatory limit of 150%.
Share Capital
The issued, subscribed and paid-up share capital of theCompany as at 31st March 2026 is ' 9,50,00,00,000 comprisingof 95 crore equity shares having face value of '10 each.
Debentures issued during FY26
During FY26, the Company issued 25,000 rated, listed,redeemable, unsecured, subordinated, taxable, fully paid-up, non-cumulative, non-convertible debentures, as per thedetails given below:
Issue details
Date of allotment of the securities
13th March 2026
Number of securities
25,000
Whether the issue of the securitieswas by way of preferential allotment,private placement or public issue
Private placement
Brief details of the debt restructuringpursuant to which the securities areissued
Not applicable
Issue price
' 1,00,000 per debenture
Coupon rate
8.15% per annum
Maturity date
13th March 2036, subject toexercise of any call option bythe Company
Amount raised
' 250 crore
The funds raised by the Company through issue of non¬convertible debentures, have been fully utilized towardsaugmenting the Company’s solvency margin and for generalbusiness activities.
Credit Rating
Type of
Name of the
Rating
Date of the
Instruments
Rating Agency Assigned
Letter
Unsecured,subordinated, listed,
CARE RatingsLimited
AA ;
Stable
23rd February2026
rated, redeemable,non-cumulative,fully paid-up,non-convertibledebenturesaggregating to' 250 crore
CRISIL RatingsLimited
19th February2026
During the year, CARE Ratings Limited re-affirmed the rating ofAAA (Stable) on the general creditworthiness of the Company.
Dividend and dividend distribution policy
Your Company paid final dividend of ' 0.40 per equity shareof face value ' 10 each for FY25 amounting to ' 38 crore.
The Board of Directors of your Company have recommendeda final dividend of ' 0.40 per equity share of face value of ' 10each, for FY26 in its meeting held on 28th April 2026, subjectto approval of the members of the Company at their annualgeneral meeting.
The Record Date fixed for determining entitlement of membersto final dividend, if approved at the annual general meeting,is 14th August 2026.
Your Company has formulated a ‘Dividend Distribution Policy’which has been approved by the Board. In terms of Regulation43A of the Listing Regulations, the ‘Dividend DistributionPolicy’ is hosted on the website of the Company which canbe accessed by this link athttps://www.canarahsbclife.com/investor-relations/policies-and-code-of-conduct.
Transfer of unclaimed dividend and shares toInvestor Education & Protection Fund (IEPF)
Your Company was not required to transfer any amounttowards the Investor Education and Protection Fundduring FY26.
Particulars of loans, guarantees or investments
The provisions of Section 186(4) of the Companies Act, 2013,requiring disclosure in the financial statements of the fullparticulars of the loans given, investment made or guaranteegiven or security provided including the purpose for whichthe loan or guarantee or security is proposed to be utilised bythe Company, are not applicable to an insurance company.
Public deposits
During the year, your Company has not accepted any depositsunder Section 73 of the Companies Act, 2013.
Update on implementation of Ind-AS
On 30th March 2026, IRDAI issued the IRDAI (Actuarial,Finance and Investment Functions of Insurers) (Amendment)Regulations, 2026 (“Amendment Regulations”) mandatingpreparation and reporting of financial statements in accordancewith Indian Accounting Standards (Ind AS), effective 1st April2026, along with parallel reporting of financial information toIRDAI as per current reporting framework for two years. IRDAIalso allowed transitional relief via forbearance for a period ofone year for insurers.
Your Company’s Ind-AS implementation roadmap wasaligned to the earlier notified intended timeline of 1st April2027 and progressing accordingly. The Company has appliedto IRDAI for forbearance for a period of one year.
The Ind-AS implementation programme is being managedthrough Steering Committee comprising of Chief FinancialOfficer, Appointed Actuary, Chief Risk Officer, Chief Investment
Officer and Chief Operating & Technology Officer. Progressupdates are presented to the Audit Committee of the Boardon periodic basis.
Particulars of contracts or arrangements withrelated parties
During the year, there were no materialtransactions with related parties, which werenot in the ordinary course of business or not on an arm’slength basis. Accordingly, no disclosure is made in respect ofrelated party transaction in Form AOC-2 in terms of Section134 of the Companies Act, 2013 and Rules framed thereunder.
The Company has in place a Policy on Materiality ofRelated Party Transactions and Dealing with Related PartyTransactions, and the same is reviewed annually and/or asand when need arises by the Audit Committee and the Board.It ensures proper approval and reporting of the concernedtransactions between the Company and related parties.
As per Accounting Standard (AS) 18 on ‘Related PartyDisclosures’, the details of related party transactionsentered into by the Company are also included in the Notesto Accounts.
The details of difference between amount of thevaluation done at the time of one-time settlementand the valuation done while taking loan fromthe Banks or Financial Institutions along with thereasons thereof
During the year under review, your Company has not availedany loan from any Banks or Financial Institutions andtherefore, no valuation was carried out.
Foreign Exchange Earnings and Outgo
- Earnings
Nil
- Outgo
163.8
37.6
AUDIT/ AUDITORSStatutory auditors
During the year, Comptroller and Auditor General of India(C&AG) appointed M/s Brahmayya & Co. and M/s Raj HarGopal & Co., as joint statutory auditors of the Companyfor the FY26. The joint statutory auditors hold office till theconclusion of the 19th annual general meeting.
Since the listing of the shares of the Company, the provisionsof section 139(5) of Companies Act, 2013 do not apply tothe Company and accordingly, the statutory auditors willnow be appointed by the members at the annual generalmeeting, according to the provisions of section 139(1) of theCompanies Act, 2013 and IRDAI (Corporate Governance forInsurers) Regulations, 2024.
The Board of Directors has approved and recommendedthe appointment of the following joint statutory auditors,subject to approval by the members at the ensuing annualgeneral meeting:
- M/s Brahmayya & Co. and
- M/s Bhaskara Rao & Co.
Auditor’s report
Your Directors have examined the joint statutory auditors’report on financial statements for FY26. The report is self¬explanatory and does not call for any comments undersection 134(3)(f) of the Companies Act, 2013 as the reportcarries no qualifications/ adverse remarks/ reservations/disclaimers. There were no reportable frauds identified bythe auditors during FY26.
Secretarial auditors
The members at their annual general meeting held on 25thSeptember 2025, had appointed M/s ChandrasekaranAssociates, Company Secretaries, to undertake the secretarialaudit of your Company for a term of 5 (Five) consecutive years,to hold office from the conclusion of the 18th annual generalmeeting till the conclusion of the 23rd annual general meetingof the Company to be held in the financial year 2030-31.
The secretarial audit report issued by M/s ChandrasekaranAssociates is hereby annexed as Annexure A and forms partof this report. There are no qualifications/ adverse remarks/reservations/ disclaimers in the report.
Cost Records and Cost Audit
Maintenance of cost records and requirement of cost auditas prescribed under the provisions of the Section 148(1) ofthe Companies Act, 2013 are not applicable on the businessactivities carried out by the Company.
FOCUS ON SUSTAINABILITY
Corporate Social Responsibility (CSR) andSustainability
Giving back to society has been a core belief of your Companysince its inception and continues to guide its approach tosocial responsibility. Your Company follows a long-term,shared-value approach to community and social investmentto maximise impact and ensure sustainability of its initiatives.Its social and environmental projects are need-based, alignedwith Government priority areas, and guided by the UnitedNations Sustainable Development Goals (SDGs).
Your Company has a well-structured and comprehensive CSRprogramme. During FY26, its CSR initiatives were focused onthree areas — Education & Skill Development, Environment,and Health. In line with its CSR objectives and Schedule VIIof the Companies Act, 2013, your Company identified eightprojects, of which seven were implemented in partnership
with like-minded NGOs and one was executed directly bythe Company.
Through its diverse educational initiatives includingstrengthening infrastructure to ensure quality learning, yourCompany supported more than 3,300 children - coveringchildren with disabilities, those from rural areas, urban slums,and migrant communities. These efforts enhanced accessto education and promoted inclusion by offering remedialclasses, creating student-friendly infrastructure, providingholistic support, and fostering life-skills development.
Your Company’s skill development and livelihood programmeshave played an important role in empowering individualsand communities by equipping them with employable skillsand livelihood opportunities. Through these CSR initiatives,more than 500 beneficiaries were supported, of whomapproximately 45% were women.
As part of its environmental initiatives, your Companyfocused on building climate-resilient farming communitiesand promoting sustainable rural development through theBiovillage concept under its CSR projects. Through capacity¬building programmes, nearly 600 beneficiaries were supportedin adopting sustainable farming practices and climate-resilient livelihood opportunities. In addition, more than 3,800saplings were planted to support water conservation, improvegroundwater levels, and enhance green cover.
The healthcare intervention successfully provided eye careservices to over 2,000 individuals living in rural communities,with over 300 beneficiaries receiving cataract surgeries.
Your Company’s commitment to social responsibility isreflected in its employee volunteering programmes—Protsaahan, EachOneTeachOne and Sashakt. UnderProtsaahan, employees participated in skill-basedvolunteering with project beneficiaries. ThroughEachOneTeachOne, employees served as mentors, providingacademic guidance and support to underprivileged children.Sashakt is a dedicated volunteering initiative focused onthe welfare of persons with disabilities. Your Company alsopromoted financial literacy in local languages to more than1,200 beneficiaries.
During FY26, your Company invested close to 1,600 employeevolunteering hours on social initiatives thereby impacting over3,000 project beneficiaries.
The details of the projects undertaken during the year on theCSR activities for FY26, are annexed herewith as Annexure B.
Environmental, Social and Governance (ESG)
Your Company is committed to integrating Environmental,Social and Governance (ESG) considerations into its businessstrategy and operations to create long-term value for allstakeholders, including policyholders, employees, investors,communities and the environment.
Particulars of Conservation of Energy and Technology Absorption
Information as required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts)Rules, 2014 is as under:
a. Conservation of Enerav
i. The steps taken or impact onconservation of energy
During the year, your Company continued to leverage IPM technology (Intelligent PowerManagement) for fine-grained, non-intrusive power management across all hardware.
This technology senses ‘applications’ and optimizes power according to the needs of eachapplication by intelligently managing power in components. It continues to be helpful inensuring that power is automatically managed and saved without user intervention.
The Company has also chosen its primary cloud provider, which promotes energyconservation and sustainability through several strategies. By choosing Cloud infrastructure,the Company reduces its carbon emissions and also invests in renewable energy sourceswith efficient data centre designs to further minimize environmental impact. Systemsdesigned for a cloud native setup in combination with cloud tools and services help inoptimizing cloud workloads and tracking of carbon footprint.
This has reinforced your Company’s commitment to conservation of energy withsustainability through Green IT and helps in conservation of energy across the data centreand workstations in use.
With a paperless process for digital customer onboarding and servicing of customers acrossthe Company with increased DIY services, the Company has substantially reduced the useof paper to further environmental conservation.
Energy Consumption Reduction InitiativesEnhancing Energy Efficiency:
Your Company is committed to improving the energy efficiency of its office and workplaceenvironments through the adoption of energy-saving appliances, LED lighting solutions, andimproved insulation. Additionally, the Company is actively promoting awareness amongemployees to switch off computers, lights, and other equipment when not in use. Automatedsensor systems have been installed across all cabins, meeting rooms, and training rooms toensure lights and devices are powered down when spaces are unoccupied.
Green Building Initiatives:
The Head Office of your Company has been equipped with a 25 KVA solar power systemintegrated with an on-grid feeding mechanism, thereby reducing reliance on conventionalenergy sources. Furthermore, Corporate Office of your Company operates within a GOLDLEED-certified building, underscoring our commitment to sustainable building practices.Implementation of IoT Devices:
Your Company is currently in the process of deploying Internet of Things (IoT) devices toenable real-time monitoring of energy consumption at its major branches. This initiative aimsto identify and mitigate energy losses effectively, leading to optimized energy management.Further details on energy conservation are also appearing on sections on ESG initiativeselsewhere in the Annual Report.
ii. The steps taken by the Company forutilising alternate sources of energy
As mentioned above
iii. The capital investment on energy
The Company co-located data centre is recognized as best-in-class in energy conservation,
conservation equipment
thereby contributing to energy conservation measures.
i. The efforts made towards technologyabsorption.
• Your Company has through careful assessment and evaluation started using enterpriseGen AI platforms with leading cloud providers.
• Your Company has been a frontrunner in evaluating and using Agentic AI frameworksupporting underwriting decisions executing as co-pilot for underwriters.
• Your Company has also started using Gen AI for efficiency in softwaredevelopment lifecycles.
• Your Company, with its systems built on new age micro services architecture andextensive API services, transformed the landscape to be open for integration.
• Your Company, through SDK-based enablement, has integrated its servicing capabilityto Bank customers on the Banking app and continues to focus on automation forimproved customer experience. New DIY capabilities for customers have been added.
• Processes including video KYC and eKYC with auto review have been introduced toall touch-points to improve customer experience.
Your Company has been operating with majority of transaction processing systems oncloud or using cloud services providing higher resilience, scalability, and maintaining theperformance levels of the system as it plans to have most of the infrastructure on cloudin the following year.
ii. The benefits derived like product
improvement, cost reduction, productdevelopment or import substitution.
Other technological initiatives such as use of Gen AI for SDLC, case summarization forunderwriters, digital profile review of customers for risk assessment, and continued focuson robotic process automation have resulted in operational efficiency as your Company’scontinued focus on customer experience enhancement and sustainable growth.
iii. In case of imported technology
(imported during the last three yearsreckoned from the beginning of thefinancial year) -
Not Applicable
a. The details of technologyimported
b. The year of import
c. Whether the technology been fullyabsorbed
d. If not fully absorbed, areas whereabsorption has not taken place,and the reasons thereof
iv. The expenditure incurred on Researchand Development
Your Company’s ESG philosophy is guided by thefollowing principles:
- Environmental: Your Company is committed tominimising its environmental footprint and promotingsustainability through conservation, carbon reduction,environmentally responsible processes, sustainableinvestments, and effective waste management.
- Social: Your Company is committed to building a strongand diverse workforce and contributing positively to thecommunities in which it operates. Its social priorities
include diversity and inclusion (D&I), employee wellbeing,customer focus, and community engagement.
- Governance: Your Company upholds high ethicalstandards and a robust corporate governance framework,with a focus on ethical conduct, values-based behaviour,risk management, and sound governance practices.
Business Responsibility and Sustainability Report (BRSR)on Environmental, Social and Governance (ESG) disclosuresas stipulated under Regulation 34 of the Listing Regulationshave been hosted on the website of the Company and alsoforms part of the Annual Report in a separate section.
b. Technology AbsorptionCORPORATE GOVERNANCE
Your Company firmly believes in being a good corporatecitizen and is committed to sound corporate practices,maximizing shareholder value and providing superiorcustomer experience, ethically and on a sustainable basis.It endeavors to achieve the highest standards of corporategovernance through consciousness, fairness, transparencyand professionalism, thereby leading the way for long termsuccess of the Company.
Your Company has a Board approved Corporate GovernancePolicy which is in accordance with the IRDAI CorporateGovernance Regulations and the requirements of theCompanies Act, 2013, Listing Regulations as well as theArticles of Association.
The Corporate Governance Report containing disclosuresrequired to be made under the Companies Act, 2013,Listing Regulations as well as the regulatory requirementsis annexed hereby as Annexure C and forms part of thisreport. A certificate certifying compliance with the regulatoryrequirements, is annexed hereby as Annexure D and formspart of this report.
BOARD OF DIRECTORS
As on the date of signing of this report, the Board of Directorscomprises of 11 Directors, including 6 Independent Directors,4 Non-Executive Directors and 1 Executive Director. TheManaging Director & Chief Executive Officer is the onlyExecutive Director.
The details of the Board and Committee meetings and theattendance of Directors thereat, form part of the CorporateGovernance Report which is annexed as Annexure C.
Name
Particular
Designation
Director IdentificationNumber (DIN)
Date of appointment
Dr Rabi Narayan Mishra
Appointment
Independent Director
09435887
14th April 2025
Mr Animesh Chauhan
02060457
Mr Bhavendra Kumar
Non-Executive Director
10401479
13th June 2025
Mr Santanu Kumar Majumdar
08223415
19th July 2025
Reason of cessation
Director Identification
Date of Cessation with
Number (DIN)
effect from
Mr Debashish Mukherjee
Resigned as a Director upon attaining superannuationfrom promoter bank
08193978
1st June 2025
Mr K Satyanarayana Raju
Resigned as a Director & Chairman upon attainingsuperannuation from promoter bank
08607009
1st January 2026
Changes in Directorships
During FY26 and up to the date of this report, the following changes were made in the Board of Directors of your Company:i) Details of the Directors appointed
The above appointments were recommended by the Nomination and Remuneration Committee (NRC) and approved by theBoard and have also been approved by members at general meetings.
Your Company has received the requisite disclosures and undertakings from all the Directors in compliance with the provisionsof the Companies Act, 2013 and the IRDAI Corporate Governance Regulations.
ii) Details of cessation/ resignation of Directors
The Board would like to place on record its sincereappreciation for the guidance and support provided by theseDirectors during their tenure.
Retirement by rotation
In accordance with the provisions of Companies Act, 2013and the Articles of Association, Mr Santanu Kumar Majumdar(DIN - 08223415) and Mr Amitabh Nevatia (DIN - 10891350)shall retire by rotation at the 19th annual general meeting andbeing eligible, offer themselves for re-appointment.
Independent Directors
As on the date of this Report, your Company has six(6) Independent Directors on Board - Dr Kishore KumarSansi, Mr Supratim Bandyopadhyay, Ms Geeta Mathur, MrSuryanarayana Somayajula, Dr Rabi Narayan Mishra and MrAnimesh Chauhan.
The Independent Directors met separately during FY26, on20th July 2025, as per the terms of the requirements of theCompanies Act, 2013. The Independent Directors of yourCompany have given confirmation that they meet the criteriaof independence as provided under section 149(6) of theCompanies Act, 2013 and said declaration was noted by theBoard of Directors at its meeting held on 28th April 2026.
The Board is satisfied with the integrity, expertise andexperience, including proficiency, of all Independent Directors.
The Independent Directors have complied with the Code forIndependent Directors as prescribed in Schedule IV to the Act
and with the requirements of registration in ID databank asprescribed by the Ministry of Corporate Affairs.
‘Fit and Proper’ Criteria
In accordance with the applicable IRDAI Regulations, Directorsof Insurers have to meet the ‘fit and proper’ criteria prescribedby IRDAI. Accordingly, all the Directors of the Company haveconfirmed compliance with ‘fit and proper’ criteria/ norms.Also, the Company had received declarations from theDirectors in terms of Section 164 of the Act, confirming thatthey are not disqualified from being appointed as Directorof any Company. Further, based on the disclosures andconfirmations received from the Directors, the Board is ofthe opinion that the Directors of the Company are eminentpersons with integrity and have the necessary expertise andexperience to continue to discharge their responsibilities asthe Directors of the Company.
Evaluation of performance of the Board
Under the Companies Act, 2013, the performance of theBoard and its Committees as well as of individual Directorsis required to be evaluated annually.
Accordingly, your Company has in place a Board andDirectors’ Evaluation Policy, which was approved by the Boardon the recommendation of the Nomination and RemunerationCommittee (NRC). The Policy lays down a mix of self andpeer evaluation criteria through a rated questionnaire, whichaddresses various facets of performance of the Board, itsCommittees, and the individual Directors, including theChairman. The Policy and the questionnaire are also reviewedby the NRC and the Board on an annual basis.
The questionnaire was circulated to all Directors and basedon the responses submitted by the Directors, the results ofthe evaluation exercise were presented at the meetings ofthe NRC and Board.
Directors & Officers (D&O) Liability Insurance
The Company has in place D&O Liability Insurance for itsDirectors and other officers/ employees.
KEY MANAGERIAL PERSONNEL AND SENIORMANAGEMENT
As on the date of signing of the report, the following werethe Key Managerial Personnel of your Company under theprovisions of the Companies Act, 2013:
- Mr Anuj Mathur, Managing Director & Chief ExecutiveOfficer
- Mr Tarun Rustagi, Chief Financial Officer
- Ms Vatsala Sameer, Company Secretary & ComplianceOfficer
In terms of the Corporate Governance regulations issued bythe IRDAI, the following employees of the Company held theposition of Key Managerial Person as on the date of signingof the report:
- Mr Soly Thomas, Deputy Chief Executive Officer andChief Distribution Officer - Bancassurance
- Mr Rishi Mathur, Chief Distribution Officer - Alternatechannels and Chief Marketing Officer
- Ms Kiran Yadav, Chief People Officer
- Ms Jyoti Kartarsingh Vaswani, Chief Investment Officer
- Mr Sachin Dutta, Chief Operating Officer
- Mr Ritesh Kumar Rathod, Chief Strategy and Data Officer
- Mr Vikas Gupta, Chief Risk Officer
- Mr Manoj Jain, Chief Compliance Officer
- Mr Nitin Agarwal, Appointed Actuary
- Mr Dinesh Tak, Chief Agency Officer
- Mr Saurabh Sahni, Chief Internal Auditor
- Mr Suneet Kumar Saxena, Chief Technology Officer
Policies with respect to Directors and KMPs
In terms of the requirements under the Companies Act, 2013and IRDAI (Corporate Governance for Insurers) Regulations
2024, as amended, in connection with Directors & KMPs, yourCompany has in place the following policies:
Directors’ & KMP Policy:
The purpose of the Directors’ and KMP Policy is to:
a. describe the procedure and criteria on the basis ofwhich the Nomination and Remuneration Committeeof the Company (NRC) will identify persons eligible tobe appointed as directors and assess independenceof directors;
b. lay down provisions with respect to term of appointment,criteria for re-appointment and remuneration of directors;
c. include the framework with respect to remunerationpayable to Key Management Persons (KMP) ofthe Company;
d. lay down the performance evaluation frameworkof directors, including Chairperson andIndependent Directors;
e. outline any other requirements with respect to appointmentof directors, including Independent Directors.
The aforesaid policy is placed on the Company’s website andcan be accessed through the following web link:
https://www.canarahsbclife.com/investor-relations/policies-
and-code-of-conduct
Compensation Policy:
Your Company also has in place a Compensation Policyto define a compensation strategy that is fair, equitable,transparent, comprehensible and competitive with the market.This Policy applies to all full-time employees of the Company,including the Key Managerial Persons. The compensationstructure and governance framework for the KMPs forms partof the Annexure to the Compensation Policy and specifies thefollowing for KMPs:
- Compensation structure
- Limits of variable pay and parameters to be consideredfor determination of variable pay
- Deferral arrangements for the variable pay
- Malus and clawback provisions
Code of Conduct for the members of the Boardand Senior Management
Your Company proactively stipulates and implements strictcodes of conduct covering areas like personal and professionalconduct/ ethics, conflicts of interest, transparency, customercentricity etc. by pre-empting potential concern/ conflictsituations so that it has measures and controls internally toensure and demonstrate its values and standards.
The objective of this Code of Conduct is to set forth ethicalstandards, principles, and expectations that will guide thebehaviour of directors and senior management in theirprofessional responsibilities. It aims to promote transparency,integrity, accountability, and compliance with applicablelaws, while fostering a culture of trust, respect, and ethicaldecision-making.
The Code of Conduct for the members of the Board and SeniorManagement has been hosted on the Company’s website athttps://www.canarahsbclife.com/investor-relations/policies-and-code-of-conduct.
A certificate from the Managing Director & Chief ExecutiveOfficer confirming that all directors and senior managementpersonnel have affirmed compliance with the Code ofConduct is attached to this report as Annexure E.
OTHER STATUTORY DISCLOSURESAnnual Return
Pursuant to Section 134(3)(a) and Section 92(3) of theCompanies Act, 2013 read with Rule 12 of the Companies(Management and Administration) Rules, 2014, the draftAnnual Return for the financial year ended 31st March 2026,is hosted on the website of the Company athttps://www.canarahsbclife.com/investor-relations/financials with theinformation available up to the date of this report, and the finalreturn shall be updated upon submission with the Registrarof Companies (ROC), within 60 days from the date of the 19thannual general meeting.
Particulars of Employees
The details as required to be disclosed in terms of Section197(12) of the Companies Act, 2013, read with Rule 5 of theCompanies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014 are appended below.
For the purpose of this disclosure, fixed remunerationcomponents - namely basic salary, statutory bonus, houserent, supplementary and conveyance allowances, as wellas retiral benefits (Provident Fund and Gratuity) have beenconsidered :
(i) ratio of the remuneration of each director to the medianremuneration of the employees (full-time permanentemployees) of the company for the financial year;
Mr Anuj Mathur, Managing Director & Chief ExecutiveOfficer : 77.3:1
(ii) the percentage increase in remuneration of each director,Chief Financial Officer, Chief Executive Officer, CompanySecretary or Manager, if any, in the financial year;
The percentage increase in remuneration of theManaging Director & CEO, Chief Financial Officer andthe Company Secretary ranged between 10% to 12%.
(iii) the percentage increase in the median remuneration ofemployees in the financial year;
The percentage increase in the median remuneration ofemployees in the financial year was around 7.3%.
(iv) the number of permanent employees on the rollsof company;
The number of permanent employees on the rolls of theCompany is 6,752 as of 31st March 2026
(v) average percentile increase already made in the salariesof employees other than the managerial personnelin the last financial year and its comparison with thepercentile increase in the managerial remunerationand justification thereof and point out if there areany exceptional circumstances for increase in themanagerial remuneration;
The average percentage increase in the salaries ofemployees other than the key management personsfor FY26 was around 7%, while the average increase(excluding market adjustment) in the remuneration of thekey management persons was in the range of 5% to12%.
(vi) affirmation that the remuneration is as per theremuneration policy of the company
Yes, the remuneration is as per the board’s approvedcompensation/remuneration policy.
The statement showing particulars of employeespursuant to Section 197 of the Companies Act, 2013 readwith Rule 5(2) and 5(3) of the Companies (Appointmentand Remuneration of Managerial Personnel) Rules,2014, forms part of this report.
In terms of the provisions of Section 136 of theCompanies Act, 2013 , the Annual Report is being sentto the members, except the aforementioned information/statement. The said information is available for inspectionby the members up to the date of the 19th annual generalmeeting, on all working days, during business hours,at the Registered Office of the Company at 8th Floor,Unit No. 808-814, Ambadeep Building, Kasturba GandhiMarg, Connaught Place, New Delhi- 110001. Memberswho are interested in obtaining the said particulars mayplease send an email at investor@canarahsbclife.in.
Employee Stock Option Scheme (ESOP)
The Company has formulated and implemented ‘CanaraHSBC Life Insurance - Employee Stock Option Plan 2025’(“CHL ESOP Plan 2025”), as approved at the extraordinarygeneral meeting of the Company held on 18th April 2025, to
be administered via a Trust created for that purpose, i.e., CHLESOP Trust.
The objective of CHL ESOP Plan 2025 was to reward eligibleemployees for their performance and to motivate them tocontribute to the growth and profitability of the Company.
A total number of 56,99,958 Options were granted to201 eligible employees under the CHL ESOP Plan 2025,convertible into equal number of shares i.e. 56,99,958 EquityShares currently having face value of ' 10 each.
Particulars of options granted in the FY26 are given below :
Options granted
56,99,958
Options forfeited/ lapsed
2,23,436 (based on attrition tillApril 2026)
Options vested
Nil (first vesting will happen inJuly 2026)
Options exercised
Total number of options in force
54,76,522
Number of shares allottedpursuant to exercise of options
Extinguishment or modificationof options
Amount realised by exercise ofoptions (?)
There has been no material variation in the terms of theoptions granted under CHL ESOP Plan 2025 and the schemeis in compliance with SEBI (Share Based Employee Benefitsand Sweat Equity) Regulations, 2021 (“SBEB Regulations”)and any amendment thereof.
The Annual Certificate on compliance with SBEB Regulations,issued by the Secretarial Auditors is being made available forinspection at the forthcoming AGM.
During the year, there were no instances of loan granted bythe Company to its employees for purchasing/ subscribingits equity shares.
The statutory disclosures as mandated under the SBEBRegulations, have been hosted on the website of theCompany athttps://www.canarahsbclife.com/investor-relations/financials.
Disclosures as per Sexual Harassment of Women atWorkplace (Prevention, Prohibition and Redressal)Act, 2013
The Sexual Harassment of Women at Workplace (Prevention,Prohibition and Redressal) Act, 2013 provides protectionagainst sexual harassment of women at the workplace andfor the prevention and redressal of complaints.
Your Company has formulated the Policy on Prevention ofSexual Harassment at Workplace. The objective of the Policyis to ensure a safe and comfortable working environmentwhich is free from harassment and where all female employeesare treated with dignity, courtesy and respect.
With a view to protecting women employees from sexualharassment at their workplace and for prevention andredressal of complaints related to Sexual Harassment, theCompany has a constituted Internal Committee (IC) for alloffices across the country. The details of the cases referredto the IC during the FY26 are as follows:
No. of casesfiled
No. of casesdisposed
No. of cases
pending for more
pending as on
than ninety days
31st March 2026
13
11
Compliance of the provisions relating to theMaternity Benefit Act, 1961
The Company has complied with all applicable provisionsunder the Maternity Benefit Act, 1961, during the FY26.
Policy for determining material subsidiaries
The Company does not have any subsidiaries.
Material changes and commitment
Pursuant to the listing of equity shares of the Company on17th October 2025, Canara Bank and HSBC Insurance (Asia-Pacific) Holdings Limited (being categorized as promotersof the Company) have divested 14.5% and 0.5% of theirrespective shareholdings and Punjab National Bank (beingcategorized as investor in the Company) has divested 10%of its shareholding.
Presently, Canara Bank and HSBC Insurance (Asia-Pacific)Holdings Limited holds 36.50% and 25.50%, respectively,of the shareholding of your Company. Punjab National Bankholds 13% of the shareholding of your Company. Remaining25% of the shareholding is with Public.
There are no matters which have material impact on thefinancial position of the Company, except those disclosed inthe annual report.
Change in the nature of business during the lastfinancial year
There was no change in the nature of business during thelast financial year.
Holding Company and names of companies whichhave become or ceased to be the Company’sSubsidiaries, Joint Ventures or Associate Companiesduring the year
Your Company does not have any holding, subsidiary or jointventure Company.
Legal update
No significant and/or material orders have been passedby the regulators, courts or tribunals, which impacted theongoing concerns or status of the Company, or which couldpotentially impact the Company’s future operations.
The details of application made or any proceedingpending under the Insolvency and BankruptcyCode, 2016 during the year along with their statusas at the end of the financial year
During the year under review, the Company has neither madeany application nor there is any pending proceeding under theInsolvency and Bankruptcy Code, 2016.
Demat Suspense Account/ Unclaimed SuspenseAccount
Your Company does not have any equity shares lying in dematsuspense account/unclaimed suspense account.
Compliance of Secretarial Standards
During the year, your Company has duly complied with theprovisions of applicable Secretarial Standards issued byInstitute of Companies Secretaries of India.
EVENTS AFTER BALANCE SHEET DATE
There have been no material changes and commitments,affecting the financial position of the Company, whichhave occurred between the end of the financial year of theCompany, to which the Balance Sheet relates, and the dateof this Report.
COMPLIANCE CERTIFICATES FROM PRACTICINGCOMPANY SECRETARY
The Company has annexed to this Report (Annexure F),a certificate obtained from the secretarial auditor, M/sChandrasekharan Associates, Company Secretaries,regarding compliance of conditions of Corporate Governanceas stipulated in the Listing Regulations.
Further, in terms of the Listing Regulations, the Companyhas obtained a Certificate from the secretarial auditor, M/sChandrasekharan Associates, Company Secretaries, confirmingthat none of the Directors on the Board of the Companyhave been debarred or disqualified from being appointed orcontinuing as directors of companies by the Securities andExchange Board of India, Ministry of Corporate Affairs or anysuch statutory authority. The certificate of Company Secretaryin practice is annexed herewith as Annexure G.
MANAGEMENT DISCUSSION AND ANALYSISREPORT
The Management Discussion & Analysis Report for FY26forms part of the Annual Report.
DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors confirm that:
1. in the preparation of the annual accounts, the applicableaccounting standards have been followed along withproper explanation relating to material departures;
2. the Directors have selected such accounting policiesand applied them consistently and made judgmentsand estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of yourCompany at the end of the financial year and of the profitof your Company for that period;
3. the Directors have taken proper and sufficient care forthe maintenance of adequate accounting records inaccordance with the provisions of the Companies Act,2013 for safeguarding the assets of your Company andfor preventing and detecting fraud and other irregularities;
4. the Directors have prepared the annual accounts on agoing concern basis;
5. the Directors have laid down internal financial controlsto be followed by your Company and that such internalfinancial controls are adequate and were operatingeffectively; and
6. the Directors have devised proper systems to ensurecompliance with the provisions of all applicablelaws and that such systems were adequate andoperating effectively.
ACKNOWLEDGEMENT
The Board of Directors would like to place on record itssincere gratitude to policyholders, members, customers anddistributors for reposing their trust in the Company.
Your Directors also take this opportunity to record theirgratitude towards Canara Bank and HSBC Insurance (Asia-Pacific) Holdings Limited, Promoters of the Company, for theircontinued support and guidance.
The Directors further take this opportunity to thank allemployees for their continuous hard work, dedicationand commitment.
The Directors thank the Insurance Regulatory and DevelopmentAuthority of India, Securities and Exchange Board of India andother Regulators & Government authorities for their support,guidance, and direction provided from time to time.
For CANARA HSBC LIFE INSURANCE COMPANY LIMITEDBhavendra Kumar Anuj Mathur
Director Managing Director & Chief Executive Officer
DIN: 10401479 DIN: 00584057
Date: 8th July 2026 Date: 8th July 2026
Place: Bengaluru Place: Bengaluru