Directors Report of Abhinav Leasing & Finance Ltd.

Mar 31, 2024

3.	Mr. Amit Agarwal	Director /CFO
4.	Mr. Rajeev Garg	Director
5.	Mr. Nikhil Bansal	Director

The Board of Directors hereby pleasure to present
business and operation of your company along with
audited financial statements, for the financial year ended
March 31, 2024.

FINANCIAL SUMMARY

(Amount in '')

PARTICULARS	F.Y. 2023-24	F.Y. 2022-23
Sales/ Income from operations	337255557	430541745
Total Expenses	336217478	429599412
Profit/ (loss) before exceptional item and tax	2228105.0	979882.00
Less: Exceptional Items	0.00	0.00
Profit/ (loss) before tax for the year	2228105.0	979882.00
Less: Income tax and deferred tax expenses	-532094	12668.00
Profit after tax for the year	1696011	967214
Other Comprehensive Income/ Loss	0.00	0.00
Net Profit/ Loss for the Year	1696011	967214

COMPANY''S PERFORMANCE

Your Company has delivered another year, during the
year company continuously strive to enhance its
performance and management is working upon to
maintain this advancement for future year as well, so that
performance would be better.

CHANGE IN NATURE OF BUSINESS

During the year there was no change in nature of business
of the company.

DIRECTORS

Composition of Board of Directors:-

S.NO.	NAME	DESIGNATION
1.	Mr. Atul Kumar Agarwal	Director
2.	Mrs. Mamta Agarwal	Managing Director

The composition of the Board is in line with the
requirements of the Companies Act, 2013 and the SEBI
(Listing Obligations and Disclosure Requirements)
(LODR) Regulations, 2015. All the Directors have vast
knowledge and experience in their relevant fields and the
Company had benefitted immensely by their presence in
the Board.

Rotation of Director

Mr. Atul Kumar Agarwal (DIN 00022779) is liable to
retire by rotation at the ensuing Annual General Meeting
and being eligible offer himself for reappointment. The
Board of Directors recommends the re-appointment of
Mr. Atul Kumar Agarwal (DIN 00022779) as Director of
the Company. The Brief profile Atul Kumar Agarwal (DIN
00022779) recommended for re-appointment is enclosed
with the Notice for the 40th AGM of the Company.

CHANGE IN DIRECTORSHIP

During the year Mr. Himanshu Agarwal has resigned from
the directorship and Mr. Amit Agarwal has been
appointed as Director cum CFO w.ef. 02.11.2023.

Mr. Atul Kumar Agarwal (Director), Mrs. Mamta Agarwal
(Managing Director), Mr. Amit Agarwal (Director /CFO),
Mr. Rajeev Garg (Independent Director) and Mr. Nikhil
Bansal (Independent Director) & Ms. Geeta, Company
Secretary & Compliance Officer are the KMPs of the
Company, as recorded by the Board as on March 31, 2024.

SUBSIDIARY COMPANIES, (PINT VENTURES &
ASSOCIATE COMPANIES

As on 31^st March 2024, the Company has no Subsidiary,
Joint-Venture or Associate companies.

CONSOLIDATED FINANCIAL STATEMENT

As the Company have no Subsidiary, Joint-Venture or
Associate companies as on 31^st March, 2024. Hence, there
is no requirement for the company to prepare
Consolidated Financial Statements.

REPORTING OF FRAUDS

There have been no instances of fraud reported by the
Statutory Auditors under Section 143 of the Act read with
relevant Rules framed there under either to the Company
or to the Central Government.

CORPORATE GOVERNANCE

Even though as per the provisions of Companies Act, 2013
regarding Corporate Governance are not attracted to the
company yet the company has been indulged in the
enhancement of shareholder value through sound
business decisions, prudent to financial management and
high standard of ethics throughout the organization.

DEPOSITS

During the year under review the Company has not
accepted any deposit falling within the meaning of section
73 of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN
STATUS AND COMPANY''S OPERATIONS IN FUTURE

During the year there was no significant and material
order passed by any regulators or court or tribunal which
would impact the going concern status and company''s
operations in future.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR
ADEQUACY

The Company has an Internal Control System,
commensurate with the size, scale and complexity of its
operations. The internal Audit functions reports to the
Chairman of the Audit Committee and to Chairman and
Managing Director of the Company.

M/s Sandeep Kumar Singh (M. No. 511685) Internal
Auditor of the company.

The Internal Audit monitors and evaluates the efficiency
and adequacy of internal control systems in the company.
It''s compliances with operating systems, accounting
procedure and policies of the Company.

DISCLOSURE OF COST RECORD

The provision of Section 148 (1) shall not apply to
company hence; there is no requirement to maintain cost
audit record in company as specified by central
Government.

MEETING OF BOARD OF DIRECTORS

A calendar of Meetings is prepared and circulated in
advance to the Directors. During the year eight (8) Board
Meetings held. The intervening gap between the Meetings
was within the period prescribed under the Companies
Act, 2013.

During the year from 1^st April 2023 to 31^st March 2024,
the Board of Directors met eight (08) times
29-05-2023, 28-06-2023, 14-08-2023, 06-09-2023, 30¬
09-2023, 02-11-2023, 09-11-2023, 14-02-2024.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (5) of the Companies Act, 2013,
your Directors report as under:

a) That in the preparation of the annual accounts,
the applicable accounting standards have been
followed.

b) That the Directors have selected such
accounting policies and applied them

consistently and made judgments and estimates
that are reasonable and prudent so as to give a

true and fair view of the state of affairs of the
company at the end of the financial year and of
the profit or loss of the company for that period.

c) That the directors have taken proper and
sufficient care for the maintenance of adequate
accounting records in accordance with the
provisions of this Act for safeguarding the assets
of the company and for preventing and detecting
fraud and other irregularities.

d) That the Directors have prepared the annual
accounts on a going concern basis.

e) That the Directors had laid down internal
financial controls to be followed by the
Company and that such internal financial
controls are adequate and operating effectively.

f) That the directors had devised proper systems
to ensure compliance with the provisions of all
applicable laws and that such systems were
adequate and operating effectively.

g) No proceedings are pending under the
Insolvency and Bankruptcy Code, 2016 during
the year.

h) The details of difference between amount of the
valuation done at the time of one time
settlement and the valuation done while taking
loan from the Banks or Financial Institutions
along with the reasons thereof, is not applicable
on the company.

DECLARATION BY INDEPENDENT DIRECTOR

The Company Board has two (2) Independent Directors
i.e. Mr. Rajeev Garg and Mr. Nikhil Bansal. The company
has received necessary declaration from both Directors
under section 149 of the Companies Act, 2013 that they
meet the criteria of Independence laid down in section
149 of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 and subsequently the same was placed at the Board
Meeting held on May 29, 2023.

POLICY ON DIRECTOR''S APPOINTMENT AND
REMUNERATION

The current policy is to have an appropriate mix of
executive, non-executive and independent Director to
maintain the independence of the Board, and separate its
functions of governance and management. As of March,
31 2024, the Board had five (5) Directors.

The Policy of the company on directors'' appointment and
remuneration, including the criteria for determining
qualifications, positive attributes, independence of a
director and other matters, as required under sub-section
(3) of section 178 of Companies Act, 2013 is in place and
maintained by company as per law.

EXPLANATIONS BY BOARD ON QUALIFICATIONS BY
STATUTORY AUDITOR, SECRETARIAL AUDITOR

There is a qualification in report of Statutory Auditor
which is:-

The company has used accounting software for
maintaining its books of accounts for the financial year
ended on March 31, 2024 which does not have a
feature of recording audit trails (edit log) facility and
the same has been operated throughout the year for all
relevant transaction recorded in the software.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENT

The detail of any loan or guarantees or securities and
investment made during the year 2023-24 covered under
the provisions of section 186 of the Companies Act, 2013
given under note 29 to financial statement.

RELATED PARTY TRANSACTIONS

There are no materially significant related party
transactions made by the Company with the Promoters,
Key Management Personnel or other designated persons
which may have potential conflict with interest of the
Company at large. In view of the above, disclosure in
FORM AOC-2 is not applicable. The AOC-2 as per the
Companies Act, 2013 has been attached herewith under
"Annexure A”.

RESERVES

The Company has profit of 1696011/- for the financial
year ended on 31st March, 2024. This amount transferred
to reserve in the year 2023-24.

DIVIDENDS

The management believes that the profits earned during
the financial year must be retained and redeployed for the
operations of the Company. As the Company needs
further funds to enhance its business operations, upgrade
the efficiency and to meet out the deficiencies in working
capital, the Directors do not recommend any dividend on
Equity Shares for the financial year 2023-24.

MATERIAL CHANGES AND COMMITMENTS

There is no material change took place between the end
of the financial year of the company to which the financial
statements relate and the date of the report in the
company which may affect the financial position of the
company.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNINGS
AND OUTGO

The information required to be furnished under section
134 (3)(m) of the Companies Act, 2013 read with the
Companies (Accounts) Rules, 2014 relating to
Conservation of Energy, Technology absorption and
Foreign Exchange earnings and outgo is annexed in "
Annexure B" herewith and forming part of this report.

WHISTLE BLOWER POLICY OR VIGIL MECHANISM FOR
DIRECTORS AND EMPLOYEES

Your Company has in place, a comprehensive Whistle
Blower Policy or vigil mechanism in compliance with
Section 177 (9) & 177 (10)of the Companies Act, 2013
and as per Regulation 4 (2) (d) (iv) & 34 (3) read with
Para 10 of Part C of Schedule V of the SEBI (LODR)
Regulations, 2015.

RISK MANAGEMENT POLICY

A statement indicating development and implementation
of a risk management policy for the company including
identification therein of elements of risk, if any, this in the
opinion of the Board may threaten the existence of the
company.

BUSINESS RISK MANAGEMENT

The main objective of this policy is to ensure sustainable
business growth with stability and to promote a pro¬
active approach in reporting, evaluating and resolving
risks associated with the business. In order to achieve the
key objective, the policy establishes a structured and
disciplined approach to Risk Management, in order to
guide decisions on risk related issues.

In today''s challenging and competitive environment,
strategies for mitigating inherent risks in accomplishing
the growth plans of the Company are imperative. The
common risks inter alia are: Regulations, competition,
Business risk, Technology obsolescence, Investments,
retention of talent and expansion of facilities.

Business risk, inter-alia, further includes financial risk,
political risk, fidelity risk, legal risk. As a matter of policy,
these risks are assessed and steps as appropriate are
taken to mitigate the same.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company needs not to comply with the provisions of
Section 135 of Companies act, 2013, as the company does
not fall in eligibility ambit of Corporate Social
Responsibility initiatives.

SHARE CAPITAL

The paid up Equity Share Capital as on 31^st March, 2024
was 4,99,80,000.00 @ Rs. 1.00/- per equity share. The
Company not issued shares with differential voting rights
nor granted stock options nor sweat equity.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013,
and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has carried
out an annual evaluation of its own performance, its
Committees, as well as the Directors individually.

The outcome of the Board evaluation was discussed by
the Nomination & Remuneration Committee and at the
Board Meeting held on November 02, 2023 and
improvement areas were discussed.

Performance Evaluation of Board, its Committees and
individual Directors In compliance with the provisions of
Section 178 (3) of the Companies Act, 2013, the Company

has put in place a Policy on Nomination and
Remuneration which sets out inter-alia, the attributes and
criteria for the annual performance evaluation of the
Board, its Committees and individual Directors including
the Managing Director.

The Board of Directors have carried out the annual
evaluation based on criteria and framework adopted by
the Board and in accordance with existing regulations.
The Board, as a whole, carries out an assessment of its
own performance, its Committees and Independent
Directors, excluding the Director being evaluated.
Performance of the Board and its Committees was
evaluated on various parameters such as structure and
composition, meetings and procedures, diversity,
corporate governance competencies, performance of
specific duties and obligations, quality of decision-making
and overall Board effectiveness. Performance of
individual Directors was evaluated on parameters such as
meeting attendance, participation and contribution,
engagement and relationship with other members on the
Board, knowledge and experience, responsibility towards
stakeholders, leadership and management qualities and
independent judgment.

The major performance indicators of the Non-Executive
Directors and Independent Directors are as follows:

(i) Understanding and knowledge of the market in
which the Company is operating.

(ii) Ability to appreciate the working of the
Company and the challenges it faces.

(iii) Attendance of meeting.

(iv) Extend of participation and involvement in the
meetings.

(v) Ability to convey his views and flexibility to
work with others.

The evaluation process was carried out by the
Nomination and Remuneration Committee of the
Company after taking into consideration the inputs
received from the Directors and the parameters and
indicators based on the criteria laid down by the Policy on
Nomination and Remuneration. All Directors participated
in the evaluation process and reviews were carried out.
The outcomes of each evaluation were collated by the
Nomination & Remuneration Committee at the meeting
held on November 02, 2023 and placed before the Board
at its meeting held on the same date.

The Board discussed the performance evaluation of the
Board, its Committees, individual Directors and Managing
Director and noted the suggestions or inputs of
Independent Directors and Nomination & Committee and
the Chairman of the respective Committees. The Board
arrived at a conclusion that the performance of the Board,
its Committees and individual Directors were satisfactory.
The Board also deliberated upon the various suggestions
or inputs to augment its effectiveness and optimize
individual strengths of the Directors.

INDUSTRIAL RELATIONS

During the year under review, your Company enjoyed
cordial relationship with workers and employees at all
level.

NBFC REGISTRATION

The company has been registered with Reserve Bank of
India as Non-Banking Finance Company vide Registration

No. B-14.02146 Dated 21^st November, 2000. Your
Company is categorized as a Non-deposit taking Non¬
Banking Financial Company. The Company has not
accepted any deposit from the public during the year
pursuant to the provisions of Section 73 of Companies
Act, 2013.

COMPLIANCE WITH RBI GUIDELINES

Your Company has complied with all the regulations of
Reserve Bank of India as on 31st March, 2024 except few
fillings; applicable to it as Non-Deposit taking Non¬
Banking Finance Company, except few fillings.

SECURITIES AND EXCHANGE BOARD OF INDIA
(LISTING OBLIGATIONS AND DISCLOSURE
REQUIREMENTS) REGULATIONS. 2015

As per the SEBI Circular No. SEBI/LAD -NRO/GN/2015-

16/013 dated 2^nd September, 2015, of Securities and
Exchange Board of India (Listing Obligations And
Disclosure Requirements) Regulations, 2015, the Paid up
equity capital as on the last day of previous financial year
i.e. on 31^st March 2024 was 49,980,000 and Net Worth
was 58617593/-

Therefore, in terms of the said circular the compliance
with the corporate governance provisions as specified in
Regulations 17, 18, 19, 20, 21,22, 23, 24, 25, 26, 27
and clauses (b) to (i) of sub-regulation (2) of
regulation 46 and Para C , D and E of Schedule V are
not applicable to our Company during the year 2023-24.

CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct
which is applicable to the Members of the Board and all
employees in the course of day to day business operations
of the Company. The Code of Conduct for the members of
the Board and Senior Management Personnel is placed on
companies'' website www.abhinavleasefinltd.in.

AUDIT COMMITTEE

The Audit Committee of the Company duly constituted by
the following members:-

i) Mr. Rajeev Garg

ii) Mr. Nikhil Bansal

iii) Mr. Amit Aggarwal

Meetings of the Committee:

The Committee met Four (4) times on 29-05-2023, 14-08¬
2023, 09-11-2023, 14-02-2024 during the financial year
2023-24.

The Minutes of the Meetings of the Audit Committee are
discussed and taken note by the board of directors.

The Statutory Auditor, Internal Auditor and Executive
Directors/ Chief Financial Officer are invited to the
meeting as and when required.

The Composition of the Audit Committee and Their
Attendance at the Meeting:

Name Of Members	Category / Designation	No. of Meetings		Atten¬ dance Perce ntage (%)
		Held	Atte nded
Rajeev Garg	Chairperson	4	4	100
Nikhil Bansal	Member	4	4	100
Amit				100
Aggarwalwa l	Member	4	4

No sitting fees have been paid to any director during the
year. The remuneration paid to all Key managerial
Personnel was in accordance with remuneration policy
adopted by the company.

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee of the
Company duly constituted by the following members:-

i) Mr. Nikhil Bansal

ii) Mr. Rajeev Garg

iii) Mr. Atul Kumar Agarwal

The Committee met 1 (One) time on 02-11-2023 during
the financial year 2023-24.

The Composition of the Nomination and
Remuneration Committee and Their Attendance at
the Meeting:

Name Of Members	Category / Designation	No. of Meetings		Attendan ce Percenta ge (%)
		Held	Atte nde d
Mr. Nikhil Bansal	Chairper-son	1	1	100
Mr. Rajeev Garg	Member	1	1	100
Atul Kumar Agarwal Agarwal	Member	1	1	100

No sitting fees have been paid to any director during the
year. The remuneration paid to all Key managerial
Personnel was in accordance with remuneration policy
adopted by the company.

STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee of the
Company duly constituted by the following members:-

i) Mr. Nikhil Bansal

ii) Mr. Atul Kumar Agarwal

iii) Mr. Amit Aggarwal

The Committee met once (1) on 02.11.2023 during the
financial year 2023-24.

The Composition of the Stakeholder Relationship
Committee and their Attendance at the Meeting:

No sitting fees have been paid to any director during the
year. The remuneration paid to all Key managerial
Personnel was in accordance with remuneration policy
adopted by the company.

INDEPENDENT DIRECTOR MEETING

During F.Y. 2023-24, one (1) meeting of the Independent
Directors was held on 29th May, 2023. The Independent
Directors, inter-alia, reviewed the performance of Non¬
Independent Directors, Board as a whole and Chairman of
the Company, taking into account the views of executive
directors and non-executive directors.

Name Of Members	Category / Designation	No. of Meetings		Atten dance Perce ntage (%)
		Held	Attende d
Nikhil Bansal Agarwal	Member	1	1	100
Mr. Rajeev Garg	Member	1	1	100

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for
Prevention of Insider Trading with a view to regulate in
securities by the Directors and designated employees of
the Company. The Code requires pre-clearance for dealing
in the Company''s shares and prohibits the purchase or
sale of Company shares by the Directors and the
designated employees while in possession of unpublished
price sensitive information in relation to the Company
and during the period when the Trading Window is
closed. The Board is responsible for implementation of
the Code.

All Board Directors and the designated employees have
confirmed compliance with the code.

EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL
YEAR ENDED ON 31^st MARCH, 2023

As required pursuant to section 92(3) of the Companies
Act, 2013 and rule 12(1) of the Companies (Management
and Administration) Rules, 2014, annual return as a part
of this Annual Report as "Annexure C". Web address of
Annual return: https://www.abhinavleasefinltd.in/annual-
returns

SECRETARIAL AUDIT REPORTS:

Pursuant to provisions of Section 204 of the Companies
Act, 2013 and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 the
Company has appointed M/S DIVYA RANI, PRACTICING
COMPANY SECRETARY, to undertake the Secretarial
Audit of the Company.

The Secretarial Audit Report is annexed herewith as
"Annexure D" in the Form MR-3.

COMPLIANCE WITH SECRETARIAL STANDARDS ON
BOARD AND GENERAL MEETINGS

The Company has complied with Secretarial Standards
issued by the Institute of Company Secretaries of India on
Board Meeting and General Meetings.

AUDITORS REPORTS

M/S G A M S & ASSOCIATES LLP (FRN 0N500094)
continue to be the Statutory Auditors of the Company for
the financial year 2024-25 also.

LISTING WITH STOCK EXCHANGES

The Company has not paid the Annual Listing Fees for the
year 2023-24 to BSE where the Company''s Shares are
listed.

DISCLOSURES IN RELATION TO THE SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013

The company has complied with the provision relating to
the constitution of Internal Complaints Committee under
the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and
also SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as follows:

a. number of complaints filed during the financial year :
Nil

b. number of complaints disposed of during the financial
year : Nil

c. number of complaints pending as on end of the financial
year : Nil

ACKNOWLEDGEMENT

Your Directors place on record their sincere appreciation
of the services rendered by the employees of the
Company. They are grateful to shareholders, bankers,
depositors, customers and vendors of the company for
their continued valued support. The Directors look
forward to a bright future with confidence.

CAUTIONARY STATEMENT

The statements contained in the Board''s Report contain
certain statements relating to the future and therefore are
forward looking within the meaning of applicable
securities, laws and regulations various factors such as
economic conditions, changes in government regulations,
tax regime, other statues, market forces and other
associated and incidental factors may however lead to
variation in actual results.

For and on behalf of the Board
Abhinav Leasing and Finance Limited

Sd/- Sd/-

Mamta Agarwal Atul Kumar Agarwal

(DIN: 02425119) (DIN: 00022779)

(Managing Director) (Director)

Place: Delhi
Dated: 05.09.2024

---

Mar 31, 2016

The Directors have pleasure in presenting the Annual Report of the Company together with the Audited Accounts for the financial year ended March 31^st, 2016.

FINANCIAL RESULTS

	2015-16	2014-15
	(Amount (in Rs.)	(Amount (in Rs.)
Sales / Income from operations	22716584	15220247
Profit before interest, Depreciation and Tax	8389623	806325
Financial Charges	7913820	9652
Depreciation	459847	570078
Provision for Income Tax / Deferred Tax	78860	70018
Profit / Loss after Tax	2145	156577
Balance brought forward from previous year	4783258	5,065,574
TOTAL	45537898	5222151
Appropriation:
CSR Expenditure	0	0
Dividend & Distribution Tax	0	0
Transferred to General Reserve	0	0
Balance Carried forward	4831990	4783258
Provision against Standard Assets	177713	224,301

TOTAL

45360185

4997850

COMPANY''S PERFORMANCE

Even though the provisions of Companies Act, 2013 regarding corporate social responsibility are not attracted to the company yet the company has been indulged in the enhancement of shareholder value through sound business decisions, prudent to financial management and high standard of ethics throughout the organization.

DIVIDENDS

The management believes that the profits earned during the financial year must be retained and redeployed for the operations of the Company. As the Company needs further funds to enhance its business operations, upgrade the efficiency and to meet out the deficiencies in working capital, the Directors do not recommend any dividend on Equity Shares for the financial year 2015-16.

RESERVES

The Company has not transferred any sum to Reserve for the financial year ended on 31st March, 2016. MAIOR IMPLICATIONS UNDER COMPANIES ACT. 2013

As required by the Companies Act, 2013, your Company has constituted following committees and their policies, namely:

- During the Year Nomination and Remuneration Committee & Policy be formulated

- Reconstitute Stakeholder Relationship Committee

- Insider Trading Policy.

- Risk Management/ Performance Evaluation Committee

And other committees are required to constitute under Listing agreement and Companies Act, 2013 and other act applicable to the company.

All other changes as required by the Act have been in place and we re-affirm our commitment to the highest level of Corporate Governance.

SHARE CAPITAL

The paid up Equity Share Capital as on 31^st March, 2016 was Rs.499.80 Lakhs @ Rs. 1 per share. The Company not issued shares with differential voting rights nor granted stock options nor sweat equity.

DEPOSITS

During the year under review the Company has not accepted any deposit falling within the meaning of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENT

The Company has not given any loan or guarantees covered under the provisions of section 186 of the Companies Act, 2013.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The internal Audit functions reports to the Chairman of the Audit Committee and to Chairman and Managing Director of the Company.

The Internal Audit monitors and evaluates the efficiency and adequacy of Internal control systems in the company. It''s compliances with operating systems, accounting procedure and policies at all locations of the Company.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information required to be furnished under section 134 (3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 relating to Conservation of Energy, Technology absorption and Foreign Exchange earnings and outgo is annexed in “ Annexure A” herewith and forming part of this report.

INDUSTRIAL RELATIONS

During the year under review, your Company enjoyed cordial relationship with workers and employees at all level.

DIRECTORS

Mr. Atul Kumar Agarwal (DIN: 00022779) is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

MEETING OF BOARD OF DIRECTORS

A calendar of Meetings is prepared and circulated in advance to the Directors. During the year 08 (Eight) Board Meetings and 4 (Four) Audit Committee Meetings were convened and held. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

NBFC REGISTRATION

The company has been registered with Reserve Bank of India as Non Banking Finance Company vide Registration No. B-14.02146 Dated 21^st November, 2000. Your Company is categorized as a Non-deposit taking Non-Banking Financial Company. The Company has not accepted any deposit from the public during the year pursuant to the provisions of Section 73 of Companies Act, 2013.

COMPLIANCE WITH RBI GUIDELINES

Your Company has complied with all the regulations of Reserve Bank of India as on 31st March, 2016; applicable to it as Non-Deposit taking Non-Banking Finance Company.

Pursuant to Section 134 (5) of the Companies Act, 2013, your Directors report as under:

a) That in the preparation of the annual accounts, the applicable accounting standards have been followed.

b) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period.

c) That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

d) That the Directors have prepared the annual accounts on a going concern basis.

e) That the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively.

f) That the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

RELATED PARTIES TRANSACTIONS

There are no materially significant related party transactions made by the Company with the Promoters, Key Management Personnel or other designated persons which may have potential conflict with interest of the Company at large.

SUBSIDIARY COMPANIES. JOINT VENTURES & ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint Venture and Associate Company.

CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the Company.

COMPOSITION OF AUDIT COMMITTEE

The Audit Committee of the Company duly constituted by the following members:-

i) Mr. Malikhan Singh yadav^*

ii) Mr. Rabinder Gupta

iii) Mr. Himanshu Agarwal

* Chairman of the Audit Committee No sitting fees have been paid to any director during the year. The remuneration paid to all Key management Personnel was in accordance with remuneration policy adopted by the company.

COMPOSITION OF NOMINATION AND REMUNERATION COMMITTEE

The Nomination And Remuneration Committee of the Company duly constituted by the following members:-

i) Mr. Himanshu Agarwal*

ii) Mr. Rabinder Gupta

iii) Mr. Malikhan Singh yadav

*Chairman of the Nomination and Remuneration Committee No sitting fees have been paid to any director during the year. The remuneration paid to all Key management Personnel was in accordance with remuneration policy adopted by the company.

COMPOSITION OF STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee of the Company duly constituted by the following members:-

i) Mr. Malikhan Singh yadav*

ii) Mr. Rabinder Gupta

iii) Mr. Himanshu Agarwal

*Chairman of the Stakeholders Relationship Committee No sitting fees have been paid to any director during the year. The remuneration paid to all Key management Personnel was in accordance with remuneration policy adopted by the company.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent manner by adoption of highest standards of professionalism, honesty, integrity and ethical behavior the company has adopted a vigil mechanism policy

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate in securities by the Directors and designated employees of the Company. The Code requires preclearance for dealing in the Company''s shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

All Board Directors and the designated employees have confirmed compliance with the code.

AUDITORS REPORTS/ SECRETARIAL AUDIT REPORTS:

M/S D KHURANA & COMPANY.. CHARTERED ACCOUNTANTS (FRN 022696N), who have been the Statutory Auditors of the Company retire at the conclusion of this Annual General Meeting and M/S MOON AND COMPANY. CHARTERED ACCOUNTANT (FRN 0024693N) appointed for Financial year 2016-17 to 2020-21.

Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Company has appointed M/s B Shubhangi & Associates, Company Secretary Whole Time Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report is annexed herewith as “Annexure B”.

EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31^st March. 2016

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 as a part of this Annual Report as “ANNEXURE C”

BUSINESS RISK MANAGEMENT

The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective, the policy establishes a structured and disciplined approach to Risk Management, in order to guide decisions on risk related issues.

In today''s challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the growth plans of the Company are imperative. The common risks inter alia are: Regulations, competition, Business risk, Technology obsolescence, Investments, retention of talent and expansion of facilities.

Business risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk.

As a matter of policy, these risks are assessed and steps as appropriate are taken to mitigate the same. PARTICULARS OF EMPLOYEES

Information as per Section 134 of the Companies Act, 2013 read with Companies (Particulars of Employees) Rules, 1975 are given in the statement which from a part of this report. However as per the provisions of section 136 of the Companies Act, 2013, the report and accounts are being sent to all shareholders of the Company excluding the aforesaid information. Any shareholder interested in obtaining a copy of the particulars may write to the Company''s Registered Office.

LISTING WITH STOCK EXCHANGES

The Company confirms that it has paid the Annual Listing Fees for the year 2016-2017 to BSE where the Company''s Shares are listed.

ACKNOWLEDGEMENT

Your Directors place on record their sincere appreciation of the services rendered by the employees of the Company. They are grateful to shareholders, bankers, depositors, customers and vendors of the company for their continued valued support. The Directors look forward to a bright future with confidence

CAUTIONARY STATEMENT

The statements contained in the Board''s Report contain certain statements relating to the future and therefore are forward looking within the meaning of applicable securities, laws and regulations.

Various factors such as economic conditions, changes in government regulations, tax regime, other statues, market forces and other associated and incidental factors may however lead to variation in actual results.

For and on behalf of the Board

Abhinav Leasing and Finance Limited

Place: New Delhi Malikhan Singh Yadav

Dated: 01.09.2016 (DIN: 06732965)

(Chairman)

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Mar 31, 2015

The Members M/s Abhinav Leasing and Finance Limited

The Directors have pleasure in presenting the Annual Report of the Company together with the Audited Accounts for the financial year ended March 31,2015.

FINANCIAL RESULTS

2014-15 2013-14 (Amount in Rs.) (Amount in Rs.)

Sales / Income from operations 15220247 2570865

Profit before interest, Depreciation and Tax 806325 570269

Financial Charges 9652 25637

Depreciation 570078 397606

Provision for Income Tax / Deferred Tax 70018 57140

Profit / Loss after Tax 156577 89866

Balance brought forward from previous year 5,065,574 5,041,571

TOTAL 5222151 5131457

Appropriation:

CSR Expenditure 0 0

Dividend & Distribution Tax 0 0

Transferred to General Reserve 0 17,977

Balance Carried forward 0 0

Provision against Standard Assets 224,301 47906

TOTAL 4997850 5065574

DIVIDENDS

The management believes that the profits earned during the financial year must be retained and redeployed for the operations of the Company. As the Company needs further funds to enhance its business operations, upgrade the efficiency and to meet out the deficiencies in working capital, the Directors do not recommend any dividend on Equity Shares for the financial year 2014-15.

RESERVES

The Company has not transferred any sum to Reserve for the financial year ended on 31st March, 2015.

MAJOR IMPLICATIONS UNDER COMPANIES ACT, 2013

As required by the Companies Act, 2013, your Company has constituted following committees and their policies, namely:

- Nomination and Remuneration Committee & Policy

- Reconstitute Stakeholder Relationship Committee

- Insider Trading Policy.

Company is adopting new set of Articles of Association in line with new Company law and rules framed there under.

All other changes as required by the Act have been in place and we re-affirm our commitment to the highest level of Corporate Governance.

SHARE CAPITAL

The paid up Equity Share Capital as on 31st March, 2015 was Rs. 499.80 Lacs @ Rs 1 per share. The Company not issued shares with differential voting rights nor granted stock options nor sweat equity.

DEPOSITS

During the year under review the Company has not accepted any deposit falling within the meaning of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT

The Company has not given any loan or guarantees covered under the provisions of section 186 of the Companies Act, 2013. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The internal Audit functions report to the Chairman of the Audit Committee and to Chairman and Managing Director of the Company.

The Internal Audit monitors and evaluates the efficiency and adequacy of Internal control systems in the company. It's compliances with operating systems, accounting procedure and policies at all locations of the Company.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information required to be furnished under section 134 (3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 relating to Conservation of Energy, Technology absorption and Foreign Exchange earnings and outgo is annexed in "Annexure A" herewith and forming part of this report.

INDUSTRIAL RELATIONS

During the year under review, your Company enjoyed cordial relationship with workers and employees at all level. DIRECTORS

Mr. Rabinder Gupta (DIN 06568197) are liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

Ms. Mamta Agarwal (DIN 02425119) has been appointed as a Managing Director of the Company and her appointment will be for the term of Five years which is from the date of the Annual General Meeting.

Mr. Malikhan Singh Yadav (DIN 06732965) and Mr. Himanshu Agarwal (DIN 05192834) are being appointed as an Independent Director of the Company and all Independent Directors have given declarations that they meet the criteria of independence as laid down under section 149 (6) of the Companies Act, 2013 and clause 49 of the Listing Agreement. An Independent director shall hold office for a term up to five consecutive years on the Board of a Company, but shall be eligible for reappointment for next five years on passing of a special resolution by the Company and disclosure of such appointment in the Board's report.

MEETING OF BOARD OF DIRECTORS

A calendar of Meetings is prepared and circulated in advance to the Directors. During the year 10 (Ten) Board Meetings and 4 (Four) Audit Committee Meetings were convened and held. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (3c) of the Companies Act, 2013, your Directors report as under:

a) That in the preparation of the annual accounts, the applicable accounting standards have been followed.

b) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period.

c) That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

d) That the Directors have prepared the annual accounts on a going concern basis.

e) That the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively.

f) That the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

RELATED PARTIES TRANSACTIONS

There are no materially significant related party transactions made by the Company with the Promoters, Key Management Personnel or other designated persons which may have potential conflict with interest of the Company at large.

SUBSIDIARY COMPANIES, JOINT VENTURES & ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint Venture and Associate Company.

CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the Company.

COMPOSITION OF AUDIT COMMITTEE

The Audit Committee of the Company has been duly constituted having three members namely:-

i) Mr. Rabinder Gupta

ii) Mr. Malikhan Singh Yadav*

iii) Mr. Himanshu Agarwal

*Malikhan Singh Yadav is the Chairman of the Audit Committee.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

All Board Directors and the designated employees have confirmed compliance with the code.

AUDITORS REPORTS/ SECRETARIAL AUDIT REPORTS

M/S. D KHURANA & COMPANY., CHARTERED ACCOUNTANTS (FRN 022696N), who have been the Statutory Auditors of the Company retire at the conclusion of this Annual General Meeting and being eligible offer themselves for re- appointment.

Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Company has appointed M/s Naresh Gupta & Associates, Company Secretary in Whole Time Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report is annexed herewith as "Annexure B". The report is self-explanatory and do not call for any further comments.

There are no qualifications, reservations or adverse remarks or disclaimers made by Statutory Auditors & Secretarial Auditors in their reports.

EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2015

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 as a part of this Annual Report as "ANNEXURE C".

PARTICULARS OF EMPLOYEES

Information as per Section 134 of the Companies Act, 2013 read with Companies (Particulars of Employees) Rules, 1975 are given in the statement which from a part of this report. However as per the provisions of section 136 of the Companies Act, 2013, the report and accounts are being sent to all shareholders of the Company excluding the aforesaid information. Any shareholder interested in obtaining a copy of the particulars may write to the Company's Registered Office.

LISTING WITH STOCK EXCHANGES

The Company confirms that it has paid the Annual Listing Fees for the year 2015-2016 to MCX-SX where the Company's Shares are listed.

ACKNOWLEDGEMENT

Your Directors place on record their sincere appreciation of the services rendered by the employees of the Company. They are grateful to shareholders, bankers, depositors, customers and vendors of the company for their continued valued support. The Directors look forward to a bright future with confidence.

Date : 19th June, 2015 for and on behalf of the Board Place: Delhi Abhinav Leasing and Finance Limited

Sd/- Chairman

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Mar 31, 2014

Dear Members

The Directors have pleasure in presenting the Annual Report on the business, operations and financial performance of the company during the financial year ended 31st March 2014.

OPERATION

The year has ended with a Net Profit of Rs. 89886.18 as against Net Profit of Rs. 579038.11 of last year. The Company is exploring avenues for business opportunities and wish to enter in new area of activity. The Company is trying its best to keep its expenses in check in spite of inflationary trends and to revive the business of the Company. Baring unforeseen circumstances- we expect better performance in the current year.

DIVIDEND

No dividend is being recommended.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance. Your Director adhere to the stipulations set out in the Listing Agreement with the Stock Exchanges and have implemented all the prescribed requirements.

A separate report on Corporate Governance as stipulated, under Clause 49 of the Listing Agreement, with the Stock Exchanges and has implemented all the prescribed requirements.

A Certificate from the Auditors of the Company M/S Mahesh Jagmohan & Co. confirming compliance of conditions of Corporate Governance as stipulated in Clause 49 is annexed to this report.

Listing Status:

Your Company is listed on, Delhi Stock Exchange.

BOARD OF DIRECTORS

Shri Veer Singh, Director of the Company retires at the forthcoming Annual General Meeting and being offer himself for reappointment.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act, 1956, it is hereby confirmed:

1. That in the preparation of the accounts for the financial year ended 31st March, 2012 the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

2. That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for the year under review.

3. That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. That the Directors have prepared the accounts for the financial year ended 31st March, 2012 on a going concern basis.

AUDITORS

M/s MAHESH JAGMOHAN & CO. Chartered Accountants holds office of the Statutory Auditors of the Company until the conclusion of the ensuing Annual General Meeting being not eligible for re-appointment.

M/s D. KHURANA & COMPANY., Chartered Accountants (FRN 022696N), in place of M/s MAHESH JAGMOHAN & CO. Chartered Accountants, FRN-F13917N as Statutory Auditors of the Company, to hold the office form the conclusion of this Annual General Meeting till the Conclusion of next Annual General Meeting of the Company and to fix their remuneration.

THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988

In terms of the above rules, your directors are pleased to give the particulars as prescribed therein in the annexure, which form part of the Directors'' Report.

a. AUDIT COMMITTEE

As per the provisions of the Listing Agreement and pursuant to Section 292A of the Companies Act, 1956, the Audit Committee has been set up to review the internal audit reports and financial statements at periodic intervals.

b. INVESTORS/SHAREHOLDERS'' GRIEVANCE COMMITTEE

In pursuance of the provisions of the Listing Agreement, the company has also set up a Shareholders/ Investor''s Grievance Committee to ensure maximum security to the concern of the shareholders. The committee consists of a Non Executive Chairman and other two members of the names as follows:

PARTICULARS OF EMPLOYEES

As required by the provisions of section 217(2A) of the Companies Act, 1956 read with the Companies (particulars of employees) Rules, 1975, as amended, no employee was in receipt of remuneration exceeding the prescribed limit.

PUBLIC DEPOSITS

During the year, the company has not accepted any deposit from public within the meaning of section 58-A of the Companies Act, 1956 read with the companies (Acceptance of Deposits) rules, 1975.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO

Particulars with respect to conservation of energy, Technology absorption, Foreign Exchange Earnings & outgo as required under section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is given in the Annexure forming part of this report.

APPRECIATION

The Company places on record its deep appreciation of the devoted services of staff, the investors, the bankers, business associates & all other stakeholders for their continued support to the company from time to time.

By the Order of the Board For Abhinav Leasing & Finance Limited

Sd/- Sd/- Gurmeet Singh Atul Kumar Agarwal Dated : 05/08/2014 Director Director Place : New Delhi DIN: 00411255 DIN: 00022779

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Mar 31, 2013

Dear Members.

Your Directors have pleasure in presenting the Annual Report together with Audited Accounts tor the year ended 31st March. 2013.

1. Operation:

This year under review has shown 3Gross total income less than Iasi year's gross income due to unfavorable market conditions. However, your Company continued Us thrust on optimum utilization of funds by better fund management and there fore, has earned a Net Profit of Rs, 5, 62,662.11 after tax and depreciation a compared in previous year's Net Profit of Rs. 2,13,594,96 after deducting deferred tax.

Current year's net profit being higher than the previous year reflects astute planning of management, strong operating performance and Improved profitability,

2. Deposits:

Company has not accepted any deposit within in the meaning of Section 58-A of thu Companies Act, 1956 and the rules made there under.

3. Auditors;

M/5 Mahesh Jagmohan & Co., the retiring Auditors hold office until the conclusion of the ensuring Annual General Meeting and being eligible offer themselves for re-appointment. The Company has received a certificate in terms of provisions of section 221 (IB) from them confirming choir eligibility for the proposed re-appointment.

4, Auditor's Report:

I The Directors are of the view that the notes appended to the accounts* and referred to by the Auditors in their Report are self explanatory ami do not require any further explanation and there is no adverse comments.

5. Corporate Governance

Your company has consistently adopted high standards of Corporate Governance and is committed to and firmly believes in practicing good governance.

A note on Corporate Governance as also the certificate from Company's Auditors confirming compliance of Corporate Governance norms, together with Management Dzscussion and Analysis are included in the Annual Report,

5. Directors' Responsibility Statement:

Pursuant to Section 217 (2AA) of titc Companies (Amendment) Act, 2000 the Directors confirm:

i. That in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, it any.

ii. That the Directors have selected such accounting policies and applied then consistently and made judgments 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 32.03-2013 and of the profit or loss of the company lor The year ended 31 si March. 2013,

iii. That The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions uf the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. That the Directors have prepared the annual accounts on a going concern basis.

6. Directors:

Mr. Jagannath Singhal, retiring director, does noi seek re-appointment in the forthcoming Annual General Meeting. He was also the Chairman of the Board of Directors- Your | Directors wish to place on record their deep appreciation for the valuable contributions l made by Mr. Singhul during his association with the Company as Director.

Mr. Veer Singh, has signified his candidature for the office of Director. Brief particulars of the proposed Director are annexed to The Notice of the Annual General Meeting.

Resolutions sucking approval of the members for appointment of Mr. Veer Singh as Director of the company have been incorporated in the notice of the forthcoming Annual General Meeting.

6. Additionl information on performing to employee energy,technology absorption,foreign exchange etc. are either not ai^viohle or NdL

Acknpwledgement

The Board of Directors would lik e to thank the Company's clients. employees SI#n:k:>kk:rv Rankers and all other Associated with the company for their concered supper:

For and on behalf of the Board of Directors

Date : 25.6.2013. place : New Delhi

Gorment Singal (Chairman)

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Mar 31, 2012

Dear Members,

The Directors have pleasure in presenting the Annual Report together with Audited Accounts for the year ended 31st March, 2012.

1. Operations:

The period under review has been very difficult and turbulant period for the financial industries, particularly for the broking industries in India. The Sensex movement as compared to the previous year remained in red for most of the year. Mid cap and small cap shares suffered erozen in value by more than 30%. All these factors coupled with the international problem in Euro and U.S.A. resulted in total apathy of retail participants. However, the Board of Directors is of the opinion that India would be able to start the progress in its growth rate arid economic liberalisation shortly The Company earned a Net Profit of Rs. 213,594.96 during the period under review as compared to Net Profit of Rs. 964,624.35 during the previous year ended on 31st March, 2011.

2. Deposits:

The Company has not accepted any deposits within the meaning of Section 58-A of the Companies Act, 1956 and the rules made there under.

3. Auditors:

M/S Mahesh Jagmohan & Co., Chartered Accountants, the retiring Statutory Auditorshold office until the conclusion of the ensuring Annual General Meeting and being eligible offer themselves for re-appointment. The Company has received a certificate in terms of provisions of section 224 (IB) from them confirming their eligibility for the proposed re-appointment.

4. Auditor''s Report:

Directors of your Company have gone through the Auditors Report and there are no adverse comments.

5. Directors'' Responsibility Statement:

Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Directors confirm:

i. That in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

ii. That the Directors have selected such accounting policies and applied then consistently and made judgments 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 31.03.2012 and of the profit or loss of t he company for the year ended 31st March, 2012;

iii- That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. That the Directors have prepared the annual accounts on a going concern basis.

6. Additional information pertaining to employees, energy, technology absorption, foreign exchange etc. are either not applicable or NIL.

Acknowledgement

The Board of Directors take this opportunity to convey their deep sense of gratitude for valuable assistance and co-operation extended lo the company by all valued Customers, Bankers and various Department of Government and Local Authorities.

By Order of the Board of Directors For Abhinav Leasing & Finance Limited

Dated: 28.U5.2012 Place: New Delhi

Gurmeet Singh (CHAIRMAN)

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Mar 31, 2011

Dear Members,

Your Directors have pleasure in presenting their next Annual Report together with Audited Accounts for the year ended 31st March, 2011.

FINANCIAL RESULTS

2010-11 2009-10 (Rupees) (Rupees)

Profit before Tax 1133002.86 1412956,14

Taxation 168373.51 403509.00

Profit after Tax 964624.35 1009447.14

Balance b/f from previous year 3284313.71 2274866.57

Balance Transfer to Balance Sheet 4248938.06 3284313,71

Dividend

The company has posted low profitability during the year under review and the director expressed their inability to recommend any dividend for the year ending 31-03-201L

Operation of the Company

During the year under review the. Companies has Total Income Rs, 1133002.86 as against Previous Year Rs. 1412956,14. In the opinion of the board prices these are short term fluctnotation, „

Conservation of Energy, Technology Absorption

Your Company being a Finance Company, the disclosure of above information is not applicable.

Foreign Exchange Earnings & Outgo

There is no foreign exchange earnings and outgo during the year under review.

Corporate Governance

Report on the Corporate Governance as prescribed by the listing Agreement is annexed and forms part of annual Report, A Certificate of Auditors on Compliance of the provisions of Corporate Governance in the I as ting Agreement is also annexed.

Directors' Responsibility Statement

Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Directors confirm:

i. That in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures,, if any.

ii. That the Directors have selected such accounting policies and applied then consistently and made judgments 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 31.03.2011 and of the profit or loss of the company for the year ended 31st March, 2011;

ill. That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. That the Directors have prepared the annual accounts on a going concern basis.

Particulars of Employees

There is no employee falling under the Provisions of Section 217 (2A) of the Companies Act, 1956,

Audit Committee

The Audit Committee of the Company comprises of Mr. Mamraj Aggarwal, Mr. Jagannath Singhal, Mr. Gurmeet Singh and Mr. Ankur Jain.

Accounts and Audit

The Directors are of the view that the notes appended to the accounts and referred to by the Auditors in their Report are self explanatory and do riot require any further explanation.

Auditors

M/S Mahesh Jagmohan & Co. the Retiring Auditors hold office until the conclusion of the next Annual General Meeting and being eligible offer themselves for re-appointment. The company has received a certificate in terms of provisions of section 224(1B) from them confirming their eligibility for the proposed re-appointment.

RBI Guidelines for Non-Banking Financial Companies

The. Company being a registered Non-Banking finance Company has observed all the prudential norms prescribed by Reserve Bank of India,

Acknowledgement

The Board of Directors would like to thank the Company's clients, Hmplovees, Shareholders, Bankers and all other Associated with the Company for their continued support

By Order of the Board of Directors For Abhinav Leasing and Finance Limited

Date: 30-06-2011 (JAGANKaH SING HA L) Place: New Delhi CHAIRMAN