5427592026-06-115427592026-06-112026-06-115427592026-06-112026-06-11

AmalgamatedEntityDomain1

5427592026-06-11

AmalgamatedEntityDomain1

5427592026-06-112026-06-11

AmalgamatedEntityDomain2

5427592026-06-11

AmalgamatedEntityDomain2

xbrli:purexbrli:shares

542759

SPANDANA SPHOORTY FINANCIAL LIMITED

SPANDANA

NOTLISTED

INE572J01011

New

Amalgamation/ Merger

true

2026-06-11

11:30:00

2026-06-11

Criss Financial Limited

Transferor

Material Subsidiary

Revenue from Operations for the year ended March 31, 2026 (in INR crores) - 150.86 Net Worth for the year ended March 31, 2026 (in INR crores)- 233.11

15659394

0.9992

11874

0.0008

15671268

Spandana Sphoorty Financial Limited

Transferee

Listed Entity (self)

Revenue from Operations for the year ended March 31, 2026 (in INR crores) - 906.59 Net Worth for the year ended March 31, 2026 (in INR crores) 2,193.75

42686336

0.4814

45953170

0.5186

88639506

42686336

0.4815

45961835

0.5185

88648171

true

2026-06-11

false

true

The Transferor Company is a subsidiary of the Transferee Company. Both companies have certain common directors; however, none of the directors hold any shareholding interest in the Transferor Company

true

SSFL is primarily engaged in the business of lending, providing small value unsecured loans to low-income customers in semi-urban and rural areas. SSFL is registered as a non-deposit accepting non-banking financial company with the Reserve Bank of India and is classified as a Non-banking Financial Company – Micro Finance Institution effective April 13, 2015 bearing registration number N-09.00414. CFL is primarily engaged in the business of finance by providing individual loans, nano enterprise loans and loans against property. CFL is registered with the RBI as Non- Banking Financial Company – Investment and Credit Companies bearing registration number B-09.00337. SSFL is primarily engaged in the business of unsecured lending and CFL is primarily engaged in the business of secured lending.

The Amalgamation pursuant to this Scheme would, inter alia, have the following benefits: (a) reduce duplicity of costs and resources through common infrastructure, field force, and risk management practices, back-office/support function synergies, single compliance framework, and shared technology systems; (b) revenue and cost synergies including diversified mix of secured and unsecured products, wherein loan against property and small ticket secured loans originated by CFL will enhance the overall risk-adjusted yield profile of the consolidated entity; (c) increase in long-term value by consolidating secured and unsecured lending under one entity, improving capital deployment and enhancing capital adequacy by pooling resources and removing structural overlaps; (d) enabling entry into previously untapped markets, products and demographics, with customer sourcing now also including customers for products other than microfinance thus improving productivity of field staff and branches as well as aiding in improving branch level profitability; (e) simplification of the group structure and streamlining of business operations and decision-making process and greater economies of scale and enhanced geographical reach, resulting in optimal and efficient utilization of capital; (f) reduction in compliance costs for accounting, auditing, board meetings, secretarial procedures, etc. due to unification and streamlining of management of legal and regulatory compliances through a single compliance framework and simplified governance; (g) growth enablement by providing scale and brand visibility to accelerate the combined entity’s growth across geographies, reducing business risk by diversifying revenue lines across multiple products and customer base including growing a secured portfolio which can be funded at a lower borrowing cost, thereby helping the organization reduce its overall borrowing costs. (h) the amalgamation would ensure long term value creation and is in the best interest of the CFL, the Company and their respective stakeholders.

73:100

Upon the coming into effect of the Scheme, and in consideration of the Amalgamation, the Company shall, without any further application, act or deed, issue and allot new equity shares in the Share Exchange Ratio (as defined hereinafter) to the equity shareholder(s) of CFL (other than the Company) whose names are recorded in the register of members as a member of CFL, on the Record Date (as defined in the Scheme) (or to such of their respective heirs, executors, administrators, or other legal representatives or other successors in title as may be recognized by the Board of the Company) in the following manner and subject to the issuance mechanism set out below: “73 Company Shares, credited as fully paid-up, for every 100 equity shares of the face value of Rs. 10/- (Rupee ten only) each fully paid-up, held by such equity shareholder in CFL (“Share Exchange Ratio”)”

Promoters shareholding pre and post scheme will remain same. Public shareholding will increase from 4,59,53,170 to 4,59,61,835 post approval of scheme.