Notes to Accounts of HB Stockholdings Ltd.

Mar 31, 2025

3.8 Provisions :

Provisions are recognised when there is a present obligation as a result
of a past event, and it is probable that an outflow of resources embodying
economic benefits will be required to settle the obligation and there is a
reliable estimate of the amount of the obligation. Provisions are reviewed
at each balance sheet date and adjusted to reflect the current best
estimate.

The amount recognised as a provision is the best estimate of the
consideration required to settle the present obligation at the end of the
reporting period, taking into account the risks and uncertainties surrounding
the obligation.

Provisions are determined by discounting the expected future cash flows
at a pre-tax rate that reflects current market assessments of the time value
of money and the risks specific to the liability.

When there is a possible obligation or a present obligation in respect of
which the likelihood of outflow of resources is remote, no provision or
disclosure is made.

3.9 Revenue recognition

A) Recognition of interest income on loans

Interest income is recognised in Statement of profit and loss using
the effective interest method for all financial instruments measured
at amortised cost, debt instruments measured at FVOCI and debt
instruments designated at FVTPL. The ‘effective interest rate’ is
the rate that exactly discounts estimated future cash payments or
receipts through the expected life of the financial instrument.

The calculation of the effective interest rate includes transaction
costs and fees that are an integral part of the contract. Transaction
costs include incremental costs that are directly attributable to the
acquisition of financial asset.

If expectations regarding the cash flows on the financial asset are
revised for reasons other than credit risk, the adjustment is recorded
as a positive or negative adjustment to the carrying amount of the
asset in the balance sheet with an increase or reduction in interest
income. The adjustment is subsequently amortised through Interest
income in the Statement of profit and loss.

The Company calculates interest income by applying the EIR to the
gross carrying amount of financial assets other than credit-impaired
assets.

When a financial asset becomes credit-impaired, the Company
calculates interest income by applying the effective interest rate to
the net amortised cost of the financial asset. If the financial asset
cures and is no longer creditimpaired, the Company reverts to
calculating interest income on a gross basis.

Additional interest and interest on trade advances, are recognised
when they become measurable and when it is not unreasonable to
expect their ultimate collection.

Income from bill discounting is recognised over the tenure of the
instrument so as to provide a constant periodic rate of return.

B) Fees and commission income :

Fee based income are recognised when they become measurable
and when it is probable to expect their ultimate collection.

Commission and brokerage income earned for the services rendered
are recognised as and when they are due.

C) Dividend and interest income on investments :

- Dividends are recognised in Statement of profit and loss only
when the right to receive payment is established, it is probable
that the economic benefits associated with the dividend will
flow to the Company and the amount of the dividend can be
measured reliably.

- Interest income from investments is recognised when it is
certain that the economic benefits will flow to the Company
and the amount of income can be measured reliably. Interest
income is accrued on a time basis, by reference to the principal
outstanding and at the effective interest rate applicable.

3.10 Employee Benefits :

A) Short-term employee benefits

Short-term employee benefits are expensed as the related service is
provided. A liability is recognised for the amount expected to be paid
if the Company has a present legal or constructive obligation to pay
this amount as a result of past service provided by the employee and
the obligation can be estimated reliably.

B) Contribution to provident fund and ESIC

Company’s contribution paid/payable during the year to provident
fund and ESIC is recognised in the Statement of profit and loss.

C) Gratuity

The Company’s liability towards gratuity scheme is determined
by independent actuaries, using the projected unit credit method.
The present value of the defined benefit obligation is determined
by discounting the estimated future cash outflows by reference
to market yields at the end of the reporting period on government
bonds that have terms approximating to the terms of the related
obligation. Past services are recognised at the earlier of the plan
amendment / curtailment and recognition of related restructuring
costs/ termination benefits.

The net interest cost is calculated by applying the discount rate to
the net balance of the defined benefit obligation and the fair value of
plan assets. This cost is included in employee benefit expense in the
Statement of profit and loss.

Remeasurement gains/ losses-

Remeasurement of defined benefit plans, comprising of actuarial
gains / losses, return on plan assets excluding interest income are
recognised immediately in the balance sheet with corresponding debit
or credit to Other Comprehensive Income (OCI). Remeasurements
are not reclassified to Statement of profit and loss in the subsequent
period.

Remeasurement gains or losses on long-term compensated
absences that are classified as other long-term benefits are
recognised in Statement of profit and loss.

D) Superannuation fund

The Company makes contribution to the Superannuation scheme,
a defined contribution scheme, administered by Life Insurance
Corporation of India, which are charged to the Statement of profit
and loss. The Company has no obligation to the scheme beyond its
contributions.

E) Leave encashment / compensated absences / sick leave -

The Company provides for the encashment / availment of leave
with pay subject to certain rules. The employees are entitled to
accumulate leave subject to certain limits for future encashment
/ availment. The liability is provided based on the number of days
of unutilized leave at each balance sheet date on the basis of an
independent actuarial valuation.

3.11 Finance costs

Finance costs include interest expense computed by applying the effective
interest rate on respective financial instruments measured at Amortised
cost. Financial instruments include bank term loans, non-convertible
debentures, fixed deposits mobilised, commercial papers, subordinated
debts and exchange differences arising from foreign currency borrowings
to the extent they are regarded as an adjustment to the interest cost.
Finance costs are charged to the Statement of profit and loss.

3.12 Taxation - Current and deferred tax:

Income tax expense comprises of current tax and deferred tax. It is
recognised in Statement of profit and loss except to the extent that it
relates to an item recognised directly in equity or in other comprehensive
income.

A) Current tax :

Current tax comprises amount of tax payable in respect of the
taxable income or loss for the year determined in accordance with
Income Tax Act, 1961 and any adjustment to the tax payable or
receivable in respect of previous years. The Company’s current tax
is calculated using tax rates that have been enacted or substantively
enacted by the end of the reporting period.

B) Deferred tax :

Deferred tax assets and liabilities are recognized for the future tax
consequences of temporary differences between the carrying values
of assets and liabilities and their respective tax bases. Deferred
tax liabilities and assets are measured at the tax rates that are
expected to apply in the period in which the liability is settled or the
asset realised, based on tax rates (and tax laws) that have been
enacted or substantively enacted by the end of the reporting period.
The measurement of deferred tax liabilities and assets reflects the
tax consequence that would follow from the manner in which the
Company expects, at the end of the reporting period, to recover or
settle the carrying amount of its assets and liabilities.

Deferred tax assets are recognized to the extent that it is probable
that future taxable income will be available against which the
deductible temporary difference could be utilized. Such deferred tax
assets and liabilities are not recognised if the temporary difference
arises from the initial recognition of assets and liabilities in a
transaction that affects neither the taxable profit nor the accounting
profit. The carrying amount of deferred tax assets is reviewed at
the end of each reporting period and reduced to the extent that it is
no longer probable that sufficient taxable profits will be available to
allow all or part of the asset to be recovered.

3.13 Leases
Company as a lessee

The Company assesses whether a contract contains a lease, at inception
of a contract. A contract is, or contains, a lease if the contract conveys
the right to control the use of an identified asset for a period of time in
exchange for consideration.

At the date of commencement of the lease, the Company recognizes a
right-of-use asset (“ROU”) and a corresponding lease liability for all lease
arrangements in which it is a lessee, except for leases with a term of twelve
months or less (short-term leases) and low value leases. For these short¬
term and low value leases, the Company recognizes the lease payments
as an operating expense on a straight-line basis over the term of the lease.

The right of-use asset is initially measured at cost, which comprises the
initial amount of lease liability adjusted for any lease payments made at
or before the commencement date, plus any initial direct cost incurred and
an estimate of costs to dismantle and remove the underlying asset or to
restore the underlying asset or the site on which it is located, less any
lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line
method from the commencement date to the earlier of the end of the useful
life of the right-to-use asset or the end of the lease term. The estimated
useful life of the right-to-use asset is determined on the same basis as
those of property, plant and equipment.

The Company measures the lease liability at the present value of the
lease payments that are not paid at the commencement date of the lease.
The lease payments are discounted using the interest rate implicit in the
lease, if that rate can be readily determined. If that rate cannot be readily
determined, the Company uses incremental borrowing rate. When the
lease liability is re-measured in this way, a corresponding adjustment is
made to the carrying amount of the right -of-use asset, or is recorded in the
Profit and Loss if the carrying amount of the right-of-use asset has been
reduced to zero

The lease liability is subsequently increased by the interest cost on the
lease liability and decreased by lease payment made. The carrying amount
of lease liability is remeasured to reflect any reassessment or lease
modifications or to reflect revised in-substance fixed lease payments.

3.14 Exceptional items

When items of income and expenses within profit or loss from ordinary
activities are of such size, nature or incidence that their disclosure is
relevant to explain the performance of the enterprise for the period, the
nature and amount of such items is disclosed separately as Exceptional
items.

3.15 Earning per share

The Company reports basic and diluted earnings per equity share. Basic
earnings per equity share have computed by dividing net profit/loss
attributable to the equity share holders for the year by the weighted average
number of equity shares outstanding during the year. Diluted earnings per
equity share have been computed by dividing the net profit attributable
to the equity share holders after giving impact of dilutive potential equity
shares for the year by the weighted average number of equity shares and
dilutive potential equity shares outstanding during the year, except where
the results are anti-dilutive.

3.16 Cash Flow Statement

Cash flows are reported using the indirect method, whereby profit for the
period is adjusted for the effects of transactions of a non-cash nature, any
deferrals or accruals of past or future operating cash receipts or payments
and items of income or expenses associated with investing or financing
cash flows. The cash flows from operating, investing and financing
activities of the Company are segregated.

3.17 Recent accounting development

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments
to the existing standards under Companies (Indian Accounting Standards)
Rules as issued from time to time. For the year ended March 31, 2024,
MCA has not notified any new standards or amendments to the existing
standards applicable to the Company.

h. Aggregate number of share issued in cash/ share issued pursuant to
contract without payment being received in cash during the period of five
years immedietaly preceedings the reporting date.

No share was issued in cash/ share issued pursuant to contract without payment
being received in cash during the period of five years immediately preceeding the
reporting date. No shares were alloted as fully paid up bonus shares during the
period of five years immediately preceeding the reporting date. There has been
no buy back of shares during the period of five years immediately preceeding the
reporting date.
i Dividend

Final dividend distribution to shareholder is recognised as a liability in the period
in which dividend is approved by the shareholders. Any interim dividend paid is
recognised on approval by board of directors. Dividend payable is recognised
directly in equity.

Companies are required to pay/ distribute dividend after deducting applicable
taxes. The remittance of dividend outside India is governed by indian law on foreign
exchange and is also subject to withholding tax at applicable rates.

Description of the nature and purpose of Other Equity:

Securities Premium

Securities premium represents amount received in excess of face value of the equity
shares. The Securities premium can be applied by the company for limited purposes such
as issuance of bonus shares, buy back of shares etc. in accordance with the provisions of
Section 52 of the Companies Act, 2013.

Stautory Reserve

Statutory reserve represents reserve fund created pursuant to Section 45-IC of the RBI
Act, 1934 through transfer of specified percentage (20%) of net profit every year before
any dividend is Marchlared. The reserve fund can be utilised only for limited purposes as
specified by RBI from time to time and every such utilisation shall be reported to the RBI
within specified period of time from the date of such utilisation.

Retained Earnings

Retained earnings or accumulated surplus represents total of all profits retained since
Company''s inception. Retained earnings are credited with current year profits, reduced
by losses, if any, dividend payouts, transfers to General reserve or any such other
appropriations to specific reserves. Debit balance in retained earnings represents balance
of accumulated losses.

Other Comprehensive Income:

Equity Instruments through Other Comprehensive income.

The Company has elected to recognise changes in the fair value of certain investments
in equity securities in other comprehensive income. These changes are accumulated
within the FVTOCI equity investments reserve within equity. The Company transfers
amounts from this reserve to retained earnings when the relevant equity securities are
derecognised.

Remeasurement gain/ (losses) on defined benefit plan

The Company recognises change on account of remeasurement of the net defined benefit
liability/(asset) as part of other comprehensive income.

36. Capital Management

The Company''s policy is to maintain a strong capital base so as to maintain investor,
creditor and market confidence and to sustain future development of the business.

The company has adequate cash and bank balances. The company monitors its capital
by careful scrutiny of the cash and bank balances, and a regular assessment of any debt
requirements. In the absence of any significant amount of debt, the maintenance of debt
equity ratio etc. may not be of any relevance to the Company.

37. Financial Risk Management
Financial risk factors

The Company''s principal financial liabilities, comprise borrowings and other payables. The
main purpose of these financial liabilities is to purchase certain fixed assets and other
liabilities incurred during the ordianary course of Company''s operations. The Company''s
principal financial assets include Investments, inter corporate deposits, loans, cash and
cash equivalents and other receivables. The Company''s activities expose it to a variety of
financial risks:

I. Market Risk

Market risk is the risk that the fair value or future cash flows of a financial instrument
will fluctuate because of changes in market prices. Market prices comprise six types
of risk: currency rate risk, interest rate risk and other price risks, such as commodity
risk. Financial instruments affected by market risk include loans and borrowings,
deposits, investments.

The company is exposed to market risk primarily related to the market value of its
investments.

Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of Financial
Instruments will fluctuate because of change in market interest rates.The company
does not have exposure to the risk of changes in market interest rate as it has debt
obligations with fixed interest rates which are measured at amortised cost.

Currency risk

Currently company does not have transaction in foreign currencies and hence the
company is not exposed to currency risk.

Equity Price Risk

(a) Exposure

The company is exposed to equity price risk arising from Investments held by
the company and classified in the balance sheet as fair value through P&L. To
manage its price risk arising from investment in equity securities, the company
diversifies its portfolio.

The majority of the company''s equity instruments are listed on the Bombay
stock exchange (BSE) or the National stock exchange (NSE) in India.”

(b) Sensitivity analysis- Equity price risk

The table below sumarise the impact of increase/ decrease of the index on the
company''s equity and the profit for the period. The analysis is based on the
assumption that the equity/ index had increased by 2% or decreased by 2% with
all other variable held constant, and that all the company''s equity instruments
moved in line with the Index.

47. The Company holds 3840 equity shares in its name as trustee in its depository account.

These shares are a result of fractional entitlement under its Scheme of Arrangement.

48. Other statutory information

i The Company does not have any Benami property, where any proceeding has been
initiated or pending against the Group for holding any Benami property.

ii The Company does not have any charges or satisfaction which is yet to be registered
with ROC beyond the statutory period.

iii The Company has complied with the number of layers prescribed under clause (87)
of section 2 of the Act read with Companies (Restriction on number of Layers) Rules,
2017 for the financial years ended March 31, 2025 and March 31,2024.

iv ivThe company has performed an assesment to identify transactions with Struck off
Companies as at 31/03/2025 and the details of which are as under: -

42. Litigation :

The Company is in appeal in respect of various income tax matters.The Contingent liability
in respect thereof is disclosed in note no. 32. Besides,in respect of appeals decided in
favour of the company,the department is in appeals in certain cases.

In addition,the company is subject to legal proceedings and claims,which have arisen in
the ordinary course of business.The Company''s management does not reasonably expect
that the above legal claims and proceedings, when ultimately concluded and decided will
have a meterial and adverse effect on the company''s results of operations or financial
statements.

43. Lease:

Expenses recognised in the statement of profit & loss in respect of short term lease for
Rs.4.56 Lakhs (PY Rs.3.89 Lakhs)

44. Segment Reporting:

In the opinion of Management there are no separate reportable segments as per Indian
Accounting Standard (Ind AS-108).

45. The Company did not have any long term contracts including derivative contracts for which
there were any material foreseeable losses.

46. The Company is required to spent Rs. 25.15 Lakhs (Previous year Rs. Nil) on Corporate
Social Responsibility (CSR) activities during the year. Amount spent during the year Rs.
25.25 Lakhs (Previous Year Rs. Nil).

Note: - In the absence of purchase price of share held by struck off companies face
value is considered for reporting purpose.

v The Company has not traded or invested in Crypto currency or Virtual Currency
during the financial year.

vi The Company has not been declared wilful defaulter by any bank or financial
institution or government or any government authority.

vii The Company has not advanced or loaned or invested funds to any other person(s)
or entity(ies), including foreign entities (Intermediaries) with the understanding that
the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries

viii The Company has not received any fund from any person(s) or entity(ies), including
foreign entities (Funding Party) with the understanding (whether recorded in writing
or otherwise) that the Group shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries)
or

(b) provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries,

ix The Company has not any such transaction which is not recorded in the books of
accounts that has been surrendered or disclosed as income during the year in the tax
assessments under the Income Tax Act, 1961 (such as, search or survey or any other
relevant provisions of the Income Tax Act, 1961.

d) Intra Group Exposures: -

The Company has given intra group (subsidiary company) loans & advances of Rs.Nil as at the year end (Previous Year Rs. 37.00 Lakhs) .

The Company has invested in group companies totalling to Rs. 3,535.36 Lakhs as at the year end (Previous Rs. 2272.37 Lakhs).

e) Unhedged foreign currency exposure

The Company does not have any unhedged foreign currency exposures as at March 31,2025 and March 31, 2024.

f) Disclosure of complaints

The Company does not have any customer interface and thus there are no complaints received by the NBFCs from customers and from the Offices of Ombudsman during the year ended
March 31, 2025 and March 31,2024.

g) Related Party Disclosure

For related party disclosures refer to Note 30 of the notes to standalone financial statements.

51. The Previous year figures have been regrouped/reclassified,wherever necessary to confirm to the Current Year''s presentation.

As Per our Report of even date attached

FOR N. C. AGGARWAL & CO. FOR AND ON BEHALF OF THE

CHARTERED ACCOUNTANTS BOARD OF DIRECTORS OF

Firm Registration Number : 003273N HB STOCKHOLDINGS LIMITED

Sd/- Sd/- Sd/-

G.K. AGGARWAL LALIT BHASIN ANIL GOYAL

PARTNER (CHAIRMAN) (DIRECTOR)

MEMBERSHIP NO. : 086622 DIN: 00002114 DIN: 00001938

Sd/- Sd/-

MAHESH KUMAR GUPTA REEMA MIGLANI

PLACE: GURUGRAM (CHIEF FINANCIAL OFFICER) (COMPANY SECRETARY)

DATE: 7^TH MAY, 2025 (M NO: ACS45762)

---

Mar 31, 2024

11.1.3 The Company does not face a significant liquidity risk with regard to its lease liabilities, as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

11.1.4 The aggregate depreciation on Right of Use asset has been included in Depreciation in the Statement of Profit and Loss Account (Refer Note no. 26 )

11.1.5 Rental expense short-term leases was Rs 3.89 Lakhs (31^st March, 2023 - Rs12.13 Lakhs) included under other expenses in the statement of profit and loss (Refer Note no. 27).

(i) The Loan taken are at Interest rate of 7.90%. The amount is repayable in 60 monthly instalments. The last instalment is due in August, 2027.

(ii) The Loan taken are at Interest rate of 9.05%. The amount is repayable in 60 monthly instalments. The last instalment is due in March, 2029.

e. Terms / rights attached to the equity shares

Issued Share capital of the Company has only one class of shares referred to as equity shares having Par value of Rs. 10/-. Each holder of Equity Shares is entitled to One vote per share. In the event of the Liquidation of the company, the holder of 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 to the number of equity shares held by the shareholders. The dividend proposed by the board of directors is subject to the approval of the sharehlders in the ensuing Annual General Meeting except in case of interim dividend.

h. Aggregate number of share issued in cash/ share issued pursuant to contract without payment being received in cash during the period of five years immedietaly preceedings the reporting date.

No share was issued in cash/ share issued pursuant to contract without payment being received in cash during the period of five years immediately preceeding the reporting date. No shares were alloted as fully paid up bonus shares during the period of five years immediately preceeding the reporting date. There has been no buy back of shares during the period of five years immediately preceeding the reporting date. i Dividend

Final dividend distribution to shareholder is recognised as a liability in the period in which dividend is approved by the shareholders. Any interim dividend paid is recognised on approval by board of directors. Dividend payable is recognised directly in equity.

Companies are required to pay/ distribute dividend after deducting applicable taxes. The remittance of dividend outside India is governed by indian law on foreign exchange and is also subject to withholding tax at applicable rates. j The Company is an Investment company, the objective of the Company is to invest in long term investments, and distributing the profits of Company in a way that shareholders can participate equitably in the Company''s growth, while maintaining the financial foundation of the Company and ensure sustainable growth.

Description of the nature and purpose of Other Equity:

Securities Premium

Securities premium represents amount received in excess of face value of the equity shares. The Securities premium can be applied by the company for limited purposes such as issuance of bonus shares, buy back of shares etc. in accordance with the provisions of Section 52 of the Companies Act, 2013.

Stautory Reserve

Statutory reserve represents reserve fund created pursuant to Section 45-IC of the RBI Act, 1934 through transfer of specified percentage (20%) of net profit every year before any dividend is Marchlared. The reserve fund can be utilised only for limited purposes as specified by RBI from time to time and every such utilisation shall be reported to the RBI within specified period of time from the date of such utilisation.

Retained Earnings

Retained earnings or accumulated surplus represents total of all profits retained since Company''s inception. Retained earnings are credited with current year profits, reduced by losses, if any, dividend payouts, transfers to General reserve or any such other appropriations to specific reserves. Debit balance in retained earnings represents balance of accumulated losses.

Other Comprehensive Income:

Equity Instruments through Other Comprehensive income.

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVTOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised. Remeasurement gain/ (losses) on defined benefit plan

The Company recognises change on account of remeasurement of the net defined benefit liability/(asset) as part of other comprehensive income.

33. DUE TO MICRO, SMALL AND MEDIUM ENTERPRISES

To the extent information available with the company, it has no dues to the Micro,Small and medium enterprises as at 31st March, 2024 and 31st March, 2023.

35. DISCLOSURE RELATING TO OUTSTANDING DERIVATIVE EXPOSURES IN SECURITIES

a) Cash Margin amounting to Rs. 172.75 Lakhs (Rs. 107.55 Lakhs) on Equity Derivative instruments contracts has been paid and outstanding as at the end of previous year.

b) Detail of Open Interest in Equity Stock Futures Contracts as at the year-end 31st March, 2024.

32. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) CONTINGENT LIABILITIES:

a) Income Tax demand disputed Rs. 25.17 Lakhs (Previous year Rs. 25.17 Lakhs) against which appeals are pending with appropriate authorities.

b) Amount payable in respect of partly paid up shares: Rs. 35.28 Lakhs (previous year Rs. 0.28 Lakhs)

36. Capital Management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business.

The company has adequate cash and bank balances. The company monitors its capital by careful scrutiny of the cash and bank balances, and a regular assessment of any debt requirements. In the absence of any significant amount of debt, the maintenance of debt equity ratio etc. may not be of any relevance to the Company.

37. Financial Risk Management Financial risk factors

The Company''s principal financial liabilities, comprise borrowings and other payables. The main purpose of these financial liabilities is to purchase certain fixed assets and other liabilities incurred during the ordianary course of Company''s operations. The Company''s principal financial assets include Investments, inter corporate deposits, loans, cash and cash equivalents and other receivables. The Company''s activities expose it to a variety of financial risks:

I. Market Risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise six types of risk: currency rate risk, interest rate risk and other price risks, such as commodity risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments.

The company is exposed to market risk primarily related to the market value of its investments.

Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of Financial Instruments will fluctuate because of change in market interest rates.The company does not have exposure to the risk of changes in market interest rate as it has debt obligations with fixed interest rates which are measured at amortised cost.

Currency risk

Currently company does not have transaction in foreign currencies and hence the company is not exposed to currency risk.

Equity Price Risk

(a) Exposure

The company is exposed to equity price risk arising from Investments held by the company and classified in the balance sheet as fair value through P&L. To manage its price risk arising from investment in equity securities, the company diversifies its portfolio.

The majority of the company''s equity instruments are listed on the Bombay stock exchange (BSE) or the National stock exchange (NSE) in India.

(b) Sensitivity analysis- Equity price risk

The table below sumarise the impact of increase/ decrease of the index on the company''s equity and the profit for the period. The analysis is based on the assumption that the equity/ index had increased by 2% or decreased by 2% with all other variable held constant, and that all the company''s equity instruments moved in line with the Index.

II. Credit risk

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The company is exposed to credit risk from its financing activities towards inter corporate loans where no significant impact on credit risk has been identified.

III. Liquidity risk

Liquidity risk is the risk that the Company may not be able to meet its present and future cash and collateral obligations without incurring unacceptable losses. The Company manages its liquidity requirement by analysing the maturity pattern of Company''s cash flows of financial assets and financial liabilities.

The table below summarises the maturity profile of the undiscounted cash flows of the Company''s financial assets and liabilities.

39. Fair values

The management assessed that Fair Values of Financial Assets and Liabilities are approximately their carrying values.

40. Fair value hierarchy

The company determines fair values of its financial instruments according to the following hierarchy:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2: other techniques for which all inputs have a significant effect on the recorded fair value are observable, either directly or indirectly. Level 3: techniques which use Inputs that have a significant effect on the recorded fair value that are not based on observable market data.

42. Litigation :

The Company is in appeal in respect of various income tax matters.The Contingent liability in respect thereof is disclosed in note no. 32. Besides, in respect of appeals decided in favour of the company, the department is in appeals in certain cases.

In addition, the company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company''s management does not reasonably expect that the above legal claims and proceedings, when ultimately concluded and decided will have a meterial and adverse effect on the company''s results of operations or Financial Statements.

43. Lease:

Expenses recognised in the statement of profit & loss in respect of short term lease for Rs. 3.89 Lakhs (PY Rs.12.13 Lakhs)

44. Segment Reporting:

In the opinion of Management there are no separate reportable segments as per Indian Accounting Standard (Ind AS-108).

45. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

46. The Company is required to spent Rs. Nil (Previous year Rs.11.34 Lakhs) on Corporate Social Responsibility (CSR) activities during the year. Amount spent during the year Rs. Nil (Previous Year Rs. 11.50 Lakhs).

47. The Company holds 3840 equity shares in its name as trustee in its depository account.

These shares are a result of fractional entitlement under its Scheme of Arrangement.

48. Other statutory information

i The Company does not have any Benami property, where any proceeding has been initiated or pending against the Group for holding any Benami property.

ii The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

iii The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017 for the financial years ended 31st March, 2024 and 31st March, 2023.

Note: - In the absence of purchase price of share held by struck off companies face value is considered for reporting purpose.

v The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

vi The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

vii The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

viii The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

ix The Company has not any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961

d) Intra Group Exposures: -

The Company has given intra group (subsidiary company) loans & advances of Rs. 37.00 Lakhs as at the year end (Previous Year Rs. 35.00 Lakhs) .

The Company has invested in group companies totalling to Rs. 2272.37 Lakhs as at the year end (Previous Rs. 973.54 Lakhs).

e) Unhedged foreign currency exposure

The Company does not have any unhedged foreign currency exposures as at 31st March, 2024 and 31st March, 2023.

f) Disclosure of complaints

The Company does not have any customer interface and thus there are no complaints received by the NBFCs from customers and from the Offices of Ombudsman during the year ended 31st March, 2024 and 31st March, 2023.

g) Related Party Disclosure

For related party disclosures refer to Note 30 of the notes to Standalone Financial Statements.

51. During the year under consideration, the company has reclassified some of the investment from trading portfolio to investment portfolio. These has been done in view of these investments being intended to be held for long term. This reclassification has no impact on profit/loss of the company for the year.

52. The Previous year figures have been regrouped/reclassified,wherever necessary to confirm to the Current Year''s presentation.

---

Mar 31, 2016

COMPANY OVER VIEW

The Company is public limited company incorporated and domiciled in India having its registered office at Gurgaon,India. The Company is a non-banking finance company (without accepting or holding public deposits) registered with Reserve Bank of India. The equity shares of the Company are listed at Bombay Stock Exchange and National Stock Exchange in India.

1. SIGNIFICANT ACCOUNTING POLICIES

1.1 BASIS OF PREPRATION OF FINANCIAL STATEMENTS: -

These financial statements are prepared in accordance with Indian Generally Accepted Accounting Principles (GAAP) under the historical cost convention on the accrual basis. GAAP comprises mandatory accounting standards as prescribed under Section 133 of the Companies Act,2013 (‘Act’) read with Rule7 of the Companies (Accounts) Rules,2014 the provisions of the Act (to the extent notified),guidelines issued by Reserve Bank of India and guidelines issued by the Securities and Exchange Board of India (SEBI) . Accounting policies have been consistently applied except where a newly issued accounting standard is initially adopted or are vision to an existing accounting standard requires a change in the accounting policy hitherto in use.

1.2 USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosures of contingent liabilities on the date of financial statements and reported amounts of revenue and expenses for that year. Actual results could differ from these estimates. Any revision to accounting estimates is recognized prospectively in current and future periods.

1.3 REVENUE RECOGNITION

1.3.1 All Income & Expenditure are accounted for on accrual basis.

1.3.2 Shares/Securities are capitalized at cost inclusive of brokerage, Service Tax, Education Cess.

1.3.3 Provision for loss in respect of Open Equity Derivative Instrument as at the Balance Sheet date is made Index-wise/Scrip-wise. As a matter of prudence, any anticipated profit is ignored.

1.4 FIXED ASSETS

Fixed Assets are stated at cost less depreciation.

1.5 DEPRECIATION

Depreciation on tangible assets is provided on Straight Line method over the useful life of assets in the manner specified in Schedule II to the Companies Act, 2013.

1.6 INVESTMENTS

1.6.1 Investments are classified into Current Investments and Noncurrent/Long Term Investments.

1.6.2 Current Investments are valued at lower of cost or fair market value on category wise basis. Noncurrent/Long Term Investments are valued at cost less other than temporary diminution, if any, on scrip wise basis. Provision for reduction/diminution in the value of Investments and reversal of such reduction/ diminution are included in the Profit & Loss Account. For the purpose of disclosure and presentation in the financial statements, and in compliance with “Non-Systemically Important Non-Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions,2015: -

(a) on the assets side, investments are shown at cost;

(b) the diminution/depreciation is shown correspondingly under the head “Provisions”(Short term/Long term) in the liabilities side in the Balance Sheet without showing it as deduction from the value of Investments.

1.6.3 Cost of investments is computed using the Weighted Average Method.

1.7 EMPLOYEE BENEFITS

1.7.1 Employee Benefits are recognized/accounted for on the basis of revised AS-15 detailed as under :-

1.7.2 Short Term Employee benefits are recognized as expense at the undiscounted amount in the Statement of Profit & Loss of the year in which they are incurred.

1.7.3 Employee benefits under defined contribution plans comprise of contribution to Provident Fund and Superannuation. Contributions to Provident Fund are deposited with appropriate authorities and charged to Statement of Profit & Loss. Contribution to Superannuation are funded with Life Insurance Corporation of India.

1.7.4 Employee Benefits under defined benefit plans comprise of gratuity and leave encashment which are accounted for as at the yearend based on actuarial valuation by following the Projected Unit Credit (PUC) method. Liability for gratuity is funded with Life Insurance Corporation of India.

1.7.5 Termination benefits are recognized as an Expense as and when incurred.

1.7.6 The actuarial gains and losses arising during the year are recognized in the Statement of Profit & Loss of the year without resorting to any amortization.

1.8 TAXATION

Tax expenses for the year comprises of Current tax and deferred tax charge or credit. The deferred Tax Asset and deferred Tax Liability is calculated by applying tax rates and tax laws that have been enacted or substantially enacted by the Balance Sheet date. Deferred Tax assets arising mainly on account of brought forward losses and unabsorbed depreciation under tax law are recognized only if there is virtual certainty of its realization. Other deferred tax assets are recognized only to the extent there is a reasonable certainty of realization in future. Deferred Tax Assets/Liabilities are reviewed at each balance sheet date based on development during the year, further future expectations and available case laws to reassess realization/ liabilities.

1.9 IMPAIRMENT OF FIXED ASSETS

Consideration is given at each balance sheet date to determine whether there is any indication of impairment of the carrying amount of the Company’s Fixed Assets. If any indication exists, an asset’s recoverable amount is estimated. An impairment loss is recognized whenever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value based on an appropriate discount factor.

Reversal of impairment losses recognized in prior years is recorded when there is an indication that the impairment losses recognized for the asset no longer exist or have decreased. However, the increase in carrying amount of an asset due to reversal of an impairment loss is recognized to the extent it does not exceed the carrying amount that would have been determined (net of depreciation) had no impairment loss been recognized for the assets in prior years.

1.10 CONTINGENCIES:

The company creates a provision when there is present obligation as result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, requires an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

- Issued Share capital of the Company has only one class of shares referred to as equity shares having Par value ofRs.10/. Each holder of Equity Shares is entitled to One vote per share.

- Reconciliation of the number of shares outstanding and Amount of Share Capital as on 31st March, 2016 & 31st March, 2015 is as under:

- The dividend Proposed, if any, by the Board of Directors is subject to approval of the Shareholders in the ensuing Annual General Meeting.

- In the event of the Liquidation of the company, the holder of 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 to the number of equity shares held by the shareholders.

The Company, being an Investment and Finance company, the Income from Investment and

Finance activities are Operational Income.

(1) Profit/(Loss) on Sale/Disposal of Investments includes Loss ofRs.3,53,496/- (Previous Year LossRs.68,51,242/-) on Current Investments and Loss ofRs.1,19,91,369/- (Previous Year GainRs.1,76,04,958/-) on Non current/Long Term Investments.

(2) Provision for diminution in value of Investments written back includeRs.79,99,176/- provision written back (previous yearRs.3,55,94,153/-written back) in respect of Non Current/Long Term Investments andRs.25,95,407/- provision made (Previous Year provision madeRs.8,56,779/-) in respect of Current Investments.

(3) Dividend Income includesRs.43,46,615/-(Previous YearRs.1,52,17,207/-) on Long Term/ Noncurrent Investments andRs.56,229/-(Previous yearRs.4,54,869/-) on Current Investments.

4.. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) CONTINGENT LIABILITIES:

5. Income Tax demand disputedRs.79,32,954/-(Previous yearRs.76,64,464/-) against which appeals are pending with appropriate authorities and in respect of which the management is confident that appeals will be decided in favour of the company.

6. QUANTITATIVE DETAILS

Quantitative information in respect of Investments in securities:

7. NON CURRENT/LONG TERM INVESTMENTS EQUITY INSTRUMENTS

8. RELATED PARTY TRANSACTIONS

9.1 List of related parties with whom transactions have taken place and relationship:

10. Subsidiaries.

11. Mount Finance Limited

12. Key Managerial Personnel

13. Shri Vijay Sood, Managing Director

14. Shri J.M.L.Suri, Executive Director

15. Shri Anil Kumar Mittal, Company Secretary

16. Shri Mahesh Kumar Gupta, Chief Financial Officer

17. Person having control/significant influence /major shareholders 1. Shri Lalit Bhasin

18. Enterprises over which control/significant influence exist of the relatives of persons mentioned in(c ) above :-

19.. RRB Master Securities Delhi Ltd.

20. Enterprises under direct or indirect common control/significant influence:

21.. HB Portfolio Ltd.

22. HB Estate Developers Ltd.

23. HB Securities Ltd.(Subsidiary of HB Portfolio Ltd.)

24. SEGMENT REPORTING

In the opinion of Management there are no separate reportable segments as per Accounting Standard Segment reporting (AS-17).

25. Disclosure pursuant to Accounting Standard AS-19 for Leases: -Operating Lease

26. Particulars of the minimum lease payments under Operating Lease:-

Not Later than One year Rs.12,44,124/- (Previous YearRs.9,67,692/-)

Later than one year but not Later than five years Rs.12,65,624/- (Previous YearRs.9,67,692/-)

Later than five years Rs. Nil (Previous YearRs.NIL)

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Mar 31, 2015

1. COMPANY OVER VIEW

The Company is public limited company incorporated and domiciled in India having its registered office at Gurgaon,India. The Company is a non-banking finance company (without accepting or holding public deposits) registered with Reserve Bank of India. The equity shares of the Company are listed at Bombay Stock Exchange and National Stock Exchange in India.

2. Shares Costing Rs. Nil (Previous Year Rs. 5,37,53,008/-) were Lying Pledged / Given as Margin as at the Year end.

3. As at the year end,based on the last traded price on the stock exchange,there is diminution amounting to Rs. 16,68,52,614/- (Previous Year Rs. 26,11,74,159/-) in the Value of Long term/Non current Investment in DCM Shriram Industries Ltd. However,in the opinion of management the traded price on the exchange does not reflect its fair value in view of very thin trading volume on the exchange. Further in view of various factors such as significant stake,strategic long term investments,breakup/fair value evidenced by the investee company's balance sheet and various other factors,in the opinion of management,no provision is required to be made of the aforesaid amount of diminution calculated solely on the basis of last traded price. In the opinion of management,the valuation of investment at cost is in accordance with the accounting standard (AS-13).

4. The Company's Investments in DCM Shriram Industries exceeds the exposure norms as Specified in erstwhile "Non-Banking (Non Deposit Accepting or Holding ) Companies Prudential Norms (Reserve Bank) Directions 2007".The Reserve Bank of India had granted extension of time till March 31,2015 for compliance with the exposure norms. The Company has vide letter dated March 26.2015 made application to Reserve Bank of India for further extension of time for making compliance with the exposure norms. The Reserve Bank of India vide notification dated March 27.2015 has issued revised prudential norms directions in place aforesaid directions of 2007.Vide E-mail communication dated 15.04.2015 Reserve Bank of India has intimated to the Company that in view of RBI Circular DRBR (PD) CC.No. 002/03.10.001/2014-15 dated November 10,2014 regarding 'Revised Regulatory Framework for NBFC's and notification dated March 27.2015 the company, being an NBFCs-ND with asset size of less than ' 500 crores, is exempted from the requirement of complying with credit concentration norms.

5. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) CONTINGENT LIABILITIES:

(a) Income Tax demand disputed Rs. 76,64,464/-(Previous year Rs. 77,92,043/-) against which appeals are pending with appropriate authorities and in respect of which the management is confident that appeals will be decided in favour of the company.

(b) Guarantees given on behalf of Related Parties:- Rs. Nil (Previous Year Rs. 7,00,00,000/-)

6. QUANTITATIVE DETAILS

Quantitative information in respect of Investments in securities:

7. RELATED PARTY TRANSACTIONS

7.1 List of related parties with whom transactions have taken place and relationship:

a) Subsidiaries.

1. Mount Finance Limited

b) Key Managerial Personnel

1. Shri Vijay Sood, Managing Director

2. Shri J.M.L.Suri, Executive Director

3. Shri Anil Kumar Mittal, Company Secretary

4. Shri Mahesh Kumar Gupta, Chief Financial Officer

c) Person having control/significant influence /major shareholders

1.Shri Lalit Bhasin

d) Associate

1. Pisces Portfolios Private Limited (Erstwhile Associate)

2. Taurus Asset Management Co.Ltd.

e) Enterprises over which control/significant influence exist of the relatives of persons mentioned in (c) above :-

1. RRB Master Securities Delhi Ltd.

f) Enterprises under direct or indirect common control/significant influence:

1. HB Portfolio Ltd.

2. HB Estate Developers Ltd.

3. HB Securities Ltd.(Subsidiary of HB Portfolio Ltd.)

4. RRB Securities Ltd.

5. RRB Masterholdings Ltd. (Subsidiary of RRB Securities Ltd.)

8. SEGMENT REPORTING

In the opinion of Management there are no separate reportable segments as per Accounting Standard Segment reporting (AS-17).

9. Disclosure pursuant to Accounting Standard AS-19 for Leases: - Operating Lease

a) Particulars of the minimum lease payments under Operating Lease:-

Not Later than One year Rs. 9,67,692/- (Previous Year Rs. 12,16,092/-)

Later than one year but not Rs. 9,67,692/- (Previous Year Rs. 19,35,384/-)

Later than five years

Later than five years Rs. Nil (Previous Year Rs. NIL)

b) Minimum lease payments recognised in the statement of profit & loss account during the year ended 31st March 2015 is Rs. 13,40,292/- (Previous Year Rs. 13,40,292/-).

c) General description of the lease arrangement.

The lease is for an initial period of 3 years, which may be renewal for further period as may be mutually agreed upon.

Restrictions imposed by lease arrangement:-

- The Lessee shall not sublet or otherwise part with possession of a part or whole of the premise without the previous consent in writing of the lessor.

- The lessee shall use the premises for commercial purposes only.

10. Due to Micro,Small and Medium Enterprises

To the extent information available with the company,it has no dues to the Micro,Small and medium enterprises as at 31st March,2015 and 31st March, 2014.

11. Disclosure pursuant to Accounting Standard AS-22 for accounting for taxes on Income: -

The company is having brought forward losses under the Income Tax Act. In the absence of virtual as well as reasonable certainty of the realization and on the consideration of prudence, credit for Deferred Tax Assets has not been recognised to comply with Accounting Standard AS-22.

12. Disclosure relating to outstanding derivative exposures in securities :-

a) Cash Margin amounting to Rs. Nil (Rs.Nil) on Equity Derivative instruments contracts has been paid and outstanding as at the end of previous year. However, shares having book value of Rs. Nil (Previous year Rs. 11,91,000/-) Market Value Rs. Nil(Previous Year Rs. 80,55,000/-) were given as margin at the year end.

13. During the year,the company has revised depreciation rates on fixed assets as per the useful life specified in Schedule II to the Companies Act, 2013.Based on the Current estimates, depreciation of Rs. 14,51,667/- on account of assets whose useful life has already exhaushed as on April 1,2014 has been added to the depreciation for the year ended March 31, 2015.

Due to aforesaid revision in depreciation rates,depreciation for the year as charged in the Profit & Loss account is higher by Rs. 9,98,826/-.

14. Litigation

The Company is in appeal in respect of various income tax matters. The Contingent liability in respect there is disclosed in note no. 19 (a).Besides,in respect of appeals decided in favour of the company,the department is in appeals in certain cases.

In addition,the company is subject to legal proceedings and claims,which have arisen in the ordinary course of business. The Company's management does not reasonably expect that the above legal claims and proceedings, when ultimately concluded and decided will have a meterial and adverse effect on the company's results of operations or financial statements.

15. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

16. The Previous year figures have been regrouped/reclassified, wherever necessary to conform to the Current Year's presentation.

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Mar 31, 2014

1.1 As at the year end,based on the last traded price on the stock exchange,there is diminution amounting to Rs. 26,11,74,159/- (Previous Year Rs. 32,18,09,439/-) in the Value of Long term/Non current Investment in DCM Shriram Industries Ltd. However, in the opinion of management the traded price on the exchange does not reflect its fair value in view of very thin trading volume on the exchange. Further in view of various factors such as significant stake,strategic long term investments,breakup/fair value evidenced by the investee company''s balance sheet and various other factors,in the opinion of management,no provision is required to be made of the aforesaid amount of diminution calculated solely on the basis of last traded price. In the opinion of management,the valuation of investment at cost is in accordance with the accounting standard (AS-13).

The Company, being an Investment and Finance company, the Income from Investment and Finance activities are Operational Income.

(1) Profit/(Loss) on Sale of Investments includes Loss of Rs. 3,85,75,909/- (Previous Year Loss Rs. 4,39,76,180/-) on Current Investments and Gain of Rs. 12,50,02,811/- (Previous Year Rs. 16,74,25,561/-) on Non current/Long Term Investments.

(2) Provision for diminution in value of Investments written back include Rs. 1,81,49,018/- provision written back (previous year Rs. 3,15,12,228/-written back) in respect of Non Current/ Long Term Investments and Rs. 2,55,36,365/- provision written back (Previous Year Rs. 2,45,96,981/- written back) in respect of Current Investments.

(3) Dividend Income includes Rs. 98,73,966/-(Previous Year Rs. 49,60,485/-) on Long Term/Non current Investments and Rs. 17,70,198/- (Previous year Rs. 14,12,826/-) on Current Investments.

2. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) CONTINGENT LIABILITIES:

(a) Income Tax demand disputed Rs. 77,92,043/-(Previous year Rs. 72,92,391/-) against which appeals are pending with appropriate authorities and in respect of which the management is confident that appeals will be decided in favour of the company.

(b) Guarantees given on behalf of Related Parties:- Rs. 7,00,00,000/- (Previous Year Rs. 22,00,00,000/-)

In the Opinion of the Management,the aforesaid guarantees had been given in view of overall long term business involvement/relation of the company with the aforesaid companies and the giving of aforesaid guarantees will not have any prejudicial impact on the company.

COMMITMENTS:

(a) Rs. Nil (Previous Year Rs. 50,30,000/-) on account of uncalled call money in respect of Partly paid up Shares.

3. QUANTITATIVE DETAILS

Quantitative information in respect of Investments in securities:

4. RELATED PARTY TRANSACTIONS

4.1 List of related parties with whom transactions have taken place and relationship:

a) Subsidiaries.

1. HB Prima Capital Limited (up to 24th June, 2013)

2. Mount Finance Limited

b) Key Managerial Personnel

1. Shri Vijay Sood, Managing Director

2. Shri J.M.L.Suri, Executive Director

3. Shri Anil Kumar Mittal ,Company Secretary

c) Person having control/significant influence /major shareholders 1. Shri Lalit Bhasin

d) Associate

1. Pisces Portfolios Private Limited

2. Taurus Asset Management Co. Ltd.

e) Enterprises over which control/significant influence exist of the relatives of persons mentioned in (c) above :-

1. RRB Master Securities Delhi Ltd.

f) Enterprises under direct or indirect common control/significant influence:

1. HB Portfolio Ltd.

2. HB Estate Developers Ltd.

3. HB Securities Ltd.(Subsidiary of HB Portfolio Ltd.)

4. RRB Securities Ltd.

5. RRB Masterholdings Ltd. (Subsidiary of RRB Securities Ltd.)

5. SEGMENT REPORTING

In the opinion of Management there are no separate reportable segments as per Accounting Standard Segment reporting (AS-17).

6. Disclosure pursuant to Accounting Standard AS-19 for Leases: - Operating Lease

a) Particulars of the minimum lease payments under Operating Lease:-

Not Later than One year Rs. 12,16,092/- (Previous Year Rs. 13,40,292/-)

Later than one year but not Rs. 19,35,384/- (Previous Year Rs. 12,16,092/-)

Later than five years

Later than five years Rs. Nil (Previous Year Rs. NIL)

b) Minimum lease payments recognised in the statement of profit & loss account during the year ended 31st March 2014 is Rs. 13,40,292/- (Previous Year Rs. 13,40,292/-).

c) General description of the lease arrangement.

The lease is for an initial period of 3 years, which may be renewal for further period as may be mutually agreed upon.

Restrictions imposed by lease arrangement:- - The Lessee shall not sublet or otherwise part with possession of a part or whole of the premise without the previous consent in writing of the lessor.

- The lessee shall use the premises for commercial purposes only.

7. Due to Micro, Small and Medium Enterprises

To the extent information available with the company,it has no dues to the Micro, Small and medium enterprises as at 31st March, 2014 and 31st March, 2013.

8. Disclosure pursuant to Accounting Standard AS-22 for accounting for taxes on Income:- The company is having brought forward losses under the Income Tax Act. In the absence of virtual as well as reasonable certainty of the realization and on the consideration of prudence, credit for Deferred Tax Assets has not been recognised to comply with Accounting Standard AS-22.

9. Disclosure relating to outstanding derivative exposures in securities :-

a) Cash Margin amounting to Rs.Nil (Rs.Nil) on Equity Derivative instruments contracts has been paid and outstanding as at the end of previous year. However, shares having book value of Rs. 11,91,000/-(Previous year Rs. 39,70,000/-) Market Value Rs. 80,55,000/-(Previous Year Rs. 3,27,50,000/-) were given as margin at the year end.

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Mar 31, 2013

1.1 Shares Costing Rs. 16,88,30,543/- (Previous Year Rs. 14,81,57,552/-) Were Lying Pledged/Given as Margin as at the Year end.

1.2 As at the year end,based on the last traded price on the stock exchange,there is diminution amounting to Rs. 32,18,09,439/- (Previous Year Rs. 32,15,92,108/-) in the Value of Long term/Non current Investment in DCM Shriram Industries Ltd. However,in the opinion of management the traded price on the exchange does not reflect its fair value in view of very thin trading volume on the exchange. Further in view of various factors such as significant stake,strategic long term investments,breakup/fair value evidenced by the investee company''s balance sheet and various other factors,in the opinion of management,no provision is required to be made of the aforesaid amount of diminution calculated solely on the basis of last traded price. In the opinion of management,the valuation of investment at cost is in accordance with the accounting standard (AS-13).

1.3 The Company''s Investments in DCM Shriram Industries exceeds the exposure norms as Specified in "Non-Banking (Non Deposit Accepting or Holding ) Companies Prudential Norms (Reserve Bank) Directions 2007".The Reserve Bank of India has granted extension of time till March 31,2014 for compliance with the exposure norms.

2 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) CONTINGENT LIABILITIES:

(a) Income Tax demand disputed Rs. 72,92,391/-(Previous year Rs. 82,53,941/-) against which appeals are pending with appropriate authorities and in respect of which the management is confident that appeals will be decided in favour of the company.

(b) Guarantees given on behalf of Related Parties:- Rs. 22,00,00,000/- (Previous Year Rs. 22,00,00,000/-)

In the Opinion of the Management,the aforesaid guarantees had been given in view of overall long term business involvement/relation of the company with the aforesaid companies and the giving of aforesaid guarantees will not have any prejudicial impact on the company.

COMMITMENTS:

(a) Rs.50,30,000/-(Previous Year Rs. Nil) on account of uncalled call money in respect of Partly paid up Shares.

3 RELATED PARTY TRANSACTIONS

3.1 List of related parties with whom transactions have taken place and relationship:

a) Subsidiaries.

1. HB Prima Capital Limited

2. Mount Finance Limited

b) Key Managerial Personnel

1. Shri Vijay Sood, Managing Director

2. Shri J.M.L.Suri, Executive Director

3. Shri Anil Kumar Mittal ,Company Secretary

c) Person having control/significant influence /major shareholders 1. Shri Lalit Bhasin

d) Associate

1. Pisces Portfolios Private Limited

2. Taurus Asset Management Co.Ltd.

e) Enterprises over which control/significant influence exist of the relatives of persons mentioned in(c) above :- 1. RRB Master Securities Delhi Ltd.

f) Enterprises under direct or indirect common control/significant influence:

1. HB Portfolio Ltd.

2. HB Estate Developers Ltd.

3. HB Securities Ltd.(Subsidiary of HB Portfolio Ltd.)

4. RRB Securities Ltd.

4 SEGMENT REPORTING

In the opinion of Management there are no separate reportable segments as per Accounting Standard Segment reporting (AS-17).

5 DISCLOSURE PURSUANT TO ACCOUNTING STANDARD-15

Defined Contribution Plan

Amount recognized as expense for defined contribution plans are as under:-

6 Disclosure pursuant to Accounting Standard AS-19 for Leases:- Operating Lease

a) Particulars of the minimum lease payments under Operating Lease:- Not Later than One year Rs. 13,40,292/- (Previous Year Rs.13,22,544/-) Later than one year but not Rs.12,16,092/- (Previous Year Rs.9,49,944/-) Later than five years

Later than five years Rs. Nil (Previous Year Rs. NIL)

b) Minimum lease payments recognised in the statement of profit & loss account during the year ended 31st March 2013 is Rs.13,40,292/- (Previous Year Rs. 12,90,144/-).

c) General description of the lease arrangement.

The lease is for an initial period of 3 years, which may be renewal for further period as may be mutually agreed upon. Restrictions imposed by lease arrangement:- - The Lessee shall not sublet or otherwise part with possession of a part or

whole of the premise without the previous consent in writing of the lessor. - The lessee shall use the premises for commercial purposes only.

7 Due to Micro,Small and Medium Enterprises

To the extent information available with the company,it has no dues to the Micro, Small and medium enterprises as at 31st March, 2013 and 31st March, 2012.

8 Disclosure pursuant to Accounting Standard AS-22 for accounting for taxes on Income:-

The company is having brought forward losses under the Income Tax Act. In the absence of virtual as well as reasonable certainty of the realization and on the consideration of prudence, credit for Deferred Tax Assets has not been recognised to comply with Accounting Standard AS-22.

9 Disclosure relating to outstanding derivative exposures in securities :-

a) Cash Margin amounting to Rs.Nil (Rs.Nil) on Equity Derivative instruments contracts has been paid and outstanding as at the end of previous year. However, shares having book value of Rs. 39,70,000/-(Previous year Rs.1,24,06,250/-) Market Value Rs. 3,27,50,000/-(Previous Year Rs. 12,75,00,000/-) were given as margin at the year end.

b) Detail of Open Interest in Equity Stock Futures Contracts as at the year-end 31.03.2013

10 Exceptional Item

Exceptional item consists of Rs. Nil/-(Previous Year Rs. 1,21,62,532) being interest Income on refund of income tax & Rs. Nil/-(Previous Year Rs. 20,00,000) on account of Claim received in settlement of Legal cases under Section 138 of the Negotiable Instrument Act.

11 Securities Exchange Board of India (SEBI), vide its Order dated May 09,2012 restrained the Company from buying, selling or dealing in the securities market whatsoever or accessing the securities market directly or indirectly for a period of 2 years from the date of the order. The order has been passed in relation to certain trades carried out more than 10 years ago in the scrip of a company. Aggrieved with the said order,the company filed an appeal and also a miscellaneous application before the Securities Appellate Tribunal (SAT),Vide its order dated May 17, 2012, the Hon''ble SAT has stayed the operation of the aforesaid order of SEBI till the disposal of appeal.The Management is of the firm belief that, and as also legally advised, the order of SEBI is not tenable and that appeal will be decided in its favour.In the opinion of the management, the going concern status of the company will not be impacted.

12 During the year under consideration, an inspection was carried out between 18th February 2013 and 1st March 2013 by the Reserve Bank of india with reference to financial position of the Company as on March 31,2012.The RBI vide its letter dated 23rd April 2013 has communicated to the company its observations.

One of the observation was regarding advances against share application money outstanding as on 31.03.2012 to be considered as a loss asset. However, in the opinion of the management the amount is not a loss asset and moreover the same has been fully recovered subsequent to the year ended 31.03.2013 upto the date of finalisation of balance sheet Therefore no provision is required to be made in this regard.

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Mar 31, 2012

(1) Provision for diminution in value of Investments written back include Rs. 18,73,790/

- provision made (previous year Rs. 15,01,246/-) in respect of Non Current/Long Term Investments and Rs. 17,89,36,879/- provision written back in respect of Current Investments (Previous Year Rs. 24,00,110/- written back).

(2) Dividend Income includes Rs. 60,33,596/- (Previous Year Rs. 2,71,46,444/-) on Long Term/Non current Investments and Rs. 8,79,179/- (Previous year Rs. 18,91,542/-) on Current Investments.

3. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR)

(a) Income Tax demand disputed Rs. 82,53,941/-(Previous year Rs. 2,44,13,018/-) against which appeals are pending with appropriate authorities and in respect of which the management is confident that appeals will be decided in favour of the company.

(b) Guarantees given on behalf of Related Parties:- Rs. 22,00,00,000/- (Previous Year Rs. 22,00,00,000/-)

In the Opinion of the Management, the aforesaid guarantees had been given in view of overall long term business involvement/relation of the company with the aforesaid companies and the giving of aforesaid guarantees will not have any prejudicial impact on the company.

4. RELATED PARTY TRANSACTIONS

4.1 List of related parties with whom transactions have taken place and relationship:

a) Subsidiaries.

1. HB Prima Capital Limited

2. Mount Finance Limited

b) Key Managerial Personnel

1. Shri Vijay Sood, Managing Director

2. Shri J.M.L.Suri, Executive Director

3. Shri Anil Kumar Mittal ,Company Secretary

c) Person having control/significant influence /major shareholders

1. Shri H.C. Bhasin (Expired on 07.12.2010)

2. Shri Lalit Bhasin

d) Associate

1. Pisces Portfolios Private Limited

e) Enterprises over which control/significant influence exist of the relatives of persons mentioned in(c ) above :-

1. RRB Master Securities Delhi Ltd.

f) Enterprises under direct or indirect common control/significant influence:

1. HB Portfolio Ltd.

2. HB Estate Developers Ltd.

3. HB Securities Ltd.(Subsidiary of HB Portfolio Ltd.)

4. RRB Securities Ltd.

5. SEGMENT REPORTING

In the opinion of Management there are no separate reportable segments as per Accounting Standard Segment reporting (AS-17).

6. Due to Micro, Small and Medium Enterprises

To the extent information available with the company it has no dues to the Micro, Small and medium enterprises as at 31st March,2012 and 31st March,2011.

7. Disclosure pursuant to Accounting Standard AS-22 for accounting for taxes on Income:-

The company is having brought forward losses under the Income Tax Act. In the absence of virtual as well as reasonable certainty of the realization and on the consideration of prudence, credit for Deferred Tax Assets has not been recognised to comply with Accounting Standard AS-22.

8. Disclosure relating to outstanding derivative exposures in securities :-

a) Cash Margin amounting to Rs.Nil (Rs.Nil) on Equity Derivative instruments contracts has been paid and outstanding as at the end of previous year. However, shares having book value of Rs. 1,24,06,250/-(Previous year Rs. 1,75,67,250/-) Market Value Rs. 12,75,00,000/-(Previous Year Rs. 20,46,56,250/-) were given as margin at the year end.

9. Exceptional Item

Exceptional item consists of Rs. 1,21,62,532/-(Previous Year Rs. NIL) being interest Income on refund of income tax & Rs. 20,00,000/-(Previous Year Rs. NIL) on account of Claim received in settlement of Legal cases under Section 138 of the Negotiable Instrument Act.

10. Securities Exchange Board of India (SEBI),vide its Order dated May 09,2012 restrained the Company from buying, selling or dealing in the securities market whatsoever or accessing the securities market directly or indirectly for a period of 2 years from the date of the order. The order has been passed in relation to certain trades carried out more than 10 years ago in the scrip of a company. Aggrieved with the said order, the company filed an appeal and also a miscellaneous application before the Securities Appellate Tribunal (SAT),Vide its order dated May 17,2012, the Hon'ble SAT has stayed the operation of the aforesaid order of SEBI till the disposal of appeal,the hearing of which has been fixed for July 11,2012.The Management is of the firm belief that, and as also legally advised, the order of SEBI is not tenable and that appeal will be decided in its favour. In the opinion of the management, the going concern status of the company will not be impacted due to aforesaid order of SEBI, the operation of which has since been stayed by SAT.

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Mar 31, 2011

1. (a) Advances recoverable includes due from subsidiary companies Rs. 3,57,50,000/- (Previous year Rs. 24,50,000/-) from HB Prima Capital Ltd., maximum balance outstanding during the year Rs. 3,57,50,000/-(Previous year 24,50,000/-) and Rs. 9,84,436/- (Previous year Rs. 8,89,436/-) due from Mount Finance Ltd. Maximum balance outstanding during the year Rs. 9,84,436/- (Previous year Rs. 8,89,436/-).

2. Contingent Liability in respect of:- (a) Income Tax demand disputed Rs.2,44,13,018/-(Previous year Rs.1,25,18,711/-) against which appeals are pending with appropriate authorities and in respect of which the management is confident that appeals will be decided in favour of the company.

The company has also filed various rectification applications. Moreover substantial refund due to the company for various years are pending adjustment against the aforesaid demand. Once the aforesaid rectification applications are disposed off and refund due to the company are adjusted, there will be no demand outstanding payable. (b) Guarantees issued on behalf of companies under the same management:- i) HB Securities Ltd. Rs.15,00,00,000/-(previous year Rs.15,00,00,000)/- ii) RRB Master Securities Delhi Ltd. Rs.7,00,00,000/-(previous year Nil) Subsequent to the year end, HB Securities Ltd. has written to their bank for withdrawal of guarantee of Rs.15,00,00,000/- as the same was no longer required by them. Accordingly the company has also written to the bank of HB Securities Ltd. for withdrawal of guarantee. The aforesaid guarantees were given in view of overall long term business involvement/relation of the company with the aforesaid companies. In the opinion of management, the giving of aforesaid guarantees will not have any prejudicial impact on the company.

3. In the opinion of the management, current assets, loans and advances are approximately of the value stated, if realised, in the ordinary course of the business.

4. Gain on Sale of Investments (Net) as shown in Profit & Loss Account includes Loss of Rs.3, 40,73,877/- (Previous Year Loss Rs. 1,28,41,104/-) on Trade Current Investments and Gain of Rs.8, 85,70,455/- (Previous Year Rs. 5,49,76,439/-) on Long Term Trade Investments. Provision for diminution in value of Investments as shown in Profit & Loss Account include Rs.15,01,246/- provision made (previous year Rs.1,70,51,295/- written back) in respect of Long Term Investments and Rs. 24,00,110/- written back in respect of Current Investments (Previous Year Rs. 10,87,86,968/-).

5. Dividend Income includes Rs. 2,71,46,444/- (Previous Year Rs 2,73,11,528/-) on Long Term Investments-Trade, Rs. 18,91,542/-(Previous year Rs. 16,03,009/-) on Current Investments-Trade.

6. Provision for diminution in the value of Investments is charged to Profit & Loss Account and shown correspondingly under the head "Provisions” in the Balance Sheet without showing it as deduction from the value of Investments. This is being done in compliance with Non-banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007. It has no impact on the profit for the year and also on the net carried amount of the investments. Provision for diminution in value of Investments as shown in Balance Sheet includes Rs. 13,33,33,406/- (Previous Year Rs. 13,18,32,160/-) on Long term Investments and Rs. 25,38,86,395/- (Previous Year Rs. 25,62,86,506/-) on Current Investments

7. In the opinion of management no provision is required for diminution amounting to Rs.19, 96,69,557/-(previous year Rs. 9,98,12,627/-) in the value of Long term investment in DCM Shriram Industries Ltd. as the same is considered to be temporary.

8. The company is having brought forward losses under the Income Tax Act. In the absence of virtual as well as reasonable certainty of the realization and on the consideration of prudence, credit for Deferred Tax Assets has not been recognised to comply with Accounting Standard AS-22.

9. Disclosure pursuant to Accounting Standard AS-19 for Leases: - Operating Lease

a) Particulars of the minimum lease payments under Operating Lease:- I. Not Later than One year Rs.11, 65,948/- (Previous Year Rs.12, 73,948/-)

II. Later than one year but not Rs. 9,49,948/- Later than five years (Previous Year Rs.21, 15,895/-)

III. Later than five years Rs. Nil

(Previous Year NIL)

b) Minimum lease payments recognised in the statement of profit & loss account during the year ended 31st March 2011 is Rs. 12,73,944/-(Previous Year Rs13, 18,511/-).

c) General description of the lease arrangement.

I. The lease is for an initial period of 3 years, which may be renewal for further period as may be mutually agreed upon. II Restrictions imposed by lease arrangement:- –

The Lessee shall not sublet or otherwise part with possession of a part or whole of the premise without the previous consent in writing of the lessor.

– The lessee shall use the premises for commercial purposes only.

– The lessee can terminate the lease by serving three months notice to the lessor in respect of one agreement and one-month notice in respect of second agreement.

10. In the opinion of Management there are no separate reportable segments as per Accounting Standard Segment reporting (AS-17).

11. Disclosure of related party transaction in accordance with the Accounting Standard (AS-18) "Related Party Disclosures” is as per annexure attached.

12. Earning per share pursuant to Accounting Standard (AS-20) "Earning Per Share".

13. Traveling Expenses includes Rs. 7,37,096/-(Previous Year Rs.9,43,647/-) on account of Directors Travelling.

14. The Companys investments in certain scrips exceeds the exposure norms as specified in Non-Banking Financial (Non deposit accepting or holding) companies Prudential norms (Reserve bank Directions 2007. The company has made an application to Reserve Bank of India for exemption for a period of 5 years from applicability of these provisions to the company. The Reserve Bank of India has also sought clarification/compliance from the company on the matter. The Necessary representations/clarification is being made to Reserve Bank of India. The management is confident of getting the exemption.

15. (a) To the extent information available with the company, Sundry Creditors include Nil,

(Previous year Nil) due to Small Scale Industrial Undertaking. (b) The company has not received any information from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006. To the extent information available with the company, the company does not owe any sum including interest required to be disclosed under the said Act.

16. Disclosure relating to outstanding derivative exposures in securities :- (a) Cash Margin amounting to Rs.Nil (Rs.Nil) on Equity Derivative instruments contracts has been paid and outstanding as at the end of previous year. However, shares having book value of Rs.1,75,67,250/-(Previous year Rs.1,04,21,250/-) Market Value Rs. 20,46,56,250/-(Previous Year Rs.19, 64,15,625/-) were given as margin at the year end.

17 Previous Year figures have been regrouped/rearranged wherever considered necessary.

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Mar 31, 2010

1. (a) Advances recoverable includes due from subsidiary companies Rs.24,50,000/- (Previous year Rs.24,50,000/-) from HB Prima Capital Ltd., maximum balance outstanding during the year Rs.24,50,000/-(Previous year 24,50,000/-) and

2. Contingent Liability in respect of:-

(a) Income Tax demand disputed Rs.1,25,18,711/-(Previous year Rs.89,05,374/-) against which appeals are pending with appropriate authorities and in respect of which the management is confident that appeals will be decided in favour of the company.

The company has also filed various rectification applications. Moreover substantial refund due to the company for various years are pending adjustment against the aforesaid demand. Once the aforesaid rectification applications are disposed off and refund due to the company are adjusted, there will be no demand outstanding payable.

3. In the opinion of the management, current assets, loans and advances are approximately of the value stated, if realised, in the ordinary course of the business.

4. Gain on Sale of Investments (Net) as shown in Profit & Loss Account includes Loss of Rs.1,28,41,104/-on Trade Current Investments in securities (Previous Year Loss Rs.2,07,36,324/-), Gain of Rs.5,49,76,439/- (Previous Year Rs.20,88,47,484/-) on Long Term Trade Investments in securities and Gain of Rs. Nil (previous year Rs.18,64,42,000/ -) on properties(current investment- trade). Provision for diminution in value of Investments as shown in Profit & Loss Account include Rs.1,70,51,295/-(previous year Rs.1,83,95,601/ -) on account of provision written back in respect of Long Term Investments in securities and Rs. 10,87,86,968/- in respect of Current Investments in securities(Previous Year provision made Rs.21,23,28,365/-).

5. Dividend Income includes Rs.2,73,11,528/- (Previous Year Rs 92,33,961/-) on Long Term Investments-Trade, Rs. 16,03,009/-(Previous year Rs. 49,36,706/-) on Current Investments-Trade.

6. Provision for diminution in the value of Investments is charged to Profit & Loss Account and shown correspondingly under the head “Provisions” in the Balance Sheet without showing it as deduction from the value of Investments. This is being done in compliance with Non-banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007. It has no impact on the profit for the year and also on the net carried amount of the investments. Provision for diminution in value of Investments as shown in Balance Sheet includes Rs.13,18,32,160/-(Previous Year Rs. 14,88,83,456/-) on Long term Investments and Rs. 25,62,86,506/-(Previous Year Rs.36,50,73,474/-) on Current Investments

7. The company is having brought forward losses under the Income Tax Act. In the absence of virtual as well as reasonable certainty of the realization and on the consideration of prudence, credit for Deferred Tax Assets has not been recognised to comply with Accounting Standard AS-22.

8. Disclosure pursuant to Accounting Standard AS-19 for Leases :-

Operating Lease

a) Particulars of the minimum lease payments under Operating Lease:- I. Not Later than One year (Previous Year Rs.11,85,240/-) Rs. 12,73,948/- II. Later than one year but not Later than five years Rs. 21,15,895/- (Previous Year Rs.14,01,240/-)

III. Later than five years (Previous Year NIL) Rs. Nil

b) Minimum lease payments recognised in the statement of profit & loss account during the year ended 31st March, 2010 is Rs. 13,18,511/-(Previous Year Rs16,14,373/-).

c) General description of the lease arrangement. I. The lease is for an initial period of 3 years, which may be renewal for further period as may be mutually agreed upon. II Restrictions imposed by lease arrangement:- — The Lessee shall not sublet or otherwise part with possession of a part or whole of the premise without the previous consent in writing of the lessor.

— The lessee shall use the premises for commercial purposes only.

— The lease can be terminated by the lessee by serving three months notice to the lessor in respect of one agreement and one month notice in respect of second agreement.

9. In the opinion of Management there are no separate reportable segments as per Accounting Standard Segment reporting (AS-17).

10. Disclosure of related party transaction in accordance with the Accounting Standard (AS- 18) “Related Party Disclosures” is as per annexure attached.

11. The Company’s investments in certain scrips exceeds the exposure norms as specified in Non-Banking Financial (Non deposit accepting or holding) companies Prudential norms (Reserve bank ) Directions 2007. The company has made an application to Reserve Bank of India for exemption for a period of 5 years from applicability of these provisions to the company.

12. In the opinion of management no provision is required for diminution amounting to Rs.9,98,12,627/-(previous year Rs.27,58,08,858/-)in the value of Long term investment in DCM Shriram Industries Ltd. as the same is considered to be temporary.

13. Traveling Expenses includes Rs.9,43,647/-(Previous Year Rs.12,52,160/-)on account of Director’s Travelling.

14. (a) To the extent information available with the company, Sundry Creditors include Nil,

(Previous year Nil) due to Small Scale Industrial Undertaking. (b) The company has not received any information from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006. To the extent information available with the company, the company does not owe any sum including interest required to be disclosed under the said Act.

15. Disclosure pursuant to Guidance Note issued by The Institute of Chartered Accountants of India on ‘Accounting for Equity Index & Equity Stock Futures & Options’:- (a) Cash Margin amounting to Rs.Nil (Rs.Nil) on Equity Derivative instruments contracts has been paid and outstanding as at the end of previous year. However, shares having book value of Rs.1,04,21,250/-(Previous year Rs.69,09,000/-)Market Value Rs.19,64,15,625/-(Previous Year Rs.7,36,75,000/- ) were given as margin at the year end.

16. Previous Year figures have been regrouped/rearranged wherever considered necessary.

17. Additional information pursuant to part IV of Schedule VI of the Company Act, 1956 is annexed.

18. Additional Information pursuant to Non-banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 is annexed.

19. Schedules 1 to 12 form an integral part of the accounts.

ANNEXED REFERRED TO IN NOTE NO. 10 OF SCHEDULE 12 TO THE ACCOUNTS RELATED PARTY DISCLOSURES (AS IDENTIFIED BY MANAGEMENT AND RELIED UPON BY AUDITORS)

As per Accounting Standard (AS-18) on “Related Party Disclosures”, the disclosure of transactions with the related party as defined in the Accounting Standard are given below:

1. List of related parties with whom transactions have taken place and relationship :

a) Subsidiaries.

i) HB Prima Capital Limited ii) Mount Finance Ltd.

b) Key Managerial Personnel

i) Shri Vijay Sood, Managing Director ii) Shri J.M.L.Suri, Executive Director iii) Shri Anil Kumar Mittal ,Company Secretary

c) Person having control/significant influence /major shareholders i) Shri H C Bhasin (no transaction during the year)

ii) Shri Lalit Bhasin

d) Enterprise over where significant influence exist:- i) Pisces Portfolios Private Limited

e) Enterprises over which control/significant influence exist of the relatives of persons mentioned in (c ) above :- i) RRB Master Securities Delhi Ltd.

f) Enterprises under direct or indirect common control/significant influence :- i) HB Portfolio Ltd.

ii) HB Estate Developers Ltd.

iii) HB Securities Ltd.(Subsidiary of HB Portfolio Ltd.)

iv) RRB Securities Ltd.