Directors Report of Golden Legand Leasing & Finance Ltd.

Mar 31, 2024

Your directors here by present the 40^th Annual Report on business and operations of the Company together
with the Audited statements of Accounts for the financial year ended on 31st March 2024.

FINANCIAL SUMMARY

Summary of the Company''s financial performance for F.Y. 2023-24 as compared to the previous financial year
is given below: Amount in Lakhs

Particulars	31.03.2024	31.03.2023
Total Income	6.46	30.84
Total Expenses	179.50	42.75
Profit/(Loss) before Tax	(147.82)	(11.91)
Tax Expense	-	-
Profit for the period	(147.82)	(11.91))
Earnings per share (Basic)	(0.99)	(0.08)

BRIEF DESCRIPTION OF THE COMPANY''S WORKING DURING THE YEAR/STATE OF THE COMPANY''S AFFAIR:

The Company is primarily engaged in business of payment gateway services. The service charge on payment
gateway transactions is the key income generator, likely linked to transaction volumes processed through the
platform the above-mentioned business was performed during the year under review.

DIVIDEND:

Considering the financial year position and profits, your Directors have not recommended any dividend for the
financial year under review.

TRANSFER TO RESERVES:

The Company has not transferred any amount to Reserves for the period under review.

SHARE CAPITAL:

The issued, subscribed and paid-up capital of the Company is Rs. 14,87,00,000/-divided into 1,48,70,000 equity
shares of RslO/- each. There has been no change in the share capital of the Company during the year.

SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES:

The Company does not have any subsidiary, associate companies & joint ventures.

FIXED DEPOSIT:

Your Company is a Non-deposit taking Non-banking Financial Company (''NBFC'') registered with RBI, as defined
under section 45-IA of the Reserve Bank of India (''RBI'') Act, 1934. Hence Company has not accepted any
deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of
Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

During the year the Company has provided loans, advances in the nature of loans, provided guarantee and
security to companies, firms, Limited Liability Partnerships or any other parties are as follows:

Particulars	Opening Balance (in Lakhs)	During the Year	Closing Balance
Aesthetic Decor	NIL	2.2	2.2
Aggarwal Impex	NIL	5	5
Bahar Traders	69.55	NIL	69.55
Global Payment	NIL	2.9	2.9
Manoj B Punamiya	102.5	NIL	102.5
Neha Kagreti	NIL	3.5	3.5
Niraj Variava	NIL	0.36	0.36
Rakesh Sharma	6.62	3.0	3.62
Sanskrut Jewel Resi	14.95	8.7	6.23

Sunil Kumar Singh	4.06	1.4	5.46
Synergy Cosmetics (Exim) Ltd.	1151.93	27	1124.93
TOTAL	1349.61	54.06	1326.25

RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were on arm''s length basis and
were in the ordinary course of the business. There are no materially significant related party transactions made
by the company with Promoters, Key Managerial Personnel or other designated persons which may have
potential conflict with interest of the company at large.

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

No material changes and commitments affecting the financial position of the company have occurred between
the end of financial year to which the financial statements relate and the date of the Directors'' Report.

SIGNIFICANT ORDERS PASSED BY THE REGULATORS, COURTS OR TRIBUNALS IMPACTING GOING CONCERN
AND COMPANY''S OPERATIONS:

To the best of our knowledge, the company has not received any such orders passed by the regulators, courts
or tribunals during the year, which may impact the going concern status or company''s operations in future.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

As on March 31, 2024, the Board of the Company comprises (5) Directors viz., two (2) executive directors,
three (3) nonexecutive independent directors including (2) women directors.

APPOINTMENT OF EXECUTIVE DIRECTOR:

MR. Jaspal Singh sidhu (DIN: 01794747) was appointed on 05.12.2024 as an Additional Director of the Company
and are hereby appointed as an Executive Director of the Company to hold office for five consecutive years for
a term up to 04.12.2029

RETIREMENT BY ROTATION:

In accordance with the applicable provisions of Section 152 of the Act, Mr. LALIT SINGH (DIN: 07282811) an
executive director of the Company, being longest in office since their last appointment, retires by rotation at
the forthcoming AGM of the Company. Being eligible, Mr. Singh offered themselves for re-appointment as a
director. A resolution seeking their re-appointment along with the brief particulars as required under the
Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India and
Regulation 36 of the SEBI Listing Regulations forms part of the Notice convening the 40th AGM of the Company.
None of the Directors is disqualified from being appointed as ''Director'', pursuant to Section 164 of the Act or
under any other applicable laws.

DECLARATION BY INDEPENDENT DIRECTORS:

The independent directors of the Company, pursuant to the provisions of Section 149 of the Act and SEBI Listing
Regulations, have submitted their declaration confirming that each of them meets the criteria of independence
as prescribed under the Act read with rules made thereunder and the SEBI Listing Regulations and that they
continue to comply with the Code of Conduct laid down under Schedule IV to the Act. They have also confirmed
that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that
could impair or impact their ability to discharge their duties independently. Further, in terms of Section 150 of
the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the
independent directors of the Company have confirmed that they have registered themselves with the databank
maintained by the Indian Institute of Corporate Affairs.

Accordingly, based on the said declarations and after reviewing and verifying its veracity, the Board is of the
opinion that the independent directors are persons of integrity, possess relevant expertise, experience,
proficiency, fulfil the conditions of independence specified in the Act and SEBI Listing Regulations and are
independent of the management of the Company.

There has been no change in the circumstances affecting their status as independent directors of the
Company. During the financial year 2023-24, the independent directors had no pecuniary relationships or
transactions with the Company, except as disclosed in the Corporate Governance Report which forms part of/
this Report.

The Company has adopted the Code of Conduct for its directors and senior management personnel (the "Code
of Conduct") in accordance with applicable provisions of the Act and the SEBI Listing Regulations. On an annual
basis, all the Board Members and senior management personnel have affirmed compliance with the Code of
Conduct.

NUMBER OF MEETINGS OF THE BOARD:

During the year under review, Six (6) meetings of the Board were held. The maximum interval between any
two meetings did not exceed 120 days, as prescribed under the Act and the SEBI Listing Regulations. Detailed
update on the Board, its composition, governance of committees, number of meetings held during the financial
year 2023-24 and attendance of the Directors thereat, is provided in the Corporate Governance Report, which
forms part of this Report.

COMMITTEES OF THE BOARD:

The Board of Directors has the following Committees:-

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders'' Relationship Committee

The details of the Committees along with their composition, number of meetings and attendance at the
meetings are provided in the Corporate Governance Report.

BOARD EVALUATION:

Pursuant to the provisions of the Schedule IV, clause VIII of the Companies Act, 2013 the Board has carried out
an evaluation of its own performance, the directors individually as well as the evaluation of the working of its
Audit, Appointment & Remuneration Committees. The performance evaluations of Independent Directors
were also carried out and the same was noted. Independent Directors in their meeting decided to bring more
transparency in their performance and bring more responsibility while taking any policy decisions for the
benefit of the shareholders in general.

REMUNERATION OF THE DIRECTORS/ KEY MANAGERIAL PERSONNEL (KMP)/ EMPLOYEES:

No Directors/ Key Managerial Personnel are drawing any remuneration. Hence, the information required
pursuant to Section 197 read with Rule 5 (1) (i) of The Companies (Appointment and Remuneration) Rules,
2014 in respect of ratio of remuneration of each director to the median remuneration of the employees of the
Company for the Financial year is not given.

COST AUDITOR AND COST AUDIT REPORT:

Cost Audit is not applicable to your Company.

INTERNAL CONTROL SYSTEMS:

We have well-documented policies and procedures, which cover all financial and operational functions,
thereby ensuring an adequate system of internal controls in place. These aid in providing a reasonable
assurance regarding maintenance of proper accounting controls to ensure that financial reporting is reliable,
operations are monitored, assets are protected from unauthorized use or losses and regulations are well
complied with. As always, our processes and controls are in alignment with the best global practices.

AUDITORS AND AUDITORS'' REPORT:

M/s. Sunil Vankawala & Associates (Finn Registration No.: II06I6W), were appointed as the Statutory
Auditors to fill the casual vacancy in the office of Company’s Statutory Auditor caused due to resignation of the
existing Statutory Auditors, M/s. Goenka Mehta & Associates, Chartered Accountants (Firm Registration No.
I29445W) and they shall hold the till the conclusion of this Annual General Meeting to be held in the year 2024;

The observations made by the Auditors’ in their Auditors’ Report and the Notes on Accounts referred to in the
Auditors’ Report are self-explanatory and do not call for any further comments.

SECRETARIAL AUDIT AND SECRETARIAL AUDITORS'' REPORT:

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. H. Maheshwari &\

Associates Company Secretaries in practice to undertake the Secretarial Audit of the Company. The Secretarial
Audit report in the prescribed Form is annexed herewith.

QUALIFICATION IN SECRETARIAL AUDIT REPORT AND EXPLANATIONS BY THE BOARD:

Sr. No.	Qualifications made by Secretarial Auditor	Explanations by the Board
a)	Acknowledgement for sending the notices of the Meeting of the Board and Committees are not maintained by the company.	The notice and agenda for the Board and committee meeting are sent by the email or hand delivery. The company will ensure to maintain to the acknowledgements for sending the notice of the meeting of the board and the committee.
b)	Updating of website with regard to various policies is pending	The company will take necessary steps to update website with regard to various policies which are pending.
c)	The company has not complied with certain regulation of SEBI (LODR) Regulations, 2015 as regards publication of Notice of Board Meeting, Notice of AGM, quarterly results.	The company will take necessary steps to comply with the same.
d)	The company has not maintained the attendance register for Board and committee meeting	The company will take necessary steps to maintain the attendance register for board and committee meetings.
e)	Statutory Registrar as per companies Act 2013 is yet to be updated.	The company will take necessary steps to update Statutory Register as per companies Act 2013.
f)	Certain event based E Forms have not been filed by the company in time which were required to be filed with ROC during the audit period.	The company will ensure to file all relevant documents in time with ROC and other authorities as when required.

INTERNAL AUDITOR:

Pursuant to Section 149, M/s N H VARIAVA & Co. Chartered Accountants (Registration N0.153265W)
represented by Mr. Niraj Variava (Membership No. 146176) as an Internal Auditor of the Company for the
Financial Year 2023-24.

EXTRACT OF ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act 2013, the Annual Return as on
31st March 2024 is available on the website of the Company at www.ellfl.com.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes
discussion on matters as required forming part of this report is annexed herewith.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Corporate Governance. Report on Corporate
Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The Company has not developed and implemented any Corporate Social Responsibility initiative under the
provisions of Section 135 of the Companies Act, 2013, read with Rule 9 of Companies (Corporate Social
Responsibility Policy) Rules, 2014, as the said provisions are not applicable.

PARTICULARS OF EMPLOYEES:

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is not required to be given as there
were no employees coming within the purview of this section.

TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The details of conservation of energy, technology absorption etc. as required to be given under Section
134(3)(m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts) Rules, 2014, are not
applicable to Company, as our Company has not carried out in the manufacturing activities. /

The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil. \

DIRECTORS'' RESPONSIBILITY STATEMENT:

The Directors'' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the
Companies Act, 2013, shall state that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed
along with proper explanation by way of notes to accounts relating to material departures;

b) 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 or loss of the Company
for that period;

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of
the company and for preventing and detecting fraud and other irregularities;

e) Directors have prepared the accounts on a "going concern basis".

f) 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.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013: The Company has zero tolerance for sexual harassment at workplace and has
adopted a policy against sexual harassment in line with the provisions of Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company
has not received any sexual harassment related complaints during the year 2023-24.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company encourages an open and transparent system of working and dealing amongst its stakeholders
and accordingly, has framed a robust vigil mechanism in the form of Whistle Blower policy. This policy enables
its directors and employees of the Company or any other person who avails the mechanism framed under this
policy to report concerns about unethical or improper practices or alleged wrongful conduct, actual or
suspected fraud etc., without any fear of discrimination or victimization of any kind. This policy protects such
directors and employees from unfair or prejudicial treatment by anyone within the Company. It also provides
direct access to the chairman of the Audit committee. Details of vigil mechanism/whistle blower policy are
included in the Corporate Governance Report, forming part of this Report. The policy is available on the website
of the Company at www.gllfl.com

In order to enhance the knowledge amongst the employees about the Whistle Blower policy, an awareness
programme was undertaken by the Company and an annual affirmation in this regard was obtained from the
employees.

During the financial year 2023-24, no complaints under this mechanism have been reported.

DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER DISCLOSURES AS PER RULE
5 OF COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:

Pursuant to Section 197(12) of the Companies Act, 2013 and Rule 5 of Companies (Appointment &
Remuneration) Rules, 2014, every Listed Company mandates to disclose in the Board''s Report the ratio of
the remuneration of each director to the permanent employee''s remuneration. However, since there is no
permanent employee in the Company, no disclosure under the said provision has been furnished.

BUSINESS RISK MANAGEMENT:

Since the Company does not have any significant business activities, hence the Business Risk is at the Minimal
Level. Hence, no major risk factors are envisaged except for:

a. Government Policies

b. Human Resource Risk

OTHER DISCLOSURES:

The Company has not issued equity shares with differential rights as to dividend, voting or otherwise.

The Company has not issued any sweat equity shares during the year.

No proceedings are made or pending under the Insolvency and Bankruptcy Code, 2016 and there is no instance
of onetime settlement with any Bank or Financial Institution.

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation received
from the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also
wish to take on record their deep sense of appreciation for the committed services of the employees at all
levels, which has made our Company successful in the business.

For and on Behalf of the Board
For, GOLDEN LEGAND LEASING AND FINANCE LIMITED

PLACE: MUMBAI
DATE: 05.12.2024

DIVYA SINGH KUSHWAHA
Managing Director & Chairman
DIN:07286908

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Mar 31, 2014

Dear Members,

The Directors here by present the 30th Annual Report on business and operations of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2014.

OPERATIONS REVIEW:

During the year under review due to sluggish market condition and financial crisis company faces huge set back. So company not in position to generate any revenue from the operation but due to some fixed cost company posted Net Loss of Rs. 158695/-.

The management has taken measures as part of its continuous improvements to strengthen operations and viability.

DIVIDEND:

The Directors have not declared any dividend during the year under review due to loss incurred.

FIXED DEPOSIT:

The Company has not accepted any deposit from the public pursuant to the provisions of Section 58A of the Companies Act, 1956.

CHANGE IN BOARD OF DIRECTORS:

MR. ULLASHKUMAR PARIKH, Director of the Company is retires by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

MR. ANAND TRIVEDI and MR. AMISHKUMAR DANTARA who was appointed directors of the Company whose period of office will be liable to retire by rotation and be and is hereby appointed as an Independent Director of the Company to hold office for five consecutive years for a term up to 31st March, 2019.

CHANGES IN CAPITAL STRUCTURE:

* Issued and Paid-uo Share Capital

The Company in its Board Meeting held on 06.01.2014 converted and allotted 9870000 convertibles fully paid warrant in to equal number of equity shares of Rs.10/- each per share on preferential basis to other then promoters. Accordingly, after said allotment, the issued and paid-up share Capital of the Company stood at Rs.14,87,00,000 comprising of 1,48,70,000 equity share of Rs.10/-(Rupees Ten Only) each.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Clause 49 of the listing agreement forming part of this report is annexed herewith. The Audit Committee of the Company has regularly reviewed internal Control System of the company.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Clause 49 of the Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, Report on Corporate Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

AUDITORS AND AUDITORS'' REPORT:

M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The observations made by the Auditors'' in their Auditors'' Report and the Notes on Accounts referred to in the Auditors'' Report are self- explanatory and do not call for any further comments.

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

The details of conservation of energy, technology absorption etc. as required to be given under Section 217(1)(e) of the Companies Act 1956, are not applicable to our Company, as our Company has not engage in manufacturing activities.

The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil.

PARTICULARS OF EMPLOYEES:

The statement showing particulars of employees under section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of Employees) Rules, 1975, as amended, is not required to be given as there were no employees coming within the purview of this section.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, the Directors of your Company confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) 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 or loss of the Company for that period;

iii) 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) Directors have prepared the accounts on a "going concern basis".

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

For and on Behalf of the Board For, GOLDEN LEGAND LEASING AND FINANCE LIMITED

PLACE: MUMBAI DATE: 26.08.2014 (ULLASHKUMAR PARIKH) CHAIRMAN

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Mar 31, 2013

The Directors here by present the 29th Annual Report on business and operations of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2013.

OPERATIONS REVIEW:

During the year under review due to sluggish market condition and financial crisis company faces huge set back. So company not in position to generate any revenue from the operation but due to some fixed cost company posted Net Loss of Rs. 358216.

The management has taken measures as part of its continuous improvements to strengthen operations and viability.

DIVIDEND:

Your Directors have not declared any dividend during the year under review due to loss incurred.

FIXED DEPOSIT:

The Company has not accepted any deposit from the public pursuant to the provisions of Section 58A of the Companies Act, 1956.

CHANGE IN BOARD OF DIRECTORS:

MR ANAND RAMANLAL TRIVEDI, Director of the Company is retires by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

MR. AMISHKUMAR DANTARA who was appointed as an additional directors of the Company by the Board of Directors with effect from 10.05.2013 be and are hereby appointed as a Director of the Company whose period of office will be liable to retire by rotation.

MR. HITESHBHAI PATEL was resigned as a Director of the Company with effect from 10.05.2013.

CHANGES IN CAPITAL STRUCTURE:

Authorized Share Capital

During the year under review, Company in Extra Ordinary General Meeting (EOGM) held on 5th January, 2013 has increased the Authorized Share Capital of the Company from Rs. 5 Crore to Rs. 15 Crore. Thus, at present the Authorized Share Capital of the Company is Rs. 15,00,00,000 (Rupees Fifteen Crores Only) divided in to 1,50,00,000 (One Crore Fifty Lakhs) shares of Rs. 10/-(Rupees Ten) each.

ISSUE OF CONVERTIBLE WARRANTS ON PREFERENTIAL BASIS:

During the year under review, Company in Extra Ordinary General Meeting (EOGM) held on 5th January, 2013 to issue, offer and allot 10000000 (One Crore) Warrants on preferential basis convertible into 10000000 (One Crore) Equity Share of the face value of Rs. 10/- (Rupees Ten Only) each for an aggregate amount upto Rs. 10,00,00,000/- (Rupees Ten Crore only) at a price of Rs. 10/- (Rupees Ten Only) each per Warrant to Non promoters as may be permitted under the applicable Rules and Regulations, in one or more tranches, and upon such terms and conditions as may be deemed appropriate by the Board.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Clause 49 of the listing agreement forming part of this report is annexed herewith. The Audit Committee of the Company has regularly reviewed internal Control System of the company.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Clause 49 of the Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, Report on Corporate Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

AUDITORS AND AUDITORS'' REPORT:

M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The observations made by the Auditors'' in their Auditors'' Report and the Notes on Accounts referred to in the Auditors'' Report are self? explanatory and do not call for any further comments.

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

The details of conservation of energy, technology absorption etc. as required to be given under Section 217(1)(e) of the Companies Act 1956, are not applicable to our Company, as our Company has not engage in manufacturing activities. The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil.

PARTICULARS OF EMPLOYEES:

The statement showing particulars of employees under section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of Employees) Rules, 1975, as amended, is not required to be given as there were no employees coming within the purview of this section.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, the Directors of your Company confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) 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 or loss of the Company for that period;

iii) 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) Directors have prepared the accounts on a "going concern basis".

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co?operation received from the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

For and on Behalf of the Board

For, GOLDEN LEGAND LEASING AND FINANCE LIMITED

PLACE: MUMBAI

DATE: 30.08.2013 Sd/-

(ULLASHKUMAR PARIKH)

CHAIRMAN

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Mar 31, 2012

Dear Shareholders,

The Directors here by present the 28th Annual Report on business and operations of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2012.

OPERATIONS REVIEW:

During the year under review due to sluggish market condition and financial crisis company faces huge set back. So company not in position to generate any revenue from the operation but due to some fixed cost company posted Net Loss of Rs. 158009.

The management has taken measures as part of its continuous improvements to strengthen operations and viability.

DIVIDEND:

Your Directors have not declared any dividend during the year under review due to loss incurred.

FIXED DEPOSIT:

The Company has not accepted any deposit from the public pursuant to the provisions of Section 58A of the Companies Act, 1956.

CHANGE IN BOARD OF DIRECTORS:

MR ULLASHKUMAR JAYANTILAl PARIKH, Director of the Company is retires by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

MR. ANAND TRIVEDI and MR. HITESHBHAI PATEL who were appointed as an additional directors of the Company by the Board of Directors with effect from 01.08.2011 be and are hereby appointed as a Director of the Company whose period of office will be liable to retire by rotation.

MR. GOPAL RAMKISHORE SHARMA and MR. KRISHNA NARYAN BHAGWAT PRASAD TIWARI were resigned as a Director of the Company with effect from 01.08.2011.

CHANGES IN CAPITAL STRUCTURE:

- Authorized Share Capital

During the year under review, Company in Extra Ordinary General Meeting held on 5th July, 2012 has increased the Authorized Share Capital of the Company from Rs. 3 Crore to Rs. 5 Crore. Thus, at present the Authorized Share Capital of the Company is Rs. 5,00,00,000/- (Rupees Five Crore Only) divided into 50,00,000 (Fifty Lacs) equity share of Rs.l0/-(Rupees Ten Only) each.

- Issued and Paid-up Share Capital

During the year under review, the Company has issued Bonus shares in the Proportion of 1 Bonus shares for every 1 Equity Share held by the Company on 18.07.2012 (Record Date) and increased the Paid-up Capital of the Company by issuing 25,00,000 new Equity shares. After said allotments, the issued and paid-up share Capital of the Company stood at Rs.5,00,00,000/- (Rupees Five Crore Only), comprising of 50,00,000 (Fifty Lacs) equity share of Rs,10/-(Rupees Ten Only) each.

SECRETARIAL COMPLIANCE CERTIFICATE:

In accordance with the Section 383A of the Companies Act, 1956 and Companies (Appointment and Qualifications of Secretary) Amendment Rules, 2009, the Company has obtained a certificate from a secretary in whole-time practice confirming that the Company has complied with the provisions of the Companies Act, 1956 and a copy of such certificate is annexed to this report.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Clause 49 of the listing agreement forming part of this report is annexed herewith. The Audit Committee of the Company has regularly reviewed internal Control System of the company.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Clause 49 of the Listing Agreement on Corporate Governance. Pursuant to Ciause 49 of the Listing Agreement with the Stock Exchanges, Report on Corporate Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

AUDITORS AND AUDITORS'' REPORT:

M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The observations made by the Auditors'' in their Auditors'' Report and the Notes on Accounts referred to in the Auditors'' Report are self- explanatory and do not call for any further comments.

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

The details of conservation of energy, technology absorption etc. as required to be given under Section 217(l)(e) of the Companies Act 1956, are not applicable to our Company, as our Company has not engage in manufacturing activities.

The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil.

PARTICULARS OF EMPLOYEES:

The statement showing particulars of employees under section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of Employees) Rules, 1975, as amended, is not required to be given as there were no employees coming within the purview of this section.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, the Directors of your Company confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) 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 or loss of the Company for that period;

iii) 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) Directors have prepared the accounts on a "going concern basis".

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

For and on Behalf of the Board

For, GOLDEN LEGAND LEASING AND FINANCE LIMITED

PLACE: MUMBAI

DATE: 03.08.2012 (ULLASHKUMAR PARIKH)

CHAIRMAN

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Mar 31, 2010

The directors have pleasure in presenting the Annual Report together with the Audited Annual Accounts for the year ended on 31st March 2010.

(Rs In Lacs)

Financial Results 2009-2010 2008-2009

Total Income 0.00 1.00

Profit/ (Loss) Before Depreciation & Tax (0.65) 0.03

Less : Depreciation 0.00 0.00

Net Profit/(Loss) Before Tax (0.65) 0.03

Less :Provision For Taxation 0.00 0.01

Net Profit/(Loss) After Tax (0.65) 0.02

(1) Operations

Your directors inform that the company has incurred Loss of Rs 64,757 during the year. The company is confident to achieve higher sales in the coming years. Your Directors do not recommend dividend for the year to strengthen the position of the company.

(2) Directors

In accordance with the Companies Act, 1956 and Article of Association of the Company, Mr. Gopal Sharma and Mr. Krishna Tiwari, directors of the Company, retire by rotation at the forthcoming Annual General Meeting and are eligible for reappointment.

(3) Auditors

M/s. J & K Agrawal & Co. Chartered Accountants, Mumbai, Auditors of the Company retires at the ensuing Annual General Meeting and show their unwillingness to continue office. The Board of Director has recommended that M/s Arvind A.Thakkar & Co. Chartered Accountants, Ahmedabad to be appointed as Auditors of the Company and hold office from this Annual General Meeting to Next Annual General Meeting.

The Statutory Auditors of the Company have submitted auditors report on the accounts of the Company for the accounting year ended 31st March, 2010 which is self-explanatory and needs no comments.

(4) Fixed Deposits

The Company has not accepted any Public Deposits within the meaning of the provisions of Section 58A of the Companies Act, 1956.

(5) Employees:

There were no employees coming within the ambit of section 217(2A) of the Companies Act, 1956.

(6) Conservation of Energy, Technology Absorption and Foreign Exchange earnings and outgoings:

Since the company is not engaged in any manufacturing activities, furnishing of details of conservation of energy & technology absorption are not applicable.

Foreign Earning : Nil

Foreign Outgoing : Nil

(7) Directors Responsibility Statement:

As required under sub-section (2AA) of Section 217 of the Companies Act, 1956, the Directors confirm:

(i) That in preparation of the Annual accounts, the applicable accounting standards had been followed.

(ii) that the Directors had 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 affairs of the Company at the end of the financial year and of the financial year and of the loss of the Company for the year.

(iii) that the Directors had 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 frauds and other irregularities.

(iv) that the Directors had prepared the Annual Accounts on a going concern basis.

(8) Acknowledgements.

The Directors place on record their appreciation of continued support, Co-operation, assistance during the year by suppliers, customers, banks and staff members & look forward for their continued support in future.

BY ORDER OF THE BOARD OF DIRECTORS, GOLDEN LEGAND LEASING AND FINANCE LIMITED

Date : 04.09.2010 Place : Mumbai Sd/- Director