Notes to Accounts of Avonmore Capital & Management Services Ltd.

Mar 31, 2024

Term loan from HDFC Bank - for Hyundai Creta Car is taken on 24.08.2022 amounting Rs.17.07 lac- repayable in 60 equated monthly installment of Rs. 0.35 lac from Oct 2022 and hypothecated against vehicle purchased. The last installment is due on 05-09-2027. The interest rate is 7.30 % p.a.

Term loan from Axis Bank - for Toyota Hycross Car is taken on 21.12.2023 amounting Rs.31.00 lac- repayable in 60 equated monthly installment of Rs. 0.64 lac from Jan 2024 and hypothecated against vehicle purchased. The last installment is due on 05-12-2028. The interest rate is 8.70 % p.a.

Loan from others represets loan from “Vision Distribution Private Limited” which carries an interest rate of 11% p.a. and is repayable on demand.

Overdraft limit of Rs. 609.17 lac (previous year Rs. Nil lacs) is secured by way of pledged securities with Bajaj Finserv Limited , the rate of interest of which is 9.25% per annum.

Loan from related parties represets loan from “Annemone Holding Private Ltd. “ which carries an interest rate of 6.50% p.a. and is repayable on demand.

a). Terms and rights attached to equity shares Voting

Each holder of equity shares is entitled to one vote per share held.

Dividends

The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in ensuing Annual General Meeting except in the case where interim dividend is distributed. During the year ended March 31,2024, the company has recorded per share dividend of Rs. Nil (previous year Nil) to its equity holders.

Liquidation

In the event of liquidation of the Company, the holders of equity shares shall be entitled toreceive all of the remaining assets of the Company, after distribution of all preferential amounts, if any.

Such distribution amounts will be in proportion to the number of equity shares held by the shareholders.

Nature and purpose of other reseves:

a) Securities premium

Securities premium is used to record the premium on issue of shares. It can only be utilisied for limited purposes in accordance with the provisions of the Companies Act, 2013.

b) Special reserve

Special reserve is created as per the terms of section 45-IC(1) of the Reserve Bank of India Act, 1934 as a statutory reserve.

c) Capital reserve

This Capital Reserve was booked on account of sale of company''s name in the year of 2007

d) Capital Redemption Reserve

This Capital Redemption Reserve was booked on account of bought back 9,17,680 equity shares under buyback offer on 25th July 2022 (i.e. Settelment date) and the said shares have been extinguished on 28th July 2022.

e) Retained earnings

Retained earnings represents the surplus in profit and loss account and appropriations.

f) Other comprehensive income

Other comprehensive income consist of remeasurement gains/ losses on defined benefit plans carried through FVTOCI. comprises of:

35 Operating segments A Basis of segmentation

Segment information is presented in respect of the Company''s key operating segments. The operating segments are based on the Company''s management and internal reporting structure. The chief operating decision maker identifies primary segments based on the dominant source, nature of risks and returns and the internal organisation and management structure. The operating segments are the segments for which separate financial information is available and for which operating profit/loss amounts are evaluated regularly. All operating segments'' operating results are reviewed regularly by the Board of Directors to make decisions about resources to be allocated to the segments and assess their performance.

The Board of Directors examines the Company''s performance both from a product and geographic perspective and have identified the following reportable segments of its business:

The following summary describes the operations in each of the Company''s reportable segments:

B Information about reportable segments

Segment assets, segment liabilities and Segment profit and loss are measured in the same way as in the financial statements.

Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit (before tax), as included in the internal management reports that are reviewed by the Group''s Board of Directors. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing, if any, is determined on an arm''s length basis.

Geographic information

The Company operates from one geographical segment i.e. in India and accordingly there are no reportable geographical segments.

D Major customers

There are no major customers which contribute more than 10% of the Group''s total revenues in the current financial year.

B Financial Guarantee contracts ( FGCs ) as per Ind AS 109

The Company has given corporate guarantees of Rs.562.84 lac (Previous year Rs.736.34 lac) to the lenders of AGICL, subsidiary of the Company (Almondz Global Securities Limited (AGSL)).

As per Ind AS 109, Financial Guarantee contracts are realised at fair value. The fair value of the guarantee will be the present value of the difference between the net contractual cash flows required under the loan & the net contractual cash flows that would have been required without the guarantee.

The corporate guarantee issued by the company was merely to fulfil the requirements of loan. It would not have resulted in savings in the interest rates.

Therefore the fair value of guarantee which represents the difference in the PV of interest payment over the period is NIL.

As per Ind AS 109, FGCs should be initially recognised at fair value. Normally the transaction price is usually the fair value unless it is contrary to arm''s length price. In our case, it is not possible to reliably identify the market price for similar financial guarantee identical to those its parent has given to its subsidiary.

Alternatively fair value can also be determined by estimating using a probability adjusted discounted cash flow analysis. However in our case this method too would not be applicable as the management of ACMs (Parent co issuing corporate guarantee on behalf of its subsidiary) intend that there is no probability of default by its subsidiaries due to its strong order book & cash flows in the forseeable future. So making a small provisioning of loss would not have any material impact in the books of either parent or subsidiary companies.

However management intend to review the position on every balance sheet date over the period of guarantee & make suitable entries in the books of accounts if required, to comply with provisions of Ind as 109 on FGC. In lieu of the above explanations, no financial entry has been made either in the books of parent or subsidiary co either at the date of inception or on balance sheet date.

B Commitments

The Company does not have any commitments as at March 31,2024 and March 31,2023.

C Contingent assets

The Company does not have any contingent assets as at March 31,2024 and March 31,2023

38 Employee benefits

The Company contributes to the following post-employment defined benefit plans in India.

A. Defined contribution plans:

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards provident fund and EDLI, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the statement of profit and loss as they accrue.

B. Defined benefit plan:

Gratuity

The Company operates a post-employment defined benefit plan for Gratuity. This plan entitles an employee to receive half month''s salary for each year of completed service at the time of retirement/exit.

The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognize each period of service as giving rise to additional employee benefit entitlement and measures each unit separately to build up the final obligation.

The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at 30 September 2023. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

On an annual basis, an asset-liability matching study is done by the Company whereby the Company contributes the net increase in the actuarial liability to the plan manager in order to manage the liability risk.

D. Actuarial assumptions a) Economic assumptions

The principal assumptions are the discount rate and salary growth rate. The discount rate is based upon the market yields available on government bonds at the accounting date with a term that matches that of liabilities. Salary increase rate takes into account of inflation, seniority, promotion and other relevant factors on long term basis. Valuation assumptions are as follows which have been selected by the company.

The discount rate has been assumed at ‘March 31, 2024 :7.09% (31 March 2023: 7.29%) which is determined by reference to market yield at the balance sheet date on government securities. The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an

approximation of the sensitivity of the assumptions shown.

Senstivities due to mortality and withdrawals are not material and hence impact of change not calculated.

Senstivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement and life

expectancy are not applicable being a lump sum benefit on retirement.

Description of risk exposures:

Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such company is exposed to

various risks as follow -

A) Salary Increases- Actual salary increases will increase the Plan''s liability. Increase in salary increase rate assumption in future valuations will also increase the liability.

B) Investment Risk - If Plan is funded then assets liabilities mismatch & actual investment return on assets lower than the discount rate assumed at the last valuation date can impact the liability.

C) Discount Rate: Reduction in discount rate in subsequent valuations can increase the plan''s liability.

D) Mortality & disability - Actual deaths & disability cases proving lower or higher than assumed in the valuation can impact the liabilities.

E) Withdrawals - Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact Plan''s liability.

39 Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013 related to Corporate Social Responsibility provision is not applicable.

40 Leases

The Company is lessee under various operating leases for five properties in various places over India.

The lease terms of these premises for 3 years and accordingly are long-term leases. These lease agreements have varying terms and are usually renewable on mutually agreeable terms.

Disclosure in respect of such operating leases is as given below:

Level 1: It includes financial instruments measured using quoted prices.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. The fair value of financial assets and liabilities included in Level 3 is determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes of similar instruments.

The Company''s borrowings have been contracted at floating rates of interest. Accordingly, the carrying value of such borrowings (including interest accrued but not due) which approximates fair value.

The carrying amounts of trade receivables, trade payables, cash and cash equivalents and other financial assets and liabilities, approximates the fair values, due to their short-term nature. Fair value of non-current financial assets which includes bank deposits (due for maturity after twelve months from the reporting date) and security deposits is smiliar to the carrying value as there is no significant differences between carrying value and fair value.

The fair value for security deposits were calculated based on discounted cash flows using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counterparty credit risk.

Valuation processes

The Management performs the valuations of financial assets and liabilities required for financial reporting purposes on a periodic basis, including level 3 fair values.

b) Financial risk management

The Company has exposure to the following risks arising from financial instruments:

¦ Credit risk

¦ Liquidity risk

¦ Interest rate risk

Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors have authorised senior management to establish the processes and ensure control over risks through the mechanism of properly defined framework in line with the businesses of the company.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risks limits and controls, to monitor risks and adherence to limits.Risk management policies are reviewed regularly to reflect changes in market conditions and the Company''s activities.

The Company has policies covering specific areas, such as interest rate risk, credit risk, liquidity risk, and the use of derivative and non-derivative financial instruments. Compliance with policies and exposure limits is reviewed on a continuous basis.

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers.

b) Financial risk management (continued)

The Company''s credit risk is primarily to the amount due from customer and investments. The Company maintains a defined credit policy and monitors the exposures to these credit risks on an ongoing basis. Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with scheduled commercial banks with high credit ratings assigned by domestic credit rating agencies.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables. Trade receivables are unsecured and are derived from revenue earned from customers primarily located in India. The Company does monitor the economic enviorment in which it operates. The Company manages its Credit risk through credit approvals, establishing credit limits and continuosly monitoring credit worthiness of customers to which the Company grants credit terms in the normal course of business.

On adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain.The Company establishes an allowance for impairment that represents its expected credit losses in respect of trade receivable. The management uses a simplified approach (i.e. based on lifetime ECL) for the purpose of impairment loss allowance, the company estimates amounts based on the business environment in which the Company operates, and management considers that the trade receivables are in default (credit impaired) when counterparty fails to make payments for receivable more than 180 days past due and create provision under provisioning norms of RBI for NBFC.

Since, majority of Company''s receivables are from its related parties/ group companies & there have not been any instances of default/ non payment by said companies. Further, the receivables are from entities other than related parties have been regular and there are no defaults. Accordingly, the provision matrix couldn''t be applied to calculate a Default Risk Rate and the Company made a provision of 2% on its interest receivables on loan granted following the prudence approach of accounting

Trade receivables as at year end primarily relate to revenue generated from lending of loans and interest accrued thereon. Trade receivables are generally realised within the credit period.

This definition of default is determined by considering the business environment in which entity operates and othe macro-economic factors. Further, the Company does not anticipate any material credit risk of any of its other receivables.

The Company believes that the unimpaired amounts are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk.

(ii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are fallen due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

The Company believes that its liquidity position, including total cash (including bank deposits under lien and excluding interest accrued but not due) of Rs. 21.43 lac as at March 31,2024 (March 31, 2023: Rs.388.55 lac ) and the anticipated future internally generated funds from operations will enable it to meet its future known obligations in the ordinary course of business.

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due.The Company''s policy is to regularly monitor its liquidity requirements to ensure that it maintains sufficient reserves of cash and funding from group companies to meet its liquidity requirements in the short and long term.

The Company''s liquidity management process as monitored by management, includes the following:

- Day to day funding, managed by monitoring future cash flows to ensure that requirements can be met.

- Maintaining rolling forecasts of the Company''s liquidity position on the basis of expected cash flows.

(iii) Market risk

Market risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, the Company mainly has exposure to one type of market risk namely: interest rate risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk.

Exposure to interest rate risk

The Company''s interest rate risk arises majorly from the term loans from banks carrying floating rate of interest. These obligations exposes the Company to cash flow interest rate risk. Since the company has no variable rate instruments in the current year, the company is not exposed to interest rate risk.

43 Capital Management

The Company''s capital management objectives are:

- to ensure the Company''s ability to continue as a going concern

- to comply with externally imposed capital requirement and maintain strong credit ratings

- to provide an adequate return to its shareholders

For the purpose of the Company''s capital management, capital includes issued equity share capital and all other equity reserves attributable to the equity holders of the Company.

Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

To maintain or adjust the capital structure, the Company may return capital to shareholders, raise new debt or issue new shares.

The Company monitors capital on the basis of the debt to capital ratio, which is calculated as interest-bearing debts divided by total capital (equity attributable to owners of the parent plus interest-bearing debts).

45 The Company does not have any material transactions with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956 during the year ended 31 March 2024 and 31 March 2023.

46 The Company has not transferred any assets that are derecognised in their entirety where the Company continues to have continuing involvement.

47 There are no borrowing costs that have been capitalised during the year ended March 31,2024 and March 31,2023.

48 The Company does not have any financing activities which affect the capital and asset structure of the Company without the use of cash and cash equivalents.

49 There have been no events after the reporting date that require adjustments/disclosure in this financial statement.

50 NBFC-ND with asset size of less than Rs.500 crores are exempted from the requirement of maintaining CRAR and, hence these ratio are not applicable to the company

51 Previous year''s figures have been regrouped / reclassified as per the current year''s presentation for the purpose of comparability.

---

Mar 31, 2023

(i) The Company has not carried out any revaluation of property, plant and equipment for the period ended March 31,2023 and

March 31,2022.

(ii) Please refer note 36 for capital commitments.

(iii) There are no impairment losses recognised during the year.

(iv) There are no exchange differences adjusted in Property, Plant & Equipment.

Footnotes:

(i) There are no internally generated intangible assets.

(ii) The Company has not carried out any revaluation of intangible assets for year ended March 31,2023 and March 31,2022.

(iii) There are no other restriction on title of intangible assets.

(iv) There are no exchange differences adjusted in intangible assets.

(v) The company has not acquired intangible assets free of charge, or for nominal consideration, by way of a Government grant.

Term loan from HDFC Bank - for Creta Car is taken on 24.08.2022 amounting Rs.17.07 lac- repayable in 60 equated monthly installment of Rs. 0.35 lac from Oct 2022 and hypothecated against vehicle purchased. The last installment is due on 05-09-2027. The interest rate is 7.30 % p.a.

Loan from others represets loan from “Lakhi Gems Impex Pvt Ltd” which carries an interest rate of 9% p.a. and is repayable on demand.

Loan from related parties represets loan from “Annemone Holding Pvt Ltd. “ which carries an interest rate of 6.50% p.a. and is repayable on demand.

a). Terms and rights attached to equity shares Voting

Each holder of equity shares is entitled to one vote per share held.

Dividends

The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in ensuing Annual General Meeting except in the case where interim dividend is distributed.

During the year ended March 31, 2023, the company has recorded per share dividend of Rs. Nil (previous year Nil) to its equity holders.

Liquidation

In the event of liquidation of the Company, the holders of equity shares shall be entitled to receive all of the remaining assets of the Company, after distribution of all preferential amounts, if any.

Such distribution amounts will be in proportion to the number of equity shares held by the shareholders.

Nature and purpose of other reseves:a) . Securities premium

Securities premium is used to record the premium on issue of shares. It can only be utilisied for limited purposes in accordance with the provisions of the Companies Act, 2013.

b) . Special reserve

Special reserve is created as per the terms of section 45-IC(1) of the Reserve Bank of India Act, 1934 as a statutory reserve.

c) . Capital reserve

This Capital Reserve was booked on account of sale of company''s name in the year of 2007

d) . Capital Redemption Reserve

This Capital Redemption Reserve was booked on account of bought back 9,17,680 equity shares under buyback offer on 25th July 2022 (i.e. Settelment date) and the said shares have been extinguished on 28th July 2022.

e) . Retained earnings

Retained earnings represents the surplus in profit and loss account and appropriations.

f) . Other comprehensive income

Other comprehensive income consist of remeasurement gains/ losses on defined benefit plans carried through FVTOCI.

35 Operating segments A Basis of segmentation

Segment information is presented in respect of the Company''s key operating segments. The operating segments are based on the Company''s management and internal reporting structure. The chief operating decision maker identifies primary segments based on the dominant source, nature of risks and returns and the internal organisation and management structure. The operating segments are the segments for which separate financial information is available and for which operating profit/loss amounts are evaluated regularly. All operating segments'' operating results are reviewed regularly by the Board of Directors to make decisions about resources to be allocated to the segments and assess their performance.

The Board of Directors examines the Company''s performance both from a product and geographic perspective and have identified the following reportable segments of its business:

The following summary describes the operations in each of the Company''s reportable segments:

B Information about reportable segments

Segment assets, segment liabilities and Segment profit and loss are measured in the same way as in the financial statements.

Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit (before tax), as included in the internal management reports that are reviewed by the Group''s Board of Directors. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing, if any, is determined on an arm''s length basis.

Geographic information

The Company operates from one geographical segment i.e. in India and accordingly there are no reportable geographical segments. D Major customers

There are no major customers which contribute more than 10% of the Group''s total revenues in the current financial year.

36 Contingent liabilities, contingent assets and commitments A Contingent liabilities

	As at March 31, 2023	As at March 31, 2022
Corporate guarantee issued for Almondz Global-Infra Consultancy Limited to Bank od Baroda	480.01	486.26
	480.01	486.26

B Financial Guarantee contracts ( FGCs ) as per Ind AS 109

The Company has given corporate guarantees of Rs.480.01 lac (Previous year Rs.486.26 lac) to the lenders of AGICL, subsidiary of the Company (aGsL).

As per Ind As109, Financial Guarantee contracts are realised at fair value. The fair value of the guarantee will be the present value of the difference between the net contractual cash flows required under the loan & the net contractual cash flows that would have been required without the guarantee.

The corporate guarantee issued by the company was merely to fulfil the requirements of loan. It would not have resulted in savings in the interest rates.

Therefore the fair value of guarantee which represents the difference in the PV of interest payment over the period is NIL.

As per Ind AS 109, FGCs should be initially recognised at fair value. Normally the transaction price is usually the fair value unless it is contrary to arm''s length price.In our case,it is not possible to reliably identify the market price for similar financial guarantee identical to those its parent has given to its subsidiary.

Alternatively fair value can also be determined by estimating using a probability adjusted discounted cash flow analysis. However in our case this method too would not be applicable as the management of ACMS (Parent co issuing corporate guarantee on behalf of its subsidiary) intend that there is no probability of default by its subsidiaries due to its strong order book & cash flows in the forseeable future. So making a small provisioning of loss would not have any material impact in the books of either parent or subsidiary companies.

However management intend to review the position on every balance sheet date over the period of guarantee & make suitable entries in the books of accounts if required,to comply with provisions of Ind as 109 on FGC. In lieu of the above explanations,no financial entry has been made either in the books of parent or subsidiary co either at the date of inception or on balance sheet date.

B Commitments

The Company does not have any commitments as at March 31,2023 and March 31,2022.

C Contingent assets

The Company does not have any contingent assets as at March 31,2023 and March 31,2022

38 Employee benefits

The Company contributes to the following post-employment defined benefit plans in India.

A. Defined contribution plans:

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards provident fund and EDLI, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the statement of profit and loss as they accrue.

B. Defined benefit plan:

Gratuity

The Company operates a post-employment defined benefit plan for Gratuity. This plan entitles an employee to receive half month''s salary for each year of completed service at the time of retirement/exit.

The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognize each period of service as giving rise to additional employee benefit entitlement and measures each unit separately to build up the final obligation.

The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at 31 March 2023. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

D. Actuarial assumptions a) Economic assumptions

The principal assumptions are the discount rate and salary growth rate. The discount rate is based upon the market yields available on government bonds at the accounting date with a term that matches that of liabilities. Salary increase rate takes into account of inflation, seniority, promotion and other relevant factors on long term basis. Valuation assumptions are as follows which have been selected by the company.

The discount rate has been assumed at ‘March 31, 2023 :7.29% (31 March 2022: 7.12%) which is determined by reference to market yield at the balance sheet date on government securities. The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.

Senstivities due to mortality and withdrawals are not material and hence impact of change not calculated.

Senstivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement and life expectancy are not applicable being a lump sum benefit on retirement.

Description of risk exposures:

Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such company is exposed to various risks as follow -

A) Salary Increases- Actual salary increases will increase the Plan''s liability. Increase in salary increase rate assumption in future valuations will also increase the liability.

B) Investment Risk - If Plan is funded then assets liabilities mismatch & actual investment return on assets lower than the discount rate assumed at the last valuation date can impact the liability.

C) Discount Rate: Reduction in discount rate in subsequent valuations can increase the plan''s liability.

D) Mortality & disability - Actual deaths & disability cases proving lower or higher than assumed in the valuation can impact the liabilities.

E) Withdrawals - Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact Plan''s liability.

39 Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013 related to Corporate Social Responsibility provision is not applicable.

40 Leases

The Company is lessee under various operating leases for five properties in various places over India.

The lease terms of these premises for 3 years and accordingly are long-term leases. These lease agreements have varying terms and are usually renewable on mutually agreeable terms.

Disclosure in respect of such operating leases is as given below:

Terms and conditions of transactions with the related parties

i) . The terms and conditions of the transactions with key management personnel were no more favorable than those available, or which

might reasonably be expected to be available, on similar transactions to non-key management personnel related entities on an arm''s length basis.

ii) . All outstanding balances with these related parties are priced on an arm''s length basis and are to be settled in cash. None of the

balances are secured.

42 Fair value measurement and financial instruments

a). Financial instruments - by category and fair values hierarchy

The following table shows the carrying amounts and fair value of financial assets and financial liabilties, including their levels in the fair value hierarchy.

Level 1: It includes financial instruments measured using quoted prices.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. The fair value of financial assets and liabilities included in Level 3 is determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes of similar instruments.

The Company''s borrowings have been contracted at floating rates of interest. Accordingly, the carrying value of such borrowings (including interest accrued but not due) which approximates fair value.

The carrying amounts of trade receivables, trade payables, cash and cash equivalents and other financial assets and liabilities, approximates the fair values, due to their short-term nature. Fair value of non-current financial assets which includes bank deposits (due for maturity after twelve months from the reporting date) and security deposits is smiliar to the carrying value as there is no significant differences between carrying value and fair value.

The fair value for security deposits were calculated based on discounted cash flows using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counterparty credit risk.

Valuation processes

The Management performs the valuations of financial assets and liabilities required for financial reporting purposes on a periodic basis,

including level 3 fair values.

b). Financial risk management

The Company has exposure to the following risks arising from financial instruments:

¦ Credit risk

¦ Liquidity risk

¦ Interest rate risk

Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors have authorised senior management to establish the processes and ensure control over risks through the mechanism of properly defined framework in line with the businesses of the company.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risks limits and controls, to monitor risks and adherence to limits. Risk management policies are reviewed regularly to reflect changes in market conditions and the Company''s activities.

The Company has policies covering specific areas, such as interest rate risk, credit risk, liquidity risk, and the use of derivative and non-derivative financial instruments. Compliance with policies and exposure limits is reviewed on a continuous basis.

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers.

The Company''s credit risk is primarily to the amount due from customer and investments. The Company maintains a defined credit policy and monitors the exposures to these credit risks on an ongoing basis. Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with scheduled commercial banks with high credit ratings assigned by domestic credit rating agencies.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables. Trade receivables are unsecured and are derived from revenue earned from customers primarily located in India. The Company does monitor the economic enviorment in which it operates. The Company manages its Credit risk through credit approvals, establishing credit limits and continuosly monitoring credit worthiness of customers to which the Company grants credit terms in the normal course of business.

On adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company establishes an allowance for impairment that represents its expected credit losses in respect of trade receivable. The management uses a simplified approach (i.e. based on lifetime ECL) for the purpose of impairment loss allowance, the company estimates amounts based on the business environment in which the Company operates, and management considers that the trade receivables are in default (credit impaired) when counterparty fails to make payments for receivable more than 180 days past due and create provision under provisioning norms of RBI for NBFC.

Since, majority of Company''s receivables are from its related parties/ group companies & there have not been any instances of default/ non payment by said companies. Further, the receivables are from entities other than related parties have been regular and there are no defaults. Accordingly, the provision matrix couldn''t be applied to calculate a Default Risk Rate and the Company made a provision of 2% on its interest receivables on loan granted following the prudence approach of accounting

Trade receivables as at year end primarily relate to revenue generated from lending of loans and interest accrued thereon.

Trade receivables are generally realised within the credit period.

This definition of default is determined by considering the business environment in which entity operates and othe macro-economic factors. Further, the Company does not anticipate any material credit risk of any of its other receivables.

The Company believes that the unimpaired amounts are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk.

Movement in the allowance for impairment in respect of trade receivables:

(ii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are fallen due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

The Company believes that its liquidity position, including total cash (including bank deposits under lien and excluding interest accrued but not due) of Rs. 388.55 lac as at March 31,2023 (March 31,2022: Rs.41.54 lac ) and the anticipated future internally generated funds from operations will enable it to meet its future known obligations in the ordinary course of business.

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company''s policy is to regularly monitor its liquidity requirements to ensure that it maintains sufficient reserves of cash and funding from group companies to meet its liquidity requirements in the short and long term.

The Company''s liquidity management process as monitored by management, includes the following:

- Day to day funding, managed by monitoring future cash flows to ensure that requirements can be met.

- Maintaining rolling forecasts of the Company''s liquidity position on the basis of expected cash flows.

b). Financial risk management (continued)

(iii) Market risk

Market risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, the Company mainly has exposure to one type of market risk namely: interest rate risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk.

Exposure to interest rate risk

The Company''s interest rate risk arises majorly from the term loans from banks carrying floating rate of interest. These obligations exposes the Company to cash flow interest rate risk. Since the company has no variable rate instruments in the current year, the company is not exposed to interest rate risk.

43 Capital Management

The Company''s capital management objectives are:

- to ensure the Company''s ability to continue as a going concern

- to comply with externally imposed capital requirement and maintain strong credit ratings

- to provide an adequate return to its shareholders

For the purpose of the Company''s capital management, capital includes issued equity share capital and all other equity reserves attributable to the equity holders of the Company.

Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

To maintain or adjust the capital structure, the Company may return capital to shareholders, raise new debt or issue new shares.

The Company monitors capital on the basis of the debt to capital ratio, which is calculated as interest-bearing debts divided by total capital (equity attributable to owners of the parent plus interest-bearing debts).

45 The Company does not have any material transactions with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956 during the year ended 31 March 2023 and 31 March 2022.

46 The Company has not transferred any assets that are derecognised in their entirety where the Company continues to have continuing involvement.

47 There are no borrowing costs that have been capitalised during the year ended March 31,2023 and March 31,2022.

48 The Company does not have any financing activities which affect the capital and asset structure of the Company without the use of cash and cash equivalents.

49 There have been no events after the reporting date that require adjustments/disclosure in this financial statement.

50 NBFC-ND with asset size of less than Rs.500 crores are exempted from the requirement of maintaining CRAR and, hence these ratio are not applicable to the company

51 Previous year''s figures have been regrouped / reclassified as per the current year''s presentation for the purpose of comparability.

---

Mar 31, 2018

Rights, preferences and restrictions attached to equity shares

The Company has only one class of shares referred to as equity shares having a par value Rs. 10 each. Each member of the Company has voting rights on a poll, in proportion to his share in the paid-up equity share capital. On show of hands every member present in person and being holders of equity shares shall have one vote.

Each shareholder is entitled to receive interim dividend when it is declared by the Board of Directors. The final dividend proposed by the Board of Directors are paid when approved by the shareholders at Annual General Meeting.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion of the equity shares held by the shareholders.

*The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no amounts payable to Micro and Small Enterprises as at 31 March 2018.

1. Disclosures required under AS-15 - Employee Benefits

The company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation of leave encashment is recognized in the same manner as gratuity.

a) Primary Business Segments: The Company''s business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management.

b) Fees and Commission activities comprises of broking/ commission/ underwriting/ arranger fees mainly in the nature of services involving no or negligible financial risk.

c) Income from Investments activities comprises of dividend received , interest on Fixed Deposits, Profit on sale of Investment.

d) Debt & Equity market Operations include profit on trading activities.

e) Finance activities include Interest income on loan given.

f) The accounting policies of the segments are the same, to the extent possible, as those described in the summary of significant accounting policies as referred to in ‘Note 1'' to the accounts.

---

Mar 31, 2016

2.25 Related Party Disclosures

(A) Names of related parties & description of relationship:

(i) Subsidiaries (Entities with which control relationship exists)

a) Almondz Infosystem Private Limited (AIPL)

b) North Square Projects Private Limited (NSPPL) (upto 31 May 2014)

c) Express Infra Financial Consultancy Services Private Limited (EIFCSPL) (upto 17 Aug 2015)

d) Latitude 23 Communication Limited (Latitude)

e) Almondz Insurance Brokers Private Limited- (AIBPL)

f) Almondz Global Securities Limited (AGSL) (w.e.f. 1 April 2015)

g) Avonmore Developers Private Limited (ADPL)

h) Shivsathi Niketan Limited (SNL)

i) Apricot Infosoft Private Limited (APIPL)

j) Anemone Holdings Private Limited (AHPL)

k) Glow Apparels Private Limited (GAPL)

l) Red Solutions Private Limited (RSPL)

- Almondz Re-insurance Brokers Private Limited which was a subsidiary of Almondz Insurance Brokers Private Limited (AIBPL) has been merged with holding company AIBPL w.e.f. 22 December 2015

(ii) Associates :

a) Almondz Global Securities Limited (upto 31 March 2015)

b) Almondz Commodities Private Limited (ACPL) (upto 30 September 2015)

c) Yug Infrastructure Private Limited (YIPL)

d) Shivaz Spas & Hospitality Private Limited (SSHPL)

e) Almondz Finanz Limited (AFL) (Subsidiary of an Associate up to 31 March 2015)

f) Almondz Finanz Limited (AFL) (Subsidiary of Subsidiary w.e.f 1 April 2015)

(iii) Investing parties in respect of which company is as associate :

a) Innovative Money Matters Private Limited (IMMPL)

(iv) Key Managerial Personnel :

a) Mr. Ashok Kumar Gupta - Managing Director

b) Ms. Reema Sachdeva - Company Secretary (upto 30 September 2014)

c) Mr. Kunal Madaan - Company Secretary (upto 29 February 2016)

d) Mr. Sagar Gupta - Company Secretary (w.e.f 02 May 2016)

e) Ms. Shruti Aggarwal - Chief Financial Officer

---

Mar 31, 2015

(Amounts in Indian Rupees)

1. Contingent Liabilities

Particulars As at As at 31 March 2015 31 March 2014

Corporate Guarantee 27,50,00,000 25,50,00,000

(issued in favour of Almondz Global Securities Limited to Axis Bank Limited)

2. Gratuity and Leave benefit plans: (AS 15 Revised)

The company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation of leave encashment is recognized in the same manner as gratuity.

3. Segment Reporting

a) Primary Business Segments: The Company's business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management.

b) Fees and Commission activities comprises of broking /commission /underwriting /arranger fees mainly in the nature of services involving no or negligible financial risk.

c) Income from Investments and trading comprises of dividend received on shares, interest on Fixed Deposits, Profit on trading activities, Profit on sale of Investment & Interest on loan.

d) The accounting policies of the segments are the same, to the extent possible, as those described in the summary of significant accounting policies as referred to in Note '1' to the accounts.

4. Related Party Disclosures

Names of related parties & description of relationship:

(i) Subsidiaries

(Entities with which control relationship exists)

a) M/s Almondz Infosystem Private Limited

b) M/s North Square Projects Private Limited (till 31 May 2014)

c) M/s Express Infra financial Consultancy Services Private Limited

d) M/s Latitude 23 Communication Limited

e) M/s Almondz Insurance Brokers Private Limited

f) M/s Almondz Re-Insurance Brokers Private Limited

g) M/s Avonmore Developers Private Limited

h) M/s Shivsathi Niketan Limited

i) M/s Apricot Infosoft Private Limited

j) M/s Anemone Holdings Private Limited

k) M/s Glow Apparels Private Limited

(ii) Associates

a) M/s Almondz Global Securities Limited

b) M/s Almondz Finanz Limited

c) M/s Almondz Commodities Private Limited

d) M/s Innovative Money Matters Private Limited

e) M/s Shivaz Spas & Hospitality Private Limited

f) M/s Yug Infrastructure Private Limited

(iii) Key Managerial Personnel

a) Mr. Ashok Kumar Gupta - Managing Director

b) Mr. Kunal Madaan - Company Secretary (w.e.f. 5 December, 2014)

c) Ms. Shruti Aggarwal - CFO

d) Ms. Reema Sachdeva - Company Secretary (till 30 September, 2014)

Transactions during the year and balances outstanding as at the year-end in respect of transactions entered into during the year with the related parties.

5. The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no amounts payable to Micro and Small Enterprises as at 31 March 2015.

---

Mar 31, 2014

1 Contingent Liabilities

Particulars As at As at 31 March 2014 31 March 2013

Corporate Guarantee 255,000,000 255,000,000 (issued in favour of Almondz Global Securities Limited to Axis Bank Limited)

1.16 The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no amounts payable to Micro and Small Enterprises as at 31 March 2014.

---

Mar 31, 2013

1.1 Contingent Liabilities

Particulars As at As at 31 March 2013 31 March 2012

Corporate Guarantee 255,000,000 305,000,000

(issued in favour of Almondz Global Securities Limited to Axis Bank Limited)

1.2 Gratuity and Leave benefit plans: (AS 15 Revised)

The company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation of leave encashment is recognized in the same manner as gratuity.

The estimates of future salary increase considered in actuarial valuation after taking into account the inflation, seniority, promotion and other relevant factors such as demand in the employment market.

Actuarial Assumptions

* Withdrawal Rates: 1% Age related 10% Service Related

Liability in respect of leave encashment at the end of the current year amounts to Rs. 67,337/-

Previous year figures are indicated in brackets (—).

a) Primary Business Segments : The Company''s business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management.

b) Fees and Commission activities comprises of broking/commission/underwriting/arranger fees mainly in the nature of services involving no or negligible financial risk.

c) Income from Investments and trading comprises of dividend received on shares, interest on Fixed Deposits, Profit on trading activities, Profit on sale of Investment & Interest on loan.

d) The accounting policies of the segments are the same, to the extent possible, as those described in the summary of significant accounting policies as referred to in Note ''1'' to the accounts.

1.3 Related Party Disclosures

Names of related parties & description of relationship :

(i) Subsidiaries :

(Entities with which control relationship exists)

a) M/s. Almondz Infosystem Private Limited (w.e.f. 31st December 2012)

b) M/s. North Square Projects Private Limited (w.e.f. 6th August 2012)

c) M/s. Skiffle Healthcare Services Private Limited (Till 14th February 2013)

d) M/s Moon Orchid Housing Private Limited (Till 20th April 2012)

e) M/s Meadow Real Estate Private Limited (Till 7th April 2012)

ii) Associates:

a) M/s Almondz Global Securities Ltd.

b) M/s Almondz Insurance Brokers Pvt. Ltd.

c) M/s Almondz Finanz Limited

d) M/s Almondz Commodities Pvt. Ltd.

e) M/s Innovative Money Matters Pvt. Ltd.

f) M/s Shivaz Spas & Hospitality Pvt. Ltd.

iii) Key Managerial Personnel :

a) Mr. Ashok Kumar Gupta - Managing Director

(i) Previous year figures are indicated in brackets (—).

1.4 The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no amounts payable to Micro and Small Enterprises as at 31 March 2013.

---

Mar 31, 2012

1.1 Corporate Guarantee issued in favour of Axis Bank Limited for Rs. 30,50,00,000/- for various bank limits granted to Almondz Global Securities Limited.

1.2 Gratuity and Leave benefit plans: (AS 15 Revised)

The company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation of leave encashment is recognized in the same manner as gratuity.

a) Primary Business Segments: The Company's business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management.

b) Fees and Commission activities comprises of broking/ commission/ underwriting/ arranger fees mainly in the nature of services involving no or negligible financial risk.

c) Income from Investments and trading comprises of dividend received on shares, interest on Fixed Deposits, Profit on trading activities, Profit on sale of Investment & Interest on loan.

d) The accounting policies of the segments are the same, to the extent possible, as those described in the summary of significant accounting policies as referred to in Note '1' to the accounts

1.3 Related Party Disclosures

Names of related parties & description of relationship :

(i) Subsidiaries :

(Entities with which control relationship exists)

a) M/s Moon Orchid Housing Private Limited

b) M/s Meadow Real Estate Private Limited

ii) Associates:

a) M/s Almondz Global Securities Ltd.

b) M/s Almondz Insurance Brokers Pvt. Ltd.

c) M/s Almondz Finanz Limited

d) M/s Almondz Commodities Pvt. Ltd.

e) M/s Innovative Money Matters Pvt. Ltd.

f) M/s Shivaz Spas & Hospitality Pvt. Ltd.

iii) Key Managerial Personnel :

a) Mr. Ramesh Peer- Managing Director (Till 07th October 2011)

b) Mr. Ashok Kumar Gupta - Managing Director (From 31st December 2011)

1.4 The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no amounts payable to Micro and Small Enterprises as at 31 March 2012.

---

Mar 31, 2011

Background

Almondz Capital & Management Services Limited ("ACMS" or "the Company") is a company. The company was incorporated in the year 1991. The company is presently listed on the BSE and DSE. The company got registered as NBFC with RBI dated 07-10-2008. The company is in the business of non banking financial services.

1. Corporate Guarantee issued in favour of Axis Bank Limited for Rs. 30,50,00,000/- for various bank limits granted to Almondz Global Securities Limited.

2. Provision for Tax

b) Current Tax :

The provision for current tax has been arrived at after taking into account the brought forward depreciation losses to the extent available for set off, and the other exemptions, deductions and disallowances of certain expenditure under the Income Tax Act, as may be applicable, on the assumption that same would be available in the case of the company.

3. Gratuity and leave benefit plans : (AS 15 Revised)

The company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation of leave encashment is recognized in the same manner as gratuity.

4. Previous Year figures have been re-grouped / re-arranged wherever considered necessary to conform to current years figures.

8. Segment Reporting

Notes :

a) Primary Business Segments : The Company's business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management.

b) Fees and Commission activities comprises of broking / commission / underwriting / arranger fees mainly in the nature of services involving no or negligible financial risk.

c) Income from Investments and trading comprises of dividend received on shares, interest on Fixed Deposits, Profit on trading activities, Profit on sale of Investment & Interest on loan.

d) The accounting policies of the segments are the same, to the extent possible, as those described in the summary of significant accounting policies as referred to in Schedule ‘13' to the accounts.

5. Related Party Disclosures :

A) Names of related parties & description of relationship :

(i) Subsidiaries :

(Entities with which control relationship exists)

a) M/s Moon Orchid Housing Private Limited

b) M/s Meadow Real Estate Private Limited

(ii) Associates :

a) M/s Almondz Global Securities Ltd.

b) M/s Almondz Insurance Brokers Pvt. Ltd.

c) M/s Almondz Finanz Limited

d) M/s Almondz Commodities Pvt. Ltd.

e) M/s Innovative Money Matters Pvt. Ltd.

f ) M/s Shiivaz Spas & Hospitality Pvt. Ltd.

(iii) Key Managerial Personnel :

a) Mr. Ramesh Peer - Managing Director

6 . The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no amounts payable to Micro and Small Enterprises as at 31 March 2011.

---

Mar 31, 2010

Background

Almondz Capital & Management Services Limited ("ACMS" or "the Company") is a company, The company was incorporated in the year 1991. The company is presently listed on the BSE and DSE. The company got registered as NBFC with RBI dated 07-10-2008. The company is in the business of non banking financial services.

1. Corporate Guarantee issued in favour of Axis Bank Limited for Rs. 30,50,00,000/- for various bank limits granted to Almondz Global Securities Limited.

2. Hitherto the company was providing the depreciation on Written Down Value method. In order to bring the method of depreciation in line with the subsidiary company, the company changed the method of providing depreciation from Written Down Value (WDV) to Straight Line Method (SLM) effective inception. Consequently the accumulated depreciation has been re-computed and the excess amount of Rs. 3,78,749/- upto 31-03-2009 has been reversed to the credit of Profit & Loss account. Due to such change, the profit for the year, Reserve & Surplus and Net Block of Fixed Assets as at close of the financial year are more to that extent.

3. Provision for Tax

b) Current Tax :

The provision for current tax has been arrived at after taking into account the brought forward depreciation losses to the extent available for set off, and the other exemptions, deductions and disallowances of certain expenditure under the Income Tax Act, as may be applicable, on the assumption that same would be available in the case of the company.

4. Gratuity and leave benefit plans : (AS 15 Revised)

The company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation of leave encashment is recognized in the same manner as gratuity.

Notes :

a) Primary Business Segments : The Companys business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management.

b) Fees and Commission activities comprises of broking / commission / underwriting / arranger fees mainly in the nature of services involving no or negligible financial risk.

c) Income from Investments and trading comprises of dividend received on shares, interest on Fixed Deposits, Profit on trading activities, Profit on sale of Investment & Interest on loan.

d) The accounting policies of the segments are the same, to the extent possible, as those described in the summary of significant accounting policies as referred to in Schedule ‘13 to the accounts.

5. Related Party Disclosures :

A) Names of related parties & description of relationship :

(i) Subsidiaries :

(Entities with which control relationship exists)

a) M/s Almondz Global Securities Ltd.

b) M/s Moon Orchid Housing Private Limited

c) M/s Meadow Real Estate Private Limited

d) M/s Almondz Insurance Brokers Pvt. Ltd.

e) M/s Almondz Re-insurance Brokers Pvt. Ltd.

f ) M/s Almondz Finanz Limited

g) M/s Almondz Commodities Pvt. Ltd.

h) M/s Almondz Retail Equity Limited

(ii) Associates :

a) M/s Innovative Money Matters Pvt. Ltd.

b) M/s Shivaz Spas & Hospitality Pvt Ltd.

(iii) Key Managerial Personnel :

a) Mr. Ramesh Peer - Managing Director

6. The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no amounts payable to Micro and Small Enterprises as at 31 March 2010.