The Board of Directors of Aditya Birla Sun Life AMC Limited (the "Company" or "ABSLAMC") are pleased to present the
31^st Annual Report and the Audited Financial Statements (Consolidated and Standalone) of the Company for the financial year
ended 31^st March, 2025 ("financial year under review").

FINANCIAL SUMMARY AND HIGHLIGHTS

The highlights of the Consolidated and Standalone Financial Statements are detailed hereunder.

The Company's financial performance for the financial year ended 31^st March, 2025 as compared to the previous financial year
ended 31^st March, 2024 is summarised below:

The above figures are extracted from the Consolidated and
Standalone Financial Statements prepared in accordance
with Indian Accounting Standards ("Ind AS") as notified under
Sections 129 and 133 of the Companies Act, 2013 (the "Act")
read with the Companies (Accounts) Rules, 2014 and other
relevant provisions of the Act and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("SEBI Listing
Regulations"), as amended.

RESULTS OF OPERATIONS AND THE STATE OF
COMPANY'S AFFAIRS

For the financial year ended 31^st March, 2025, on a Standalone
basis, the total revenue of the Company was ? 1,659.09 Crore
and net profit was ? 924.72 Crore.

Key Highlights of the Company's performance
for the financial year ended 31^st March, 2025
are as under:

• Mutual Fund Quarterly Average Assets Under Management
(QAAUM) in Q4 FY25 was ? 3,81,724 Crore with a market share
(excluding ETF) of 6.30%.

• Mutual Fund Equity QAAUM in Q4 FY25 was ? 1,69,065 Crore
with market share of 4.23%.

• Mutual Fund Fixed Income QAAUM of the Company in Q4 FY25
was ? 2,12,659 Crore with market share of 7.75%.

• Consolidated Revenue of the Company for FY25 was
? 1,684.78 Crore as against ? 1,353.19 Crore in FY24.

• Consolidated Profit Before Tax for FY25 was ? 1,244.54 Crore
as against ? 1,008.15 Crore in FY24.

• Consolidated Profit After Tax for FY25 was ? 930.60 Crore as
against ? 780.36 Crore in FY24 representing a 19.25% Year
on Year (y-o-y) growth.

• Return on Equity for FY25 was 26.99% with a consistent
dividend paying track record.

ACCOUNTING METHOD

The Consolidated and Standalone Financial Statements of
the Company have been prepared in accordance with Ind AS,
as notified under Sections 129 and 133 of the Act read with
the Companies (Accounts) Rules, 2014, as amended and other
relevant provisions of the Act.

In accordance with the provisions of the Act, applicable
Accounting Standards and the SEBI Listing Regulations,
the Audited Consolidated and Standalone Financial
Statements of the Company for the financial year ended
31^st March, 2025, together with the Auditors' Report forms part
of this Annual Report.

The Audited Financial Statements of the Company as stated
above and the Financial Statements of each of the Subsidiaries
of the Company, are available on the Company's website at
https://mutualfund.adityabirlacapital.com/shareholders/
annual-reports.

MATERIAL EVENTS DURING THE YEAR

Compliance with Minimum Public Shareholding
(“MPS") requirement under Securities Contracts
(Regulation) Rules, 1957 (“SCRR Rules") and the
SEBI Listing Regulations

The Initial Public Offer (IPO) of the Company by way of an
Offer for Sale was launched in October 2021 wherein the
Promoters of the Company i.e. Aditya Birla Capital Limited and
Sun Life (India) AMC Investments Inc., had collectively diluted
13.5% of their shareholding in the Company to the Public.
Following the listing of the equity shares of the Company on the
National Stock Exchange of India Limited and the BSE Limited
w.e.f. 11^th October, 2021, the Company was required to meet
the MPS requirement of 25% within three years, as per the
SCRR Rules and the SEBI Listing Regulations.

Accordingly, the Promoters of the Company i.e. Aditya Birla
Capital Limited and Sun Life (India) AMC Investments Inc.,
had collectively sold 11.5% of their shareholding in the Company
to the Public, in March 2024 and May 2024, resulting in the
dilution of the Promoter/Promoter Group shareholding to 75%
and increase in the Public shareholding to 25%. Pursuant to the
said sale of shares by the Promoters, the Company successfully
achieved the MPS requirement of 25% in May 2024, as required
under Rules 19(2)(b) and 19A of the SCRR Rules read with
Regulation 38 of the SEBI Listing Regulations.

Reclassification from “Promoter/Promoter
Group" category to “Public Shareholder"
category under Regulation 31A of SEBI
Listing Regulations

Pursuant to the requests received from Mr. Parag Joglekar,
Mrs. Pinky Mehta and Mr. A. Balasubramanian (categorized as
Promoter by virtue of Nominee Shareholders of Aditya Birla
Capital Limited) for reclassification from "Promoter and Promoter
Group" category to "Public Shareholder" category, the Company
post receipt of approval of the Board of Directors of the Company
had made an application for the said reclassification to the

National Stock Exchange of India Limited and BSE Limited
("Stock Exchanges") in accordance with Regulation 31A of the
SEBI Listing Regulations. Pursuant to the said application, the
Stock Exchanges granted approval for the reclassification of
Mr. Parag Joglekar, Mrs. Pinky Mehta and Mr. A. Balasubramanian
from "Promoter and Promoter Group" category to
"Public Shareholder" category, on 27^th December, 2024.

HOLDING/SUBSIDIARIES/JOINT VENTURES/
ASSOCIATE COMPANIES

Holding Company

The Company does not have a Holding Company.

Subsidiaries

The Company has 6 (six) foreign subsidiaries including
step-down subsidiaries (subsidiaries by virtue of holding
management shares) as on 31^st March, 2025. As required under
Regulations 16(1)(c) and 46 of the SEBI Listing Regulations, the
Board has approved and adopted the Policy for determining
Material Subsidiaries. The Policy is available on the Company's
website at https://mutualfund.adityabirlacapital.com/-/media/
bsl/files/resources/policies-and-codes/policy-for-determining-
material-subsidiaries.pdf. During the financial year under review,
the Company did not have any material subsidiaries.

During the financial year under review, India Yield Advantage
Fund VCC (IYAFV) was incorporated on 11^th June, 2024 as a
subsidiary of Aditya Birla Sun Life Asset Management Company
Pte. Ltd. (ABSLAMC Singapore). ABSLAMC Singapore holds 100%
management shares of IYAFV and has no beneficial interest or
ownership in IYAFV's income or gains as the same belongs to the
Investors of Collective Investment schemes offered by IYAFV.
By virtue of this, IYAFV is a step-down subsidiary of the Company.

Joint Ventures/Associates

The Company does not have any Joint Venture/Associate
Company.

TRANSFER TO RESERVES

The Company had transferred ? 1.25 Crore to the General
Reserves for the financial year ended 31^st March, 2025.

DIVIDEND

The Board of Directors of the Company have recommended
payment of dividend of ? 24 per equity share of face value of
? 5 each for the financial year ended 31^st March, 2025, subject to
the approval of the shareholders at the ensuing Annual General
Meeting ("AGM") of the Company. Accordingly, the dividend
pay-out for the financial year 2024-25 would amount to
approx. ? 692 Crore.

The dividend recommended is in line with the Company's
Dividend Distribution Policy, which is available on the Company's
website at https://mutualfund.adityabirlacapital.com/-/media/
bsl/files/resources/policies-and-codes/dividend-distribution-
policy.pdf.

Pursuant to the Finance Act, 2020, dividend income is taxable
in the hands of the Shareholders w.e.f. 1^st April, 2020 and
the Company is required to deduct tax at source (TDS) from
dividend paid to the Shareholders at prescribed rates as per
the Income-tax Act, 1961.

SHARE CAPITAL

During the financial year under review, the Company has issued
and allotted 3,98,073 equity shares of ? 5 each of the Company
to eligible employees pursuant to the exercise of Stock Options
and Restricted Stock Units in terms of Aditya Birla Sun Life AMC
Limited Employee Stock Option Scheme 2021.

Consequently, the issued, subscribed and paid-up share capital
increased from ? 144.05 Crore comprising of 28,80,91,213
equity shares of ? 5 each as on 1^st April, 2024 to ? 144.24 Crore
comprising of 28,84,89,286 equity shares of ? 5 each as on
31^st March, 2025.

DEPOSITORY

All the equity shares of the Company are held in dematerialized
mode and are compulsorily tradable in electronic form.

INVESTMENTS IN SUBSIDIARIES

During the financial year under review, the Company had not
infused capital in its subsidiaries. Further, details of investment
in subsidiaries are stated in the Notes to the Financial
Statements forming part of this Annual Report.

PUBLIC DEPOSITS

The Company, being an Asset Management Company, primarily
governed by SEBI (Mutual Funds) Regulations, 1996 has not
accepted any deposits from the public during the financial year
under review, in accordance with Sections 73 and 74 read with
Chapter V of the Act.

PARTICULARS OF LOANS GIVEN, INVESTMENTS
MADE, GUARANTEES GIVEN OR SECURITY
PROVIDED

The details of loans and guarantees given, investments made or
security provided, if any, during the financial year under review
pursuant to the Section 186 of the Act are provided in the Notes
to the Financial Statements forming part of this Annual Report.

CONSERVATION OF ENERGY & TECHNOLOGY
ABSORPTION

The Company is in financial services industry and does not
consume high levels of energy. However, regular efforts are
made to adopt appropriate energy conservation measures
and technology absorption methods. The particulars regarding
conservation of energy and technology absorption as required
to be disclosed pursuant to Section 134(3)(m) of the Act read
with Rule 8(3) of the Companies (Accounts) Rules, 2014 are not
relevant to the Company's activities.

However, some of the steps taken by the Company for
conservation of energy includes:

• The Company is committed to reducing negative
environmental impact.

• The Company has tied up with ViaGreen, an organisation that
helps the Company in waste management and recycling.

• Most of the offices of the Company have installed LED lights
making them energy-efficient. Additionally, regular garbage
bags have been replaced with biodegradable garbage bags.
Further, at the Mumbai office, the wet waste and dry waste
are segregated, particularly the food waste. The wet waste is
processed through Organic Waste Compost Machine, and the
manure produced is used for plantations and horticulture in
the premises. As a result, our wet waste is fully recycled and
returned to nature in the form of compost.

• As a step towards further reducing the environmental
impact, the documents for Board and Committee Meetings
of the Company are transmitted electronically using a secure
web-based application, thereby saving paper.

• The energy saving measures includes selecting and designing
offices to facilitate maximum natural light utilisation,
video-conferencing facilities/Microsoft Teams/Zoom calls
across all offices to reduce the need of employee travel,
digital learning initiatives for employees, optimised usage
of lights and continuous monitoring and control of the
operations of the air conditioning equipment as well as
elimination of non- recyclable plastic in the offices.

FOREIGN EXCHANGE EARNINGS AND OUTGO

The foreign exchange earnings during the financial year under
review was ? 12.54 Crore as compared to ? 5.01 Crore during the
previous financial year. The foreign exchange expenditure during
the financial year under review was ? 16.73 Crore as compared to
? 19.43 Crore during the previous financial year.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to 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 are enclosed as Annexure I to the
Board's Report.

Details as required under Section 197(12) of the Act read
with Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, with
respect to information of employees of the Company will be
provided upon request by a Member. In terms of the provisions
of Section 136(1) of the Act, the Annual Report is being sent
to all the Members of the Company whose email address(es)
are registered with the Company/Registrar and Share Transfer
Agent/Depository Participants, excluding the aforesaid details
which shall be made available for inspection by the Members.
If any Member is interested in obtaining a copy thereof, the
Member may write to the Company Secretary at the Registered
Office of the Company in this regard or send an email to
abslamc.cs@adityabirlacapital.com.

BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT

Pursuant to Regulation 34(2) of SEBI Listing Regulations,
the Company has published Business Responsibility and
Sustainability Report describing the initiatives taken by
the Company from environmental, social and governance
perspective for the financial year ended 31^st March, 2025,
which forms part of this Annual Report. The said report is also
available on the Company's website at https://mutualfund.
adityabirlacapital.com/shareholders/annual-reports.

MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF
THE COMPANY

There were no material changes and commitments affecting
the financial position of the Company between the end of the
financial year up to the date of this Report.

CHANGE IN NATURE OF BUSINESS

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

EMPLOYEE STOCK OPTION PLAN

Employee Stock Options have been recognised as an effective
instrument to attract talent and align the interest of employees
with that of the Company, thereby providing an opportunity to
the employees to share in the growth of the Company and to
create long-term wealth in the hands of employees, thereby
acting as a retention tool.

In view of above, the Company has adopted "Aditya Birla
Sun Life AMC Limited Employee Stock Option Scheme 2021"
("ESOP Scheme 2021") for the benefit of the employees of the
Company and its Subsidiaries. During the financial year under
review, the Company had granted 57,895 Stock Options and
9,099 Restricted Stock Units to the eligible employees under
ESOP Scheme 2021.

There were no material changes made to the ESOP Scheme 2021
during the financial year under review. The details/disclosure(s)
on the ESOP Scheme 2021 as required to be disclosed under
the SEBI (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 are available on the Company's website
at https://mutualfund.adityabirlacapital.com/shareholders/
annual-reports. The certificate from the Secretarial Auditor of
the Company on the implementation of the ESOP Scheme 2021
will be made available at the ensuing AGM of the Company for
inspection by the Shareholders.

Further, Aditya Birla Capital Limited ("ABCL") had adopted
"Aditya Birla Capital Limited Employee Stock Option Scheme
2017" ("Scheme 2017") and "Aditya Birla Capital Limited
Employee Stock Option and Performance Stock Unit
Scheme 2022" ("Scheme 2022") for the benefit of the employees
of ABCL/its Subsidiaries and Group Companies. The benefits of
the said Schemes are extended to the permanent employees in
the Management cadre of the Company.

Employee Stock Appreciation Rights Scheme

The Company had adopted a long-term incentive plan namely,
"Aditya Birla Sun Life AMC Limited Stock Appreciation Rights
Scheme 2022" ("SAR 2022") for the welfare of the employees of
the Company and its Subsidiaries. Under SAR 2022, cash incentive
benefits are provided to the eligible employees through grant of
Stock Appreciation Rights. During the financial year under
review, the Company had granted 22,889 Stock Appreciation
Rights to the eligible employees under SAR 2022.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34(2) of SEBI Listing Regulations, the
Management Discussion and Analysis Report for the financial
year under review forms part of this Annual Report.

CORPORATE GOVERNANCE REPORT

The Corporate Governance Report as stipulated under
Regulation 34(3) read with Schedule V of the SEBI Listing
Regulations forms part of this Annual Report. The certificate
from M/s. N L Bhatia & Associates, Practicing Company
Secretaries, on compliance with the requirements of Corporate
Governance is enclosed as Annexure II to the Board's Report.

STATEMENT CONTAINING SALIENT FEATURES
OF THE FINANCIAL STATEMENTS OF
SUBSIDIARIES

A report on the performance and financial position of the
Company's Subsidiaries as per Section 129(3) of the Act read
with the rules made thereunder in the prescribed Form AOC-1
is enclosed as Annexure III to the Board's Report.

RISK MANAGEMENT

Risk Management is fundamental to the business, ensuring
an optimal balance between risk and return in alignment with
the Company's risk appetite. The Company's comprehensive
risk management framework monitors Governance, Risk and
Compliance across the organisation. The Risk Management
philosophy focusses on the following organisational structure
to manage risks through the following three lines of defence:

First Line is the Management (Functional Heads/Process
Owners) that has the primary responsibility to own and manage
risks associated with day-to-day operational activities.

Second Line function enables the identification of emerging
risks in daily operation of the business. It does this by providing
compliance and oversight in the form of framework, policies, tools,
and techniques to support risk and compliance management.

Third-Line function provides objective and independent
assurance through audits.

The Board has constituted a Risk Management Committee
as required under SEBI Listing Regulations and SEBI
(Mutual Funds) Regulations, 1996 to frame, implement and
monitor the risk management plan of the Company and the
Schemes of the Aditya Birla Sun Life Mutual Fund.

The objectives and scope of the Risk Management Committee
broadly include:

• Risk Identification;

• Risk Assessment;

• Risk Response and Risk Management Strategy; and

• Risk Monitoring, Communication and Reporting.

Over the years, the Company has built a strong Risk Management
Framework supported by well-established policies and
procedures and a talented pool of risk professionals.

Further, the Company has adopted the Risk Management
Framework prescribed by SEBI through circular dated
27^th September, 2021. Through this framework, the Company

has devised the mechanism for identifying and measuring the
AMC level and Mutual Fund's Scheme level risk appetite and
has also setup a robust risk control assessment mechanism to
report key emerging risks and control environment at functional
level to the Management and the Board of the Company.

The Company has an enterprise risk management framework
in place, which includes key risk management activities such
as risk identification, risk assessment, risk response and
risk management strategy. The identified risks are evaluated
and managed by either avoidance, transfer, mitigation or
retention. The risks faced can be broadly classified as reputation
risk, people risk, regulatory risk, operational risk, investment
risk, technology risk, strategic risk and business risk. Close
monitoring and control processes, including the establishment
of appropriate key risk indicators and key performance
indicators are put in place to ensure that risk profiles are
managed within limits.

The Company's Investment function operates under the
Investment Governance framework approved by the
Investment Committee and the Board. The framework helps
in not only ensuring regulatory compliance but also provides
the framework for management and mitigation of the risks
associated with investments.

The Company has implemented an Operational Risk Management
framework to manage specific risks that may arise from
inadequate or failed internal processes, people, systems, or
external events. To manage and control such risks, the Company
uses various tools including self-assessments, operational
risk alerts and key risk indicator monitoring. The Company
recognises that information is a critical business asset and,
accordingly, the Company has an information security and
cyber security framework that ensures all information assets
are safeguarded by establishing comprehensive management
processes throughout the organisation.

The Company's risk management systems and procedures
highlight its dedication to ethical operations and profitable
functioning while adhering to best practices, applicable laws,
rules, and regulations. These systems aim to provide reasonable,
though not absolute, assurance against material misstatements
or loss. They also ensure the safeguarding of assets, the
maintenance of accurate accounting records, the reliability of
financial information, and the identification and management
of business risks.

The detailed Risk Management framework is enclosed as
Annexure IV to the Board's Report.

Business Continuity

The Company has instituted a comprehensive Business
Continuity Management Programme to ensure uninterrupted
functioning of critical operations during unforeseen disruptions.
This is underpinned by a robust Disaster Recovery Framework
that addresses both business and technology-related
interruption risks, thereby safeguarding service continuity
for customers. A formal Business Continuity Policy further
reinforces this framework by outlining a structured response
to contingencies, ensuring timely recovery of essential activities
in alignment with regulatory expectations. Regular testing
of all business-critical processes is conducted to validate
preparedness and operational resilience.

CONTRACTS AND ARRANGEMENTS WITH
RELATED PARTIES

During the financial year under review, all transactions entered
into by the Company with related parties were in ordinary
course of business and at arm's length basis and were not
considered material as per the provisions of Section 188 of the
Act read with the Companies (Meetings of Board and its Powers)
Rules, 2014 and Regulation 23 of the SEBI Listing Regulations.
Hence, disclosure in form AOC-2 under Section 134(3)(h) of the
Act, read with Rule 8 of the Companies (Accounts) Rules, 2014,
is not applicable.

Prior approval of the Audit Committee is obtained for all Related
Party Transactions ("RPTs") which are of a repetitive nature and
entered in the ordinary course of business and at arm's length.
A statement on RPTs specifying the details of the transactions,
pursuant to each omnibus approval granted, is placed on a
quarterly basis for review by the Audit Committee.

Pursuant to Regulation 23(9) of SEBI Listing Regulations,
disclosures of RPTs are submitted to the Stock Exchanges on
a half-yearly basis and published on the Company's website
at https://mutualfund.adityabirlacapital.com/shareholders/
announcements-and-updates.

There were no material transactions entered into with related
parties during the period under review, which may have had any
potential conflict with the interests of the Company at large.
The details of transactions with related parties of the Company
for the financial year under review, are given in Notes to the
Financial Statements, which forms part of this Annual Report.

The policy on RPTs is available on the Company's website
at https://mutualfund.adityabirlacapital.com/-/media/bsl/
files/resources/policies-and-codes/Policy-on-Related-Party-
Transaction.pdf.

INTERNAL FINANCIAL CONTROLS

The Company has well-established internal control systems
in place which commensurate with the nature of its
business and size and scale and complexity of its operations.
Standard operating procedures (SOPs) and Risk Control Matrices
designed to provide a reasonable assurance are in place and
are being continuously monitored and updated. Internal audits
are undertaken on periodic basis to independently validate
the existing controls as per scope assigned to Internal Audit
Function. The Internal audit program is approved by the Audit
Committee at the beginning of the year to ensure that the
coverage of the areas are adequate. Internal Audit Reports are
regularly reviewed by the management and corrective action is
initiated to strengthen controls and enhance the effectiveness
of existing systems.

Significant audit observations, if any, are presented to the
Audit Committee along with the status of management actions
and the progress of implementation of recommendations.
During the financial year under review, no material or serious
observation was identified for inefficacy or inadequacy of
such controls.

The Company also periodically engages outside experts to carry
out independent review of the effectiveness of various business
processes. The observations and best practices suggested
are reviewed by the Management and Audit Committee and
appropriately implemented with a view to continuously
strengthen internal controls.

INTERNAL AUDIT

The Company has in place an adequate internal audit framework
to monitor the efficacy of internal controls with the objective
of providing to the Audit Committee and the Board of Directors
of the Company, an independent and reasonable assurance
on the adequacy and effectiveness of the organisation's risk
management, internal control and governance processes. The
framework is commensurate with the nature of the business,
size, scale and complexity of its operations with a risk based
internal audit approach. The audit plan is approved by the Audit
Committee, which regularly reviews the compliance to the plan.

The internal audit plan is developed based on the risk profile of
business activities of the organisation. It covers process audits at
the head office and across various branches of the organisation.
The Internal audits are carried out by an independent external
firm. Additionally, there is an appointed Head Internal Audit to
ensure that the audit process is conducted in accordance with
the Company's policies and regulatory requirements, and to
oversee the implementation of audit recommendations/timely
closure of management actions to improve internal controls and
operational efficiency.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act and to the best of their
knowledge and belief and according to the information and
explanations obtained from the Management, the Directors of
the Company state that:

i. in the preparation of the Annual Accounts for the financial
year ended 31^st March, 2025, the applicable accounting
standards have been followed and there were no material
departures from the same;

ii. the Directors had selected such accounting policies and
applied them consistently and made judgements and
estimates that are reasonable and prudent so as to give
a true and fair view of the state of affairs of the Company
as at 31^st March, 2025 and of the profit of the Company for
financial year ended on that date;

iii. the Directors had taken proper and sufficient care 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 had prepared the Statement of Accounts
for the financial year ended 31^st March, 2025 on a
'going concern basis';

v. the Directors had laid down Internal Financial Controls and
that such Internal Financial Controls were adequate and
were operating effectively; and

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

DIRECTORS AND KEY MANAGERIAL
PERSONNEL

As on 31^st March, 2025, the Board of Directors of the Company
comprised of 9 (nine) Directors including 1 (one) Woman
Independent Director.

Appointment/Re-appointment

During the financial year under review, the Board of Directors of
the Company based on the recommendation of the Nomination,
Remuneration and Compensation Committee of the Company
and in accordance with the Act and the SEBI Listing Regulations,
approved the following appointments to the Board:

a) Appointment of Mr. Manjit Singh, representative of
Sun Life (India) AMC Investments Inc., as an Additional
Director (Non-Executive) of the Company w.e.f.
19^th December, 2024. Subsequently, on 8^th March, 2025,

the Members of the Company had approved through
postal ballot, the appointment of Mr. Singh as a
Non-Executive Director of the Company.

b) Appointment of Ms. Anita Ramachandran as an Additional
Director (Independent) of the Company for a term of
five consecutive years w.e.f. 25^th March, 2025 upto
24^th March, 2030, subject to approval of the shareholders
of the Company.

At the AGM of the Company held on 8^th August, 2024, the
Members had approved the following re-appointment
of Directors:

a) Re-appointment of Mr. Navin Puri as an Independent
Director of the Company to hold office for a second term
of five consecutive years w.e.f. 4^th September, 2024 upto
3^rd September, 2029.

b) Re-appointment of Mr. A. Balasubramanian as the Managing
Director & CEO of the Company for a period of three years
w.e.f. 25^th July, 2024 upto 24^th July, 2027.

Resignation/Retirement

Mr. Amrit Kanwal, Non-Executive Director of the Company,
representative of Sun Life (India) AMC Investments Inc., resigned
w.e.f. 18^th December, 2024. Ms. Alka Bharucha ceased to be
the Director of the Company upon completion of her second
consecutive term as an Independent Director of the Company
w.e.f. end of day of 30^th March, 2025.

The Board placed on record its sincere appreciation for
the valuable contributions made by Mr. Amrit Kanwal and
Ms. Alka Bharucha during their association with the Company.

Retirement by Rotation

Pursuant to Section 152 of the Act, read with the Articles
of Association of the Company, Mrs. Vishakha Mulye,
Non-Executive Director of the Company is liable to retire by
rotation at the ensuing AGM and, being eligible, has offered
her candidature for re-appointment. The Nomination,
Remuneration and Compensation Committee of the Company
and the Board of Directors of the Company have recommended
the re-appointment of Mrs. Vishakha Mulye as a Non-Executive
Director of the Company at the ensuing AGM.

The information as required to be disclosed under Regulation
36(3) of the SEBI Listing Regulations and Secretarial
Standard-2 on the General Meetings issued by the
Institute of Company Secretaries of India ("ICSI"), in case of
aforesaid appointment/re-appointment of Director is provided
in the Notice of the ensuing AGM.

Declaration by Independent Directors

In terms of Section 149 of the Act and the SEBI Listing
Regulations, Mr Navin Puri, Mr. Ramesh Abhishek,
Mr. Sunder Rajan Raman, Mr. Supratim Bandyopadhyay and
Ms. Anita Ramachandran are the Independent Directors of the
Company as on date of this Report.

All Independent Directors have submitted the declaration of
Independence, pursuant to the provisions of Section 149(7) of
the Act and Regulation 25(8) of the SEBI Listing Regulations,
stating that they meet the criteria of Independence as
provided in Section 149(6) of the Act and Regulation 16(1)(b)
of the SEBI Listing Regulations and they are not aware of any
circumstance or situation, which exist or may be reasonably
anticipated, that could impair or impact their ability to discharge
their duties with an objective independent judgment and
without any external influence. The Board is of the opinion that
the Independent Directors of the Company possess requisite
qualifications, experience, expertise and hold the highest
standards of integrity.

The Independent Directors have also confirmed their registration
with the data bank of Independent Directors maintained with
the Indian Institute of Corporate Affairs in compliance with
requirements of the Companies (Appointment and Qualification
of Directors) Rules, 2014.

Key Managerial Personnel (KMP)

In terms of the provisions of Sections 2(51) and 203 of the Act,
read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, Mr. A. Balasubramanian,
Managing Director & CEO, Mr. Pradeep Sharma, Chief Financial
Officer (CFO) and Mr. Prateek Savla, Company Secretary are the
KMPs of the Company.

During the financial year under review, following were the
changes in KMPs of the Company:

a) Mr. Pradeep Sharma was appointed as CFO w.e.f.
31^st October, 2024 in place of Mr. Parag Joglekar who
resigned as CFO w.e.f. 13^th September, 2024.

b) Mr. Prateek Savla was appointed as Company Secretary
& Compliance Officer under SEBI Listing Regulations
w.e.f. 26^th April, 2024. Ms. Hemanti Wadhwa ceased to
be Chief Compliance Officer & Company Secretary w.e.f.
26^th April, 2024.

Fit and Proper Criteria

All the Directors meet the fit and proper criteria as stipulated
under SEBI (Mutual Funds) Regulations, 1996 and SEBI
(Intermediaries) Regulations, 2008 (as amended from
time to time).

Annual Performance Evaluation

The evaluation framework for assessing the performance of
the Directors of the Company comprises contributions at the
Meeting(s) and strategic perspective or inputs regarding the
growth and performance of the Company, amongst others.

Pursuant to the provisions of the Act and SEBI Listing
Regulations and in terms of the Framework of the Board
Performance Evaluation, the Board of Directors of the Company
have carried out an annual performance evaluation of the Board
as-a-whole, performance of various Committees of the Board
and Individual Directors. A separate Meeting of the Independent
Directors was also held during the financial year under review
for the evaluation of the performance of Non-Independent
Directors and performance of the Board as-a-whole. The
manner in which the evaluation has been carried out has been
set out in the Corporate Governance Report, which forms part
of this Annual Report.

Outcome of the Evaluation

The Board of the Company was satisfied with the functioning
of the Board and its Committees. Non-Executive Directors and
Independent Directors demonstrate a strong understanding
of the Company and its requirements. They keep themselves
current on the areas to be discussed at the Board Meetings.
The Committees are functioning well and besides covering the
Committees' terms of reference, as mandated by applicable
laws, important issues are brought up and discussed in the
Committee Meetings. The Board was also satisfied with the
contribution of Directors in their individual capacities.

MEETINGS OF THE BOARD AND ITS COMMITTEES
Board

The Board meets at regular intervals, inter alia, to discuss and
decide on the Company's performance and strategies. During
the financial year under review, the Board met 8 (Eight) times on
26^th April, 2024, 25^th June, 2024, 29^th June, 2024, 24^th July, 2024,
29^th August, 2024, 28^th October, 2024, 27^th January, 2025 and
18^th March, 2025.

Further details on the Board Meetings are provided in the
Corporate Governance Report, which forms part of this
Annual Report.

Audit Committee

The Board of Directors of the Company has constituted an
Audit Committee with its composition, quorum, powers, role
and scope in line with the applicable provisions of the Act,
SEBI Listing Regulations and SEBI (Mutual Funds)
Regulations, 1996.

During the financial year under review, the Audit Committee
of the Company reviewed the internal controls put in place
to ensure that the accounts of the Company are properly
maintained and that the accounting transactions are in
accordance with prevailing laws and regulations. In conducting
such reviews, the Committee found no material discrepancy or
weakness in the internal control systems of the Company.

Further details on the Audit Committee of the Company,
its Meetings, composition and attendance are provided in
the Corporate Governance Report, which forms part of this
Annual Report. During the financial year under review, all
recommendations made by the Audit Committee were accepted
by the Board.

Nomination, Remuneration and Compensation
Committee

The Board of Directors of the Company has constituted a
Nomination, Remuneration and Compensation Committee
("NRCC"), with its composition, quorum, powers, role and
scope in line with the applicable provisions of the Act and
SEBI Listing Regulations.

The NRCC has formulated a policy on criteria of appointment,
qualification, remuneration, etc. for the Directors, KMPs and
Senior Management Personnel of the Company under the
provisions of Section 178(3) of the Act, which is enclosed as
Annexure V to the Board's Report and the same is uploaded
on the website of the Company at https://mutualfund.
adityabirlacapital.com/-/media/bsl/files/resources/policies-
and-codes/executive-remuneration-policy-amc.pdf.

Further, details on the NRCC, its Meetings, composition and
attendance are provided in the Corporate Governance Report,
which forms part of this Annual Report.

Other Board Committees

The Board of Directors of the Company has also constituted
the following Committees of the Board under the relevant
provisions of the Act read with the applicable SEBI laws:

• Risk Management Committee

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

• Unit Holder Protection Committee

Details of mandatory Committees of the Board as per the Act,
SEBI Listing Regulations and SEBI (Mutual Funds) Regulations,
1996 are provided in the Corporate Governance Report, which
forms part of this Annual Report.

ANNUAL RETURN

Pursuant to the provisions of Section 92(3) read with Section
134(3)(a) of the Act, the Annual Return for the financial year
2024-25 is available on the Company's website at https://
mutualfund.adityabirlacapital.com/shareholders/annual-
reports.

AUDITORS

Statutory Auditor

Pursuant to the provisions of Section 139 of the Act read with
the Companies (Audit and Auditors) Rules, 2014, as amended
from time to time, the Members of the Company at the AGM
held on 8^th August, 2024, approved the re-appointment of
S. R. Batliboi & Co. LLP, Chartered Accountants, (Firm Reg.
No.: 301003E/E300005), as the Statutory Auditor of the
Company for a second term of five consecutive years, i.e. from
the conclusion of 30^th AGM held in the year 2024 till the conclusion
of 35^th AGM of the Company to be held in the year 2029.

The reports issued by the Statutory Auditor on the Standalone
and Consolidated Financial Statements of the Company for the
year ended 31^st March, 2025 do not contain any qualification,
observations, comments or remark(s) which have an adverse
effect on the functioning of the Company and therefore, do not
call for any comments from Directors of the Company.

Secretarial Auditor

In terms of Section 204 of the Act read with Rule 9 of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company had appointed
M/s. N L Bhatia & Associates, Practicing Company Secretaries
(Firm Reg. No.: P1996MH055800), to conduct the Secretarial
Audit for the financial year ended 31^st March, 2025. The
Secretarial Audit Report in Form MR-3 for the financial year
ended 31^st March, 2025, is enclosed as Annexure VI to the
Board's Report. The Secretarial Audit Report does not contain
any qualification, reservation, disclaimer or adverse remarks.

Further, the Secretarial Compliance Report for the financial
year ended 31^st March, 2025 on compliance of all applicable
SEBI Regulations and circulars/guidelines issued thereunder,
obtained from M/s. N L Bhatia & Associates, Secretarial Auditor, is
available on the website of the Company and can be accessed at
https://mutualfund.adityabirlacapital.com/-/media/bsl/files/
resources/shareholder-intimation/secretarial-compliance-
report-for-the-year-ended-march-31-2025.pdf.

Pursuant to the provisions of Regulation 24A of SEBI Listing
Regulations and Section 204 of the Act read with the
Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Audit Committee and

the Board of Directors of the Company, have approved and
recommended for approval of the Members, the appointment of
M/s. N L Bhatia & Associates, Practicing Company Secretaries
as the Secretarial Auditor of the Company for a term of five
consecutive years from FY 2025-26 to FY 2029-30.

A detailed proposal for appointment of Secretarial Auditor
forms part of the Notice convening this AGM.

Cost Audit

The provisions of maintenance of Cost Records and Cost Audit
as prescribed under Section 148 of the Act, are not applicable
to the Company.

Reporting of Frauds by Auditors

During the financial year under review, neither the Statutory
Auditor nor the Secretarial Auditor have reported to the Audit
Committee or the Board of Directors of the Company, any
instances of fraud committed against the Company by its
officers or employees under Section 143(12) of the Act.

CORPORATE SOCIAL RESPONSIBILITY

In accordance with Section 135 of the Act and Rules made
thereunder, the Board of Directors of the Company have a
Corporate Social Responsibility (CSR) Committee. The CSR
Committee has formulated and recommended to the Board a
Corporate Social Responsibility Policy ("CSR Policy") indicating the
CSR activities to be undertaken by the Company, which has been
approved by the Board. The CSR Policy is available on the Company's
website at https://mutualfund.adityabirlacapital.com/-/media/
bsl/files/resources/csr/corporate-social-responsibiltv-policy.pdf.

During the financial year 2024-25, the Company spent
? 14.72 Crore on various CSR projects including overhead
costs and Impact Assessment cost. The annual report on
CSR activities for financial year 2024-25 as per the Rule 8 of
Companies (Corporate Social Responsibility Policy) Rules, 2014,
as amended is enclosed as Annexure VII to the Board's Report.

WHISTLE BLOWER POLICY/VIGIL MECHANISM

In compliance with the provisions of Section 177(9) of the Act
read with Rule 7 of the Companies (Meetings of Board and its
Powers) Rules, 2014 and Regulation 22 of the SEBI Listing
Regulations, the Company has formulated a Whistle Blower Policy/
Vigil Mechanism for Directors and Employees to report concerns,
details of which are covered in the Corporate Governance
Report, which forms part of this Annual Report. The said policy
is available on the Company's website at http://mutualfund.
adityabirlacapital.com/-/media/BSL/Files/Resources/Policies-
And-Codes/Whistleblower-Policy_ABSLAMC.

POLICY ON PREVENTION OF SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE

The Company has in place a policy which is in line with the
requirements of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition & Redressal) Act, 2013
("POSH Act"). An Internal Committee has been set up to redress
and resolve complaints, if any, received regarding sexual
harassment of women. The Company has complied with the
provisions relating to the constitution of the Internal Committee
under the POSH Act. All employees (permanent, contractual,
temporary, trainees) are covered under this policy. We further
state that during the financial year under review, one complaint
was received and resolved under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.

HUMAN RESOURCES

The Company has always aspired to be an organisation and a
workplace which attracts, retains and provides a canvas for
talent to operate.

The Company believes that meaning at work is created when
people relate to the purpose of the organisation, feel connected
to their leaders and have a sense of belonging. Our focus stays
strong on providing our people a work environment that
welcomes diversity, nurtures positive relationships and a
culture grounded in our core values, provides challenging work
assignments and provides opportunities based on meritocracy
for people to grow, build and advance their careers with us in
line with their aspirations.

As on 31^st March, 2025, the employee strength of the Company
was 1,403.

Talent Management

Strengthening our future talent pipeline and ensuring seamless
leadership continuity remain at the heart of our Talent
Management agenda. We are deeply committed to identifying
high-potential individuals early in their careers and investing in
their development through holistic, future-focused experiences.
This strategy not only prepares them for critical roles but also
builds a resilient, agile leadership bench capable of navigating
evolving business needs.

In parallel, we recognize the value of steady-state performers. By
providing opportunities for role movement and involvement in
special projects, we leverage their consistency and institutional
knowledge while keeping them engaged and motivated.

We strengthened our organizational structure by leveraging
internal talent to take on expanded roles and new responsibilities,
thereby enabling us to drive continuity, retain institutional
knowledge, and reinforce our culture. As we continue to evolve,
we remain committed to building a strong internal talent bench
by providing meaningful career opportunities for our people.

To nurture early-career professionals, our First10
Best10 program offers structured development through
cross-functional exposure, mentorship, role movements and
targeted learning interventions. These initiatives provide
young talent with career trajectory aligned with their long-term
growth thereby setting the foundation for a robust pipeline of
future leaders.

Employee Wellness and Engagement

The Company is committed towards fostering a positive,
dynamic and engaging work environment. A significant focus
has also been placed on revitalizing a culture of connection and
camaraderie, ensuring that strong interpersonal bonds and a
collaborative spirit are nurtured throughout the organization.
Our Employee engagement Index (Vibes Survey) showed a
meaningful improvement from the previous survey, highlighting
increased employee confidence, motivation, and alignment with
our purpose.

The Company continues to reinforce the importance of health
and well-being through comprehensive wellness programmes
and initiatives. Our offerings include regular health assessments
and health management programmes aimed at ensuring every
employee prioritises their health and wellness. These initiatives
not only enhance efficiency and productivity but also contribute
to the overall well-being of our employees.

Additionally, we emphasise the health and safety of our
employees through regular fire audits and adherence to safety
protocols, ensuring a secure and compliant workplace.

Learning

At ABSLAMC, learning is at the core of our commitment to
building a future-ready workforce. Guided by the 70-20-10
principle-developing people through Experience, Exposure, and
Education-we have built an integrated learning ecosystem that
seamlessly blends functional training, leadership development,
and behavioural competencies.

Our learning programs are delivered through a variety of
formats including classroom sessions, virtual workshops,
digital modules and app-based learning, making development
accessible, flexible and engaging for all employees.

To support evolving business needs, we've implemented a
dedicated learning framework for our sales teams enhanced
with advanced tools such as 2-Way GenAI Role Play and our
in-house Succeedo BOT, focused on building sales excellence. For
frontline managers, we offer a structured program focused on
building managerial capabilities aimed at improving performance
consistency and people management. These managers also
lead product teach-back sessions with their teams, thereby
accelerating team readiness and productivity.

To encourage continuous self-development, employees have
access to globally recognised platforms such as Coursera,
enabling employees to explore new domains and upskill at their
own pace. We also support the pursuit of accredited courses
and specialised qualifications, aligned with individual career
goals and broader organisational objectives. Employees also
benefit from structured certification programs in regulatory
and compliance areas, reinforcing strong governance and
operational standards.

Through these initiatives, we are fostering a culture of lifelong
learning, aligning personal development with business success
and empowering our people to navigate today's challenges while
preparing for tomorrow's opportunities.

SECRETARIAL STANDARDS

The Company is in compliance with the Secretarial Standards
specified by the ICSI on Meetings of the Board of Directors (SS-1)
and General Meetings (SS-2).

CODE FOR PROHIBITION OF INSIDER TRADING

Pursuant to SEBI (Prohibition of Insider Trading) Regulations
2015, as amended, the Company has a Code of Conduct
on Prohibition of Insider Trading for Securities of
Aditya Birla Sun Life AMC Limited and a Code of Practice and
Procedures for Fair Disclosure of Unpublished Price Sensitive
Information. The details of which are covered in the Corporate
Governance Report, which forms part of this Annual Report.

AWARDS AND CERTIFICATIONS

During the financial year under review, the Company was
felicitated with the following awards:

• E4M Martech India Awards 2024: Best use of Predictive
analytics or intent technology

• E4M CX India Awards: Best Customer Experience- BFSI

• 15^th Edition of Indian Digital Marketing Awards (IDMA)
2024: Silver for Most Effective use of AI, Data Analytics, and
Machine Learning for Campaign & Business Optimization

• ACEF Global Customer Engagement: Gold for Best Email
Marketing Innovations using the AI-ML driven model & Silver
for Data-Driven Marketing

• The Customer Fest Awards 2024: Silver for best use of AI
to enhance Customer Experience

• Nivesh Manthan Awards 2024: Best MF House in Overall
Investor Education, Best MF House in Web Category,
Best MF House in Webinars Category

• The 17^th Edition Customer Fest Leadership Awards 2024:

Best Loyalty Program, Best Brand to Brand Partnership in
Loyalty, Best Customer Experience, Customer Experience
Team of the Year

• Asia Asset Management: 2024 Best of the Best Awards
- India: Best Investor Education, Special 30^th Anniversary
Edition: Best Asset Management Company (30 years)

OTHER DISCLOSURES

In terms of applicable provisions of the Act, the Company

discloses that during the financial year under review:

i. there was no Scheme for provision of money for the
purchase of its own shares by employees or by trustees
for the benefit of employees.

ii. there was no public issue, rights issue, bonus issue or
preferential issue, etc.

iii. there was no issue of shares with differential rights.

iv. there was no transfer of unpaid or unclaimed dividend
amount to Investor Education and Protection Fund (IEPF).

v. there were no significant or material orders passed by the
Regulators or Hon'ble Courts or Tribunals impacting the
going concern status of the Company and its operations
in future.

vi. there was no application made or proceeding pending
against the Company under the Insolvency and Bankruptcy
Code, 2016, as amended.

vii. there were no failures to implement any Corporate Action.

viii. there were no borrowings from Banks or Financial
Institutions and no instance of one-time settlement with
any Bank or Financial Institutions.