Directors Report of Inter Globe Finance Ltd.

Mar 31, 2024

Your Directors are pleased to present the31stAnnual Report together with Audited Accounts of your Company for the financial year ended March 31st, 2024.

1. FINANCIAL RESULTS :

The summarized Standalone financial performance of your Company is as below:

(Rs.in lakhs)

Particulars	Standalone
	2023-24	2022-23
Profit Before Tax	1197.87	241.77
Less : Current Taxes	353.49	54.37
Deferred Tax	0.16	2.56
Tax for earlier Year	-	-
Profit for the year	844.22	184.84
Add: Balance in Profit & Loss Account	(382.42)	(571.81)
Add/Less: Appropriations:
Transfer from P/L A/c	1197.86	241.77
Transfer to General Reserve	-	-
Provision for Income Tax	(353.49)	(54.37)
Proposed Dividend		-
Provision for Income tax for earlier years	-	4.54
Tax on Dividend of earlier year		-
Deferred Tax Liability	0.16	(2.56)
Other Income Tax (Extra-ordinary Item)	-	-
Transfer to Statutory Reserve	-	-
Provision for Standard Assets	-	-
Closing Balance (Transfer to Statutory Reserve)	(211.05)	(382.42)

2. SHARE CAPITAL

The paid-up Equity Share Capital of the Company on 31st March, 2024 was Rs. 682.23 Lacs.

The Authorized Share Capital was increased from Rs. 9,88,00,000/- to 16,00,000,000/- by an Extraordinary General Meeting held on 18th March, 2024.

3. TRANSFER TO RESERVES

An amount of Rs. 250.74 lacs was transferred to General Reserves for the year ended 31st March, 2024

4. DIVIDEND

No dividend has been recommended for the year under review.

5. OPERATIONAL REVIEW

During the current financial year ended 31.03.2024, the Company''s total turnover amounted to Rs. 224.78 Crores in comparison to Rs. 21.30 Crores in the previous financial year 2022-23.

The total interest earned during FY 2023-24 was Rs. 5.66 Crores in comparison to Rs.6.07 Crores in FY 2022-2023.

The Company earned a profit of Rs. 11.98 crores in comparison to Rs.2.42 Crores in FY 2022-2023.

6. FUTURE PROSPECTS

The company is making efforts continuously to improve its business operations. In view of the above, prospects of the Company appear bright in the near future.

7. EXTRACT OF THE ANNUAL RETURN

As required by Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, extract of the Draft Annual Return uploaded on the website.

8. NUMBER OF BOARD MEETINGS

12meetings of the board were held during the year. For details of the meetings of the board, please refer tothe Corporate Governance report, which forms part of this report.

9. DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with Section 152(6) of The Companies Act, 2013 and the Articles of Association of the Company. Ms. Seema Gupta, Director (DIN - 00655023) of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.

None of the Directors of the company are disqualified as per section 164 of the Companies Act 2013. The directors have made necessary disclosures as required under various provisions of the Act and SEBI (Listing Obligations & Disclosure Requirements), Regulations, 2015.

Pursuant to Section 149 of the Companies Act, 2013, Mr. Mohit Rathi (DIN - 10287233) has been appointed as an Independent Director category for 5 years w.e.f the 29th day of September, 2023.

Also during the year, Mr. Sobhit Sanjiv Kumar Agarwal (DIN - 08215641) resigned as an Independent Director due to other professional commitments.

Further,pursuant to the Provisions of Section 203 of the Companies Act 2013, the Key Managerial Personnel of the Company are - Mr. Navin Jain - Chairman & Managing Director, Mr. Anirban Dutta - Chief Financial Officer and Ms. Pritha Beriwal - Company Secretary.

10. DIRECTORS'' RESPONSIBILITY STATEMENT

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

(a) In the preparation of the annual accounts for the financial year ended March 31, 2024, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as on 31st March, 2024 and of the profit of your company for the year ended on that date;

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

(d) The directors have prepared the annual accounts for the financial year ended March 31, 2024 on a going concern basis.

(e) The directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

11. BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 the Board has carried out the annual performance evaluation of its own performance, the Directors individually including the Chairman of the Board as well as the evaluation of the Committees of the Board. A structured questionnaire was prepared after taking into consideration inputs received from the Directors. The performance evaluation of the Independent Directors was also carried out by the entire Board.

The results of the evaluation done by Independent Directors were reported to the Chairman of the Board. It was reported that the performance evaluation of the Board, Committee etc. was satisfactory. The Directors expressed their satisfaction over the evaluation process.

12. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS OR SECURITIES

Your Company is exempted from the applicability of the provisions of Sec.186 of the Companies Act, 2013 (Act) read with Rule 11 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Companies (Meetings of Board and its Powers) Amendment Rules, 2015 as your Company is engaged in the business of Long term financing and meeting the credit needs of its Customers.

13. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All the related party transactions of your Company are entered at arm''s length basis and are in compliance with the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations, 2015. There are no materially significant transactions made by the Company with the Promoters, Directors or Key Managerial Personnel (KMPs) which

have potential conflict with the interest of your Company at large. Members may refer to the notes to financial statements for details of related party transactions.

All related party transactions entered into by your Company were in the ordinary course of business and were on arm''s length basis.

Moreover, your Company had also obtained shareholders approval in AGM last year for entering into any contacts or arrangements with Related parties.

A Related Party Policy has been devised by your company for determining the materiality of transactions with related parties and dealings with them. The said policy is available on your Company''s website www.Igfl.co.in.

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

During the year under review, there are no such orders passed by the regulator / courts / tribunals impacting the going concern status and your Company''s operations in future.

15. INTERNAL FINANCIAL CONTROL SYSTEMS

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope of work includes review of process for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes and assessing the internal control strengths in all areas.

16. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Corporate Social Responsibility(CSR) has become applicable to your Company in pursuance of the Net Profit exceeding Rs. 5 crores for FY 2023-24.

Accordingly, the Board recommended for formulation of Corporate Social Responsibility policy & constitution of the CSR Committee.

The CSR Committee has been duly constituted as per the provisions of Section 135 of The Companies Act, 2013 and the Rules made there under, Guidelines, Regulations and Standards.

17. AUDITORS AND AUDITORS'' REPORT

(A) STATUTORY AUDITORS:

M/s..Sahaj & Associates, Chartered Accountants resigned as the Statutory Auditors due to professional preoccupations w.e.f from the close of business hours of 10th August, 2023

M/s. JLN US & Co., Chartered Accountants, were appointed as Statutory Auditors w.e.f 11th August, 2023 subject to your approval.

M/s. JLN US & CO., Chartered Accountants, Statutory Auditors of the company have expressed an unqualified opinion. The Auditor''s Report to the members does not contain any qualification or adverse remarks on the financial reporting and disclosure of the Company. The Notes to Accounts forming part of the financial statements are self-explanatory and need no further explanation as required under sub-section (3) of Section 134 of Companies Act, 2013.

(B) SECRETARIAL AUDITOR:

Pursuant to Section 204 of Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Directors had appointed Ms. Isha Bothra, Practicing Company Secretary as Secretarial Auditor to conduct the Secretarial Audit for the financial year 2023-24. The Secretarial Audit Report for the financial year ended 31st March, 2024 is annexed herewith.

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

(A) CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The particulars of conservation of energy and technology absorption as required under Section 134(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 are not applicable to the Company.

(B) FOREIGN EXCHANGE EARNINGS AND OUT-GO:

During the period under review the rewere no foreign exchange earnings or out flow.

19. MANAGERIAL REMUNERATION

(I) Particulars of Employees pursuant to section197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial

Personnel) Amendment Rules, 2016;

(i) The ratio of the remuneration of each Director to the median remuneration of the employees of the company for the financial year;

Sl. No.	Name of the Directors	Remuneration (Rs.)		Median Remuneration of Employees (Rs.)				Ratio (in times)
1	Navin Jain	3118408		12,00,000				2.599 times
2	Anirban Dutta	683500						0.5696 times
(ii) the percentage increase in remuneration of each director, : Navin Jain - 30.94% Chief Financial Officer, Chief Executive Officer, Company Anirban Dutta - 26.34% Secretary or Manager, if any, in the financial year; Pritha Beriwal - 50%
(iii) the percentage increase in the median remuneration of : There is a 25.26% increase of median remuneration of employees. employees in the financial year;
(iv) the number of permanent employees on the rolls of company; : 9 employees as on 31.03.2024.
(v) the explanation on the relationship between average increase : There was 10% increase in the remuneration of the employees of the Company during in remuneration and company performance; the financial year 31st March, 2024.
(vi) comparison of the remuneration of the Key Managerial : The remuneration of the key managerial personnel is keeping in view the performance Personnel against the performance of the company; of the Company as aforesaid and trend of remuneration in industry.
(vii) variations in the market capitalization of the company, price : earnings ratio as at the closing date of the current financial year and previous financial year and percentage increase over decrease in the market quotations of the shares of the company in comparison to the rate at which the company came out with the last public offer;			Particulars			As on 31.03.2024			As on 31.03.2023
			Market Capitalisation (Rs.)			423869188.35			182291722.40
			Price Earning Ratio			N.A.			.N.A
			Share price : BSE			62.13			26.72
(viii) average percentile increase already made in the salaries of : There was no variation in percentile increment made in the salaries of the employees other than the managerial personnel in the last employees & the Managerial Personnel. financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;
(ix) comparison of the each remuneration of the Key Managerial : Personnel against the performance of the company;			The Comparison of remuneration of each of the KMP against the performance of the Company are as under;
			Sl. No.		Particulars		Remuneration			Net Profit
			1		Navin Jain		3118408			84421848
			2		Anirban Dutta		683500			84421848
			3		Pritha Beriwal		750000			84421848
(x) The key parameters for any variable component of : NIL remuneration availed by the directors;
(xi) the ratio of the remuneration of the highest paid director : to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year;			Sl. No.		Particulars		Remuneration			Ratio
			1.		Navin Jain Rakhi Jain		3118408 3062400			1.1083 times
			2.		Navin Jain Pramod Jain		3118408 5201400			0.5995 times
(xii) Affirmation that the remuneration is as per the remuneration : The Company affirms remuneration is as per the remuneration policy of the Company. policy of the Company;

(I) None of the Company''s employees has drawn salary more than Rs. 60 Lacs per annum, if employed throughout the year and more than Rs. 5 Lacs per month if employed for the part of the year.None of the Company''s employees by himself or along with his spouse and dependent children holds 2% or more equity shares of the Company and drawing remuneration in excess of remuneration of the Whole Time Director except Mr. Pramod Jain & Mrs. Rakhi Jain.

Information as per Rules 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 -

Sr No.	Name	Designation	Nature of Employment	Qualification	Experience	Date of Commencement of employment	Age	Previous Employ ment	% of shares held in the Company	Whether related to any Director or Manager
(A) The name of top ten employees in terms of remuneration drawn
1	Pramod Jain	CIO	Fixed	CA	More than 20 years	01.04.2010	43	Hindustan Unilever Limited	6.547	Yes- Mr. Navin Jain
2	Rakhi Jain	Manager	Fixed	MBA	More than 20 years	01.04.2010	40	HDFC Bank Limited	6.057	Yes- Mr. Navin Jain
3	Navin Jain	Chairman & Managing Director	Fixed	B.Com	More than 25 years	11.01.2008	51	NA	1.631
4	Anirban Dutta	Executive Director & CFO	Fixed	B.Com	More than 25 years	25.06.2011	49	NA	NA
5	Pritha Beriwal	Company Secretary	Fixed	CS	More than 10 years	18.12.2017	34	None	NA	No
(B) Personnel who are in receipt of remuneration aggregating not less than Rs. 10,200,000 per annum and employed throughout the year.
NIL
(C) Personnel who are in receipt of remuneration aggregating not less than Rs. 8,50,000 per month and employed for the part of the year:
NIL
(D) Personnel who are in receipt of remuneration aggregating in excess of that drawn by the Managing Director and holds by himself or along with his spouse and dependent children, not less than 2% of the equity shares of the Company and employed through the year or part of the financial year:
1	Pramod Jain	Manager	Fixed	CA	More than 20 years	01.04.2010	43	Hindustan Unilever Limited	6.547	Yes- Mr. Navin Jain
2	Rakhi Jain	Manager	Fixed	MBA	More than 20 years	01.04.2010	40	HDFC Bank Limited	6.057	Yes- Mr. Navin Jain

(II) No sitting fees were paid to Independent Directors for attending meetings of the Board for the Financial Year 2023-24.

20. COMPLIANCE WITH RBI GUIDELINES

Your Company has complied with all applicable regulations of the Reserve Bank of India. As per Non-Banking Finance Companies RBI Directions, 1998, the Directors hereby report that the Company did not accept any public deposits during the year and did not have any public deposits outstanding at the end of the year.

21. CORPORATE GOVERNANCE

Your Company has taken adequate steps to ensure that the conditions of Corporate Governance as stipulated under Regulation 34(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 of the Stock Exchanges are complied with.

A separate Section of Corporate Governance and a certificate of the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated Regulation 34(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, form part of the Annual Report.

22. MANAGEMENT DISCUSSION ANALYSIS REPORT (MDAR):

The Management Discussion and Analysis Report for the year under review as stipulated under Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented in a separate section which forms part of the Annual Report.

23. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

In pursuance of the provisions of The Investor Education & Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 subsequently amended by the Investor Education and Protection Fund Authority(Accounting, Audit, Transfer and Refund) Amendment Rules, 2017 there were shares lying with the Company in respect of which dividend was not paid or claimed by the shareholders for seven consecutive years or more in respect of FY 2014-2015.

Accordingly after informing the shareholders continually to claim the unclaimed dividend & complying with all the relevant rules & laws the Company has transfer the shares & dividend in the name of the designated demat account of the IEPF Authority.

24. LISTING OF SHARES

The Shares of your Company is listed with The BSE Limited& CSE Limited. Your Company has duly paid listing fees to BSE & CSE for the year ended 2023-2024.

25. ACKNOWLEDGEMENTS

Yours Directors would like to place on record their appreciation for the continued co-operation and support received from the Company''s Shareholders, Bankers and other Business Associate.

Registered Office : On behalf of the Board

6B, Bentinck Street Sd/- Sd/-

Aloka House Navin Jain Anirban Dutta

Kolkata - 700 001 Chairman & Managing Director (CMD) Director

Date : August 29, 2024 (DIN - 01197626) (DIN - 00655172)

---

Mar 31, 2023

Your Directors are pleased to present the 30thAnnual Report together with Audited Accounts of your Company for the financial year ended March 31st, 2023.

1. FINANCIAL RESULTS :

The summarized Standalone financial performance of your Company is as below:

(Rs.in lakhs)

Particulars	Standalone
	2022-23	2021-22
Profit Before Tax	241.77	(73.09)
Less : Current Taxes	54.37	76.50
Deferred Tax	2.56	6.77
Tax for earlier Year	-	-
Profit for the year	184.84	(156.36)
Add: Balance in Profit & Loss Account	(571.81)	(416.11)
Add/Less: Appropriations:
Transfer from P/L A/c	241.77	(73.09)
Transfer to General Reserve	-	-
Provision for Income Tax	(54.37)	(76.50)
Proposed Dividend	-	-
Provision for Income tax for earlier years	4.54
Tax on Dividend of earlier year	-	-
Deferred Tax Liability	(2.56)	(6.77)
Other Income Tax (Extra-ordinary Item)	-	-
Transfer to Statutory Reserve	-	-
Provision for Standard Assets	-	0.66
Closing Balance	(382.42)	(571.81)

2. SHARE CAPITAL

The paid-up Equity Share Capital of the Company on 31stMarch, 2023 was Rs.682.23 Lacs.

3. TRANSFER TO RESERVES

No amount has been proposed to be transferred to the reserves for the year under review.

4. DIVIDEND

No dividend has been recommended for the year under review.

5. OPERATIONAL REVIEW

During the current financial year ended 31.03.2023, the Company''s total turnover amounted to Rs. 21.30 Crores in comparison to Rs. 21Crores in the previous financial year 2021-22.

The total interest earned during FY 2022-23 wasRs.6.07 Crores in comparison to Rs. 6.12 Crores in FY 2021-2022.

The Company earned a profit of Rs2.42 crores.

6. FUTURE PROSPECTS

The company is making efforts continuously to improve its business operations. In view of the above, prospects of the Company appear bright in the near future.

7. EXTRACT OF THE ANNUAL RETURN

As required by Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, extract of the Draft Annual Return up loaded in the Website.

8. NUMBER OF BOARD MEETINGS

10 meetings of the board were held during the year. For details of the meetings of the board, please refer to the Corporate Governance report, which forms part of this report.

9. DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with Section 152(6) of The Companies Act, 2013 and the Articles of Association of the Company. Ms. Seema Gupta Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.

None of the Directors of the company are disqualified as per section 164 of the Companies Act 2013. The directors have made necessary disclosures as required under various provisions of the Act and SEBI (Listing Obligations & Disclosure Requirements), Regulations, 2015.

Pursuant to Section 149 of the Companies Act, 2013, Mr. Mohit Rathi (DIN - 10287233) has been appointed as an Additional Director(in Independent Director category) for 5 years w.e.f the 23rd day of August, 2023 subject to your approval. He has submitted a declaration that he meets the criteria of independence as laid down under Section 149(6) of the Companies Act.

Further, pursuant to the Provisions of Section 203 of the Companies Act 2013, the Key Managerial Personnel of the Company are -Mr. Navin Jain-Chairman & Managing Director, Mr. Anirban Dutta-Chief Financial Officer and Ms. Pritha Beriwal-Company Secretary.

10. DIRECTORS'' RESPONSIBILITY STATEMENT

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

(a) In the preparation of the annual accounts for the financial year ended March 31, 2023, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as on 31st March, 2023 and of the profit of your company for the year ended on that date;

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

(d) The directors have prepared the annual accounts for the financial year ended March 31, 2023 on a going concern basis.

(e) The directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

11. BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 the Board has carried out the annual performance evaluation of its own performance, the Directors individually including the Chairman of the Board as well as the evaluation of the Committees of the Board. A structured questionnaire was prepared after taking into consideration inputs received from the Directors. The performance evaluation of the Independent Directors was also carried out by the entire Board.

The results of the evaluation done by Independent Directors were reported to the Chairman of the Board. It was reported that the performance evaluation of the Board, Committee etc. was satisfactory. The Directors expressed their satisfaction over the evaluation process.

12. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS OR SECURITIES

Your Company is exempted from the applicability of the provisions of Sec.186 of the Companies Act, 2013 (Act) read with Rule 11 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Companies (Meetings of Board and its Powers) Amendment Rules, 2015 as your Company is engaged in the business of Long term financing and meeting the credit needs of its Customers.

13. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

AAll the related party transactions of your Company are entered at arm''s length basis and are in compliance with the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations, 2015. There are no materially significant transactions made by the Company with the Promoters, Directors or Key Managerial Personnel (KMPs) which have potential conflict with the interest of your Company at large. Members may refer to the notes to financial statements for details of related party transactions.

All related party transactions entered into by your Company were in the ordinary course of business and were on arm''s length basis.

Moreover, your Company had also obtained shareholders approval in AGM last year for entering into any contacts or arrangements with Related parties.

A Related Party Policy has been devised by your company for determining the materiality of transactions with related parties and dealings with them. The said policy is available on your Company''s website www.Igfl.co.in.

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

During the year under review, there are no such orders passed by the regulator / courts / tribunals impacting the going concern status and your Company''s operations in future.

15. INTERNAL FINANCIAL CONTROL SYSTEMS

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope of work includes review of process for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes and assessing the internal control strengths in all areas.

16. CORPORATESOCIALRESPONSIBILITYINITIATIVES

In pursuance of the provision of Section 135 of the Companies Act, 2013, the CSR provisions were not applicable to the Company.

17. AUDITORS AND AUDITORS'' REPORT

(A) STATUTORY AUDITORS:

M/s. Sahaj & Associates, Chartered Accountants, Statutory Auditors of the company have expressed an unqualified opinion. The Auditor''s Report to the members does not contain any qualification or adverse remarks on the financial reporting and disclosure of the Company. The Notes to Accounts forming part of the financial statements are self-explanatory and need no further explanation as required under sub-section (3) of Section 134 of Companies Act, 2013.

Subsequently as informed M/s. Sahaj & Associates, (127954W) Chartered Accountants have tendered their resignation due to professional preoccupations and other commitments.

Your Company on the recommendation of the Nomination & Remuneration Committee have appointed M/s. JLN & Associates(FRN -101543W) , Chartered Accountants to fill the casual vacancy subject to your approval.

(B) SECRETARIAL AUDITOR:

Pursuant to Section 204 of Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Directors had appointed Ms. Isha Bothra, Practicing Company Secretary as Secretarial Auditor to conduct the Secretarial Audit for the financial year 2022-23. The Secretarial Audit Report for the financial year ended 31st March, 2023 is annexed herewith.

Following Regulation 24A of SEBI (Listing Obligations & Disclosures Requirements) Regulations, 2015, Secretarial Auditor have also carried out Secretarial Compliance Report for FY 2022-2023.

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

(A) CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

The particulars of conservation of energy and technology absorption as required under Section 134(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 are not applicable to the Company.

(B) FOREIGN EXCHANGE EARNINGS AND OUT-GO:

During the period under review there were no foreign exchange earnings or outflow.

19. MANAGERIAL REMUNERATION

(I) Particulars of Employees pursuant to section197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016;

(i) The ratio of the remuneration of each Director to the median remuneration of the employees of the company for the financial year;

Sl. No.	Name of the Directors	Remuneration (Rs.)	Median Remuneration of Employees (Rs.)	Ratio (in times)
1	Navin Jain	23,81,400	9,58,000	2.486 times
2	Anirban Dutta	5,41,000		0.565 times

(ii) the percentage increase in remuneration of each director, : Navin Jain - NA Chief Financial Officer, Chief Executive Officer, Company Anirban Dutta - NA Secretary or Manager, if any, in the financial year; Pritha Beriwal - 51%
(iii) the percentage increase in the median remuneration of : There is a 10% increase of median remuneration of employees. employees in the financial year;
(iv) the number of permanent employees on the rolls of company; : 8 employees as on 31.03.2023.
(v) the explanation on the relationship between average increase : There was 10% increase in the remuneration of the employees of the Company during in remuneration and company performance; the financial year 31st March, 2023.
(vi) comparison of the remuneration of the Key Managerial : The remuneration of the key managerial personnel is keeping in view the performance Personnel against the performance of the company; of the Company as aforesaid and trend of remuneration in industry.
(vii) variations in the market capitalization of the company, price : earnings ratio as at the closing date of the current financial year and previous financial year and percentage increase over decrease in the market quotations of the shares of the company in comparison to the rate at which the company came out with the last public offer;	Particulars		As on 31.03.2023		As on 31.03.2022
	Market Capitalisation (Rs.)		18,22,91,722.40		10,19,93,310.25
	Price Earning Ratio		N.A.		.N.A
	Share price : BSE		26.72		14.95
(viii) average percentile increase already made in the salaries of : There was no variation in percentile increment made in the salaries of the employees other than the managerial personnel in the last employees & the Managerial Personnel. financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;
(ix) comparison of the each remuneration of the Key Managerial : Personnel against the performance of the company;	The Comparison of remuneration of each of the KMP against the performance of the Company are as under:
	Sl. No.	Particulars		Remuneration		Net Profit
	1.	Navin Jain		23,81,400		1,84,84,000
	2.	Anirban Dutta		5,41,000		1,84,84,000
	3.	Pritha Beriwal		5,00,000		1,84,84,000
(x) The key parameters for any variable component of : NIL remuneration availed by the directors;

(xi) the ratio of the remuneration of the highest paid director : to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year;	Sl. No.	Particulars	Remuneration	Ratio
	1.	Navin Jain Rakhi Jain	23.81.400 30.62.400	1:1.286 times
	2.	Navin Jain Pramod Jain	23.81.400 52.01.400	2.184 times
(xii) Affirmation that the remuneration is as per the remuneration : The Company affirms remuneration is as per the remuneration policy of the Company. policy of the Company;

(I) None of the Company''s employees has drawn salary more than Rs. 60 Lacs per annum, if employed throughout the year and more than Rs. 5 Lacs per month if employed for the part of the year. None of the Company''s employees by himself or along with his spouse and dependent children holds 2% or more equity shares of the Company and drawing remuneration in excess of remuneration of the Whole Time Director except Mr. Pramod Jain & Mrs. Rakhi Jain.

Information as per Rules 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 & Section 197(12) of the Companies Act, 2013 and read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel ) Rules, 2014 (Rules)

Sr No.	Name	Designation	Nature of Employment	Qualification	Experience	Remuneration (Amount in Rs.)	Date of Commencement of employment	Age	Previous Employ ment	% of shares held in the Company	Whether related to any Director or Manager
(A) The name of top ten employees in terms of remuneration drawn
1	Pramod Jain	Manager	Fixed	CA	More than 13 years	51,27,400	01.04.2010	42	Hindustan Unilever Limited	6.547	Yes- Mr. Navin Jain
2	Rakhi Jain	Manager	Fixed	MBA	More than 13 years	28,73,400	01.04.2010	39	HDFC Bank Limited	6.057	Yes- Mr. Navin Jain
3	Navin Jain	Chairman & Managing Director	Fixed	B.Com	More than 18 years	21,57,140	11.01.2008	50	NA	1.631
4	Anirban Dutta	Executive Director & CFO	Fixed	B.Com	More than 10 years	6,21,000	25.06.2011	48	NA	NA
5	Pritha Beriwal	Company Secretary	Fixed	CS	More than 2 years	5,00,000	18.12.2017	33	None	NA	No
(B) Personnel who are in receipt of remuneration aggregating not less than Rs. 10,200,000 per annum and employed throughout the year.
NIL
(C) Personnel who are in receipt of remuneration aggregating not less than Rs. 8,50,000 per month and employed for the part of the year:
NIL
(D) Personnel who are in receipt of remuneration aggregating in excess of that drawn by the Managing Director and holds by himself or along with his spouse and dependent children, not less than 2% of the equity shares of the Company and employed through the year or part of the financial year:
1	Pramod Jain	Manager	Fixed	CA	More than 10 years		01.04.2010	42	Hindustan Unilever Limited	6.547	Yes- Mr. Navin Jain
2	Rakhi Jain	Manager	Fixed	MBA	More than 10 years		01.04.2010	39	HDFC Bank Limited	6.057	Yes- Mr. Navin Jain

(II) No sitting fees were paid to Independent Directors for attending meetings of the Board for the Financial Year 2022-23.

20. COMPLIANCE WITH RBI GUIDELINES

Your Company has complied with all applicable regulations of the Reserve Bank of India. As per Non-Banking Finance Companies RBI Directions, 1998, the Directors hereby report that the Company did not accept any public deposits during the year and did not have any public deposits outstanding at the end of the year.

21. CORPORATE GOVERNANCE

Your Company has taken adequate steps to ensure that the conditions of Corporate Governance as stipulated under Regulation 34(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 of the Stock Exchanges are complied with.

A separate Section of Corporate Governance and a certificate of the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated Regulation 34(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, form part of the Annual Report.

22. MANAGEMENT DISCUSSION ANALYSIS REPORT (MDAR)

The Management Discussion and Analysis Report for the year under review as stipulated under Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented in a separate section which forms part of the Annual Report.

23. DETAILS OF FINES & PENALTIES

During the year your Company paid a penalty amounting to approximately Rs. 2,65,500/- for late submission of Related party transactions in xbrl.

24. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

In pursuance of the provisions of The Investor Education & Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 subsequently amended by the Investor Education and Protection Fund Authority(Accounting, Audit, Transfer and Refund) Amendment Rules, 2017 there were shares lying with the Company in respect of which dividend was not paid or claimed by the shareholders for seven consecutive years or more in respect of FY 2014-2015.

Accordingly after informing the shareholders continually to claim the unclaimed dividend & complying with all the relevant rules & laws the Company will resort to transfer the shares & dividend in the name of the designated demat account of the IEPF Authority.

25. LISTING OF SHARES

The Shares of your Company is listed with The BSE Limited & CSE Limited. Your Company has duly paid listing fees to BSE& CSE for the year ended 2022-2023.

26. ACKNOWLEDGEMENTS

Yours Directors would like to place on record their appreciation for the continued co-operation and support received from the Company''s Shareholders, Bankers and other Business Associate.

Registered Office : On behalf of the Board

6B, Bentinck Street Sd/- Sd/-

Aloka House Navin Jain Anirban Dutta

Kolkata - 700 001 Chairman & Managing Director (CMD) Director

Date : August 23, 2023 (DIN - 01197626) (DIN - 00655172)

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Mar 31, 2015

Drar Members,

The Directors have pleasure in presenting their 22nd Annual Report together with Audited Accounts ofyourCompany for the year ended 31.03.2015

1. FINANCIAL RESULTS:

The Financial performance ofthe Company, for the year ended March 31,2015 is summarized below: (Rs.in lacs)

Particulars 2014-15 2013-14

ProfitBeforeTax 29.99 24.51

Less: Current Taxes 4.13 7.20

Deferred Tax 0.32 -0.64

Taxfor earlierYear - 3.79

Profitfortheyear 25.53 14.16

Add: Balance in Profit & Loss Account 125.40 109.01

Less: Appropriation:

TransfertoGeneral Reserve 6.46 3.54

Proposed Dividend 17.06 17.06

Tax on Dividend 2.90 2.90

Transferto Statutory Reserve 5.17 2.83

Provision for Standard Assets 5.18 -28.56

Closing Balance 114.16 109.01

2. SHARE CAPITAL:

The paid-up Equity Share Capital ofthe Company on 31st March, 2015 was Rs.682.23 Lacs.

3. DIVIDEND:

Your Board of Directors is happy to announce a dividend ofRs 0.25 per equity share ofRs10 each for the financial year 2014-15.

4. OPERATIONS:

During the currentfinancial yearended 31.03.2015, the Company had achieved total turnover of Rs. 14,014 lacs in compare to Rs. 3690 lacs in previous financial year 2013-14.

5. FUTUREPROSPECTS:

The company is making efforts continuouslyto improve its business operations. In view ofthe above, prospectus ofthe Company appears bright in nearfuture.

6. MATERIAL CHANGESAND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There is no such material change and commitment affecting the financial position ofyour company which have occurred betweenthe end ofthe financial yearofyour Company to which the financial statements relate and the date of report.

7. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BYTHE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There are no such orders passed by the regulator / courts/tribunals impacting the going concern status and your Company's operations in future.

8. INTERNAL FINANCIAL CONTROL SYSTEMS

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope of work includes review of process for safeguarding the assets ofthe Company, review ofoperational efficiency effectiveness of systems and processes, and assessing the internal control strengths in all areas.

9. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Inpursuanceofthe provision ofSection 135 ofthe Companies Act, 2013, the CSR provisionswere notapplicabletothe Companyforthe financial year2014-15.

10. AUDITORS

M/s. Manish Mahavir & Co., Chartered Accountants, Statutory Auditors ofthe company holds office with the conclusion ofthe ensuring Annual General Meeting and eligiblefor reappointment.

11. REPLYTOAUDITOR'SREPORT

The Auditor's Reportto the members does not contain any qualification or adverse remarks on the financial reporting and disclosure ofthe Company. The Notes to Accounts forming part ofthefinancial statementsare self-explanatoryand need no further explanation.

12. SECRETARIAL AUDIT REPORT

The Board has appointed M/sRanayGoswami&Co,, Practicing Company Secretary, as Secretarial Auditor to conduct the Secretarial Audit for the financial year 2014-15. The Secretarial Audit Report for the financial year ended 31st March, 2015 is annexed herewith.

13. EXTRACTOFTHEANNUALRETURN

The extract ofthe annual return in Form No. MGT - 9 shall form part ofthe Board's report marked as Annexure-A.

The details ofconservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

(A) CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The particulars of conservation of energy and technology absorption as required under Section 134(3)(m) ofthe Companies Act, 2013, read with the Companies (Accounts) Rules, 2014are not applicable to the Company.

(B) FOREIGN EXCHANGE EARNINGS AND OUT-GO

During the period under review there was no foreign exchange earnings or outflow.

14. DIRECTORS

(A) CHANGES IN DIRECTORS AND KEYMANAGERIAL PERSONNEL

In accordance with the provisions ofthe Act and the Articles of Association ofthe Company Mr. Navin Jain, Mr. Anirban Dutta, & Ms. Seema Gupta, Directors ofthe company, retire by rotation at the ensuing Annual General meeting and being eligible offer themselves for re-appointment.

None ofthe Directors ofthe company are disqualified as per section 164 ofthe Companies Act 2013. The directors have made necessary disclosures as required under various provisions ofthe Act and clause 49 ofthe Listing Agreement.

The Board now recommends the appointment of Mr. Vikash Kedia and Mr. Pritam Kumar Choudhary, who are currently non-executive independent directors ofthe company as independent directors under section 149 ofthe Companies Act, 2013 and clause 49 of the listing agreement in the ensuing A.G.M. to hold office for 5 (Five) consecutive years i.e. for a term up to the conclusion of 27th Annual General Meeting ofthe company to be held in 2020.

Mrs. Prerana Bothra has resigned from the Company and Ms. Puja Jain has been appointed as a new Company Secretary ofthe Company in accordance with Sec.203 ofthe Companies Act, 2013 regarding appointment of Key Managerial Personnel.

(B) DECLARATION BY INDEPENDENT DIRECTORS

All independent directors have given declarationsthatthey meet the criteria of independence as laid down undersection 149(6) ofthe Companies Act, 2013 and clause 49 of the Listing Agreement.

(C) FORMAL ANNUAL EVALUATION

Pursuantto the provisionsofthe Companies Act, 2013 the Board has carried outthe annual performance evaluation ofits own performance, the Directors individually including the Chairman ofthe Board as well as the evaluation ofthe Committees ofthe Board. A structured questionnaire was prepared after taking into consideration inputs received from the Directors. The performance evaluation ofthe Independent Directors was also carried out bythe entire Board.

The results ofthe evaluation done by Independent Directors were reported to the Chairman ofthe Board. It was reported that the performance evaluation ofthe Board, Committee etc. was satisfactory. The Directors expressed their satisfaction with the evaluation process.

15. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Your Company is exempted from the applicability ofthe provisions of Sec.186 ofthe Companies Act, 2013 (Act) read with Rule 11 oftheCompanies(MeetingsofBoardanditsPowers) Rules, 2014and Companies (Meetings of Board and its Powers) Amendment Rules, 2015 as your Company is engaged inthe business ofLong term financing and meeting the credit needs of its Customers.

16. PARTICULARSOF CONTRACTSORARRANGEMENTS WITH RELATED PARTIES

All the related party transactions ofyourCompany are entered on arm's length basis and are in compliance with the applicable provisions ofthe Companies Act, 2013 and the Listing Agreement. There are no materially significanttransactions made by the Companywith Promoters, Directors or Key Managerial Personnel (KMPs) which have potential conflictwith the interest ofyour Company at large. Members may refer to the notes to financial statements for details of related party transactions.

Since all related party transactions entered into by your Company were in the ordinary course of business and were on arm's length basis, Form AOC-2 is not applicable to your Company.

17. DIRECTORS'RESPONSIBILITYSTATEMENT

The Directors' Responsibility Statement referred to in clause (c) ofsub-section (3) ofSection 134 ofthe Companies Act, 2013, states that -

(a) in the preparation ofthe annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) 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 ofthe state of affairs ofthe company at the end ofthe financial year and ofthe profit and loss ofthe company for that period;

(c) the directors had taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguarding the assets ofthe company and for preventing and detecting fraud and other irregularities; and,

(d) the directors had prepared the annual accounts on a going concern basis.

(e) the directors had laid down internal financial controls to be followed by the company and that such internal financial controlsare adequate and were operating effectively.

(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.

18. MANAGERIAL REMUNERATION:

(I) Particulars of Employees pursuant to section 197(12) ofthe Companies Act, 2013 read with Rule 5(1) ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014;

(i) the ratio ofthe remuneration ofeach directorto the median remuneration ofthe employees ofthe company forthe financial year;

SI. Name of the Directors Remuneration Median Ratio in No. Remuneration times of EmployeefRs.) (Rs.)

1 Suresh Kumar Jain 13,39,200 10.85

2 NavinJain 3,03,600 2.46

123510

3 Anirban Dutta 1,98,000 1.60

4 SeemaGupta 3,03,600 2.46

(ii) the percentage increase in remuneration ofeach director, ChiefFinancial : Nil Officer, Chief Executive Officer, Company Secretary or Manager, if any, in thefinancialyear;

(iii) the percentage increase in the median remuneration of employees in the : Nil financial year;

(iv) the number of permanent employees on the rolls of company; : 16 employees as on 31.03.2015

(v) the explanation on the There were no increases in the relationship between average remuneration ofthe Companies increase in : employees during the financial remuneration and company year 31st March, 2015. performance;

(vi) comparison of the remuneration Forthe Financial year 2014-15, of the Key Managerial Personnel the Key Managerial Personnel against : (KMPs) were paid approximately the performance ofthe company; 0.66% ofthe net profit (profit before tax) forthe year.

(vii) variations in the market capitalization of the company, price earnings ratio : Particulars Ason31.03.2015 Ason31.03.2014 as at the closing date Rs. Rs. ofthe current financial year and previous Market 10,24,70'871 7,90,02,176 financial year and Capitalisation percentage increase over decrease in the market Earning Ratio 40.59 55.14 quotations of the shares of the company in comparis Shareprice: BSE 15.02 11.58 on to the rateat which the company Price came out with the lastpubli coffer;

(viii) average percentile increase already made in the salaries of employees : There were no Salary increases of other than the managerial non managerial employees. personnel in the last financial year and its comparison with the percentile There are no exceptional increase inthe managerial circumstances in increase in remuneration and justification managerial remuneration. thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;

(ix) comparison ofthe each The Comparison of remuneration of each remuneration ofthe Key of the KMP against the performance Managerial Personnel : of the Company against the performance ofthe company; are as under;

SI. Particulars % of NetProfit No.

1. Suresh Kumar Jain 0.45

2. NavinJain 0.09

3. Anirban dutta 0.07

4. PujaJain 0.06

(x) Thekey parameters for any variable component of remuneration availed : NIL by the directors;

(xi) the ratio ofthe remuneration The Managing Director is the of the highest paid director to that highest paid director. No ofthe : employees received remuneration employees who are not directors but high erthan the Managing receive remuneration in excess of Director. the highest paid director during the year;

(II) None of the Company's employees has drawn salary more than Rs. 60 Lacs per annum, if employed throughout the year and more than Rs. 5 Lacs per month if employed for the part of the year. None of the Company's employees by himself or along with his spouse and dependent children holds 2% or more equity shares of the Company and drawing remuneration in excess of remuneration ofthe Whole Time Director.

(III) No sitting fees were paid to Independent Directorsfor attending meetings ofthe Board forthe Financial Year 2014-2015.

19. COMPLIANCE WITH RBI GUIDELINES

The Company has complied with all applicable regulations ofthe Reserve Bank of India. As per Non-Banking Finance Companies RBI Directions, 1998, the Directors hereby report thatthe Company did not accept any public deposits during the year and did not have any public deposits outstanding at the end ofthe year.

20. CORPORATEGOVERNANCE

The Company has taken adequate steps to ensure thatthe conditions of Corporate Governance as stipulated under Clause 49 ofthe Listing Agreement ofthe Stock Exchanges are complied with. A separate Section of Corporate Governance and a certificate ofthe Auditors ofthe Company regarding compliance ofthe conditions of Corporate Governance as stipulated under Clause 49 ofthe Listing Agreement with the Stock Exchanges, form part ofthe Annual Report.

21. MANAGEMENT DISCUSSION ANALYSIS REPORT (MDAR)

The Management Discussion and Analysis Report forthe year under review, as stipulated under Clause 49 ofthe Listing Agreement with the Stock Exchanges in India, is presented in a separate section which forms part ofthe Annual Report.

22. TRANSFEROFAMOUNTSTOINVESTOREDUCATIONANDPROTECTION FUND

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

23. LISTINGOFSHARES

The Shares ofyour Company is listed with The Bombay Stock Exchange Limited. YourCompany has duly paid listing fees to the Stock Exchange forthe year ended 2015-2016.

24. ACKNOWLEDGEMENTS

Yours' Directors would liketo place on record their appreciation for the continued co-operation and support received from the Company's Shareholders, Bankers and other business associate.

Registered Office: By order ofthe Board of Directors

Aloka House 6B, Bentinck Street, Kolkata-700001 Suresh KumarJain Date: May 14,2015 Managing Director

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Mar 31, 2014

Dear Members

The Directors have pleasure in presenting their 21st Annual Report together with Audited Accounts of your Company for the year ended 31.03.2014

1. FINANCIAL RESULTS:

The Financial performance of the Company, for the year ended March 31,2014 is summarised below:

(Rs.in lacs)

Particulars 2013-14 2012-13

Profit Before Tax 24.51 176.53

Less: Current Taxes 7.20 0.00

Deferred Tax -0.64 1.02

Tax for earlier Year 3.79 0.00

Profit for the year 14.16 175.51

Add: Balance in Profit & Loss Account 109.01 36.99

Less: Appropriation:

Transfer to General Reserve 3.54 44.19

Proposed Dividend 17.06 17.06

Tax on Dividend 2.90 2.77

Transfer to Statutory Reserve 2.83 28.52

Provision for Standard Assets -28.56 10.96

Closing Balance 125.40 109.01

2. DIVIDEND:

Your Board of Directors are happy to announce a dividend of Rs 0.25 per equity share of Rs 10 each for the financial year 2013-14 as against Rs. 0.25 per equity share for the previous financial year 2012-13.

3. OPERATIONS:

During the current financial year ended 31.03.2014, the Company had achieved total turn over of Rs. 3690 lacs in compare to Rs. 789 lacs in previous financial year 2012- 13.

4. DIRECTORS:

Mr. Navin Jain & Anirban Dutta, Directors of the company, retire by rotation at the ensuing Annual General meeting and are eligible for re-appointment.

None of the Directors of the company are disqualified as per section 274(1)(g) of the Companies Act 1956. The directors have made necessary disclosures as required under various provisions of the Act and clause 49 of the Listing Agreement.

5. FUTURE PROSPECTS:

The company is making efforts continuously to improve its business operations. In view of the above, prospectus of the Company appears bright in nearfuture.

6. CORPORATE GOVERNANCE:

The Company has taken adequate steps to ensure that the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement of the Stock Exchanges are complied with. A separate Section of Corporate Governance and a certificate of the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, form part of the Annual Report.

7. DIRECTOR''S RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) of the COMPANIES ACT, 1956 (AMENDMENT), ACT2000:

The Directors hereby confirm that:

a. In the preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. 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 the state of affairs of the Company for that period.

c. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. The Directors had prepared the annual accounts on a going concern basis.

8. AUDITORS:

M/s. Manish Mahavir & Co., Chartered Accountants, Statutory Auditors of the company holds office with the conclusion of the ensuring Annual General Meeting and eligible for re-appointment.

9. PARTICULARS OF EMPLOYEES:

During the year under review no employee came under the preview of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended. As such no information was required to be given in this regard.

10. PARTICULARS REQUIRED TO BE FURNISHED BY COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTOR RS RULES, 1988):

i. PartA&B pertaining to conservation and technology absorption are not applicable to the Company.

ii. Foreign Exchange Earnings and Outgo:

Foreign Exchange Income Nil

Foreign Exchange Outgo Nil

11. LISTING OF SHARES:

The share of your Company is listed with The Bombay Stock Exchange Limited, Mumbai. The company has duly paid the listing fees to the Stock Exchange for the year 2014-2015.

12. ACKNOWLEDGEMENTS:

Yours'' Directors would like to place on record their appreciation forthe continued co-operation and support received from the Company''s Shareholders, Bankers and other business associate.

Registered Office: By Order of the Board of Directors 6B, Bentinck Street ''Aloka House'', Kolkata-700001 Suresh Kumar Jain Dated: 18th August, 2014 Managing Director

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Mar 31, 2012

The Directors have pleasure in presenting their Nineteenth Annual Report together with Audited Accounts of your Company for the year ended 31.03.2012.

1. FINANCIAL RESULTS:

(Rs.in lacs)

Particulars 2011-12 2010-11

Total income/(Loss) 3876.61 679.29

Total Expenditure 3752.39 78.48

Gross Profit/(Loss) before Interest and Depreciation 124.22 600.81

Less: Interest 13.14 519.46

Gross Profit/(Loss) after Interest but before Depreciation 111.08 81.35

Less: Depreciation 8.16 6.54

Less: Provision for Standard Asset 15.39 16.71

Profit/(Loss) before Tax 87.53 58.10

Less: Provision for Tax 16.72 17.82

Profit/(Loss) after Tax 70.81 40.28

Brought forward Profit / (Loss) 0.35 -294.86

Add: Loss adjustment under the scheme of arrangement - 300.00

Less: Proposed Dividend 17.06 17.06

Less: Provision for Dividend distribution tax 2.77 3.16

Less: Brought forward loss of transfer or companies - 10.80

Less :Transfer to General Reserve 5.12 4.05

Less: Transfer to Statutory Reserve 9.22 10.00

Balance Carried Forward 36.99 0.35

2. DIVIDEND:

Your Board of Directors are happy to announce a dividend of Rs 0.25 per equity share of Rs 10 each for the financial year 2011-12 as against Rs. 0.25 per equity share for the previous financial year 2010-11.

3. OPERATIONS:

During the current financial year ended 31.03.2012, the Company had achieved total turnover of Rs. 3876.61 lacs in comparison to Rs. 679.29 lacs in the previous financial year 2010-11.

4. DIRECTORS:

Mr. Navin Jain & Anirban Dutta, Directors of the company, retire by rotation at the ensuing Annual General meeting and are eligible for re-appointment.

None of the Directors of the company are disqualified as per section 274(1)(g) of the Companies Act, 1956. The directors have made necessary disclosures as required under various provisions of the Act and clause 49 of the Listing Agreement.

5. FUTURE PROSPECTS:

The company is making efforts continuously to improve its business operations. In view of the above, prospectus of the Company appears bright in near future.

6. CORPORATE GOVERNANCE:

The Company has taken adequate steps to ensure that the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement of the Stock Exchanges are complied with. A separate Section of Corporate Governance and a certificate of the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, form part of the Annual Report.

7. DIRECTOR'S RESPONSIBILITY STATEMENT PURSUANTTO SECTION 217(2AA) OFTHE COMPANIES ACT, 1956 (AMENDMENT), ACT 2000:

The Directors hereby confirm that:

a. In the preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. 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 the state of affairs of the Company for that period;

c. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. The Directors had prepared the annual accounts on going concern basis.

8. AUDITORS:

M/s. Manish Mahavir & Co., Chartered Accountants, Statutory Auditors of the company holds office with the conclusion often ensuring Annual General Meeting and eligible for re-appointment.

9. PARTICULARSOFEMPLOYEES:

During the year under review no employee came under the preview of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended. As such no information was required to be given in this regard.

10. PARTICULARS REQUIRED TO BE FURNISHED BY COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTOR RS RULES, 1988):

i. Part A&B pertaining to conservation and technology absorption are not applicable to the Company.

ii. Foreign Exchange Earnings and Outgo:

Foreign Exchange Income Nil

Foreign Exchange Outgo Nil

11. LISTINGOFSHARES:

The share of your Company is listed with The Bombay Stock Exchange Limited, Mumbai. The company has duly paid the listing fees to the Stock Exchange for the year 2012- 2013.

12. ACKNOWLEDGEMENTS:

Yours' Directors would like to place on record their appreciation for the continued co-operation and support received from the Company's Shareholders, Bankers and other business associate.

Registered Office: By Order of the Board of Directors

6B, Bentinck Street

'Aloka House', Kolkata-700001 Suresh Kumar Jain

Dated: 18th August, 2012 Director

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Mar 31, 2010

The Directors have pleasure in presenting their Seventeenth Annual Report together with Audited Accounts of your Company for the year ended 31.03.2010.

1. FINANCIAL RESULTS :

(Rs.in lacs)

Particulars 2009-10 2008-09

Total Income/(Loss) 351.65 5,173.84

Total Expenditure 21.56 5,145.82

Gross Profit/(Loss) before Interest and

Depreciation 330.09 28.02

Less: Interest 204.18 1.91

Gross Profit/(Loss) after Interest but

before Depreciation 125.90 26.11

Less: Depreciation 5.75 -

Profit/(Loss) before Tax 120.16 26.11

Less: Provision for Tax 19.44 2.31

Profit/(Loss) after Tax 100.71 23.80

Brought forward Profit / (Loss) (395.57) (419.38)

Balance Carried Forward (294.86) (395.57)



2 DIVIDEND :

In view to accumulated losses and to keep internal accruals for reinvestment in forth coming business opportunities, directors regrets for non-recommendation of Dividends.

3 OPERATIONS :

During the current financial year ended 31.03.2010, the Company had achieved total turnover of Rs. 351.65 lacs in compare to Rs. 5173.84 lacs in previous financial year 2008-09

4. DIRECTORS :

During the year under review, Mr. Pramod Kumar Jain has been appointed as an additional director of the company on 02/04/2010. A draft resolution for affirmation of share holders for his appointment as chief financial officer and director of the company has place to the share holders for their kind preview.

5. FUTURE PROSPECTS:

The company is making efforts continuously to improve its business operations. In view of the above, prospects of the Company appears bright in near future.

6. CORPORATE GOVERNANCE :

The Company has taken adequate steps to ensure that the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement of the Stock Exchanges are complied with. A separate Section of Corporate Governance and a certificate of the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, form part of the Annual Report.

7. DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956 (AMENDMENT), ACT 2000 :

The Directors hereby confirm that:

a. In the preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. 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 the state of affairs of the Company for that period

c. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. The Directors had prepared the annual accounts on a going concern basis.

8. AUDITORS :

M/s. Manish Mahavir & Co., Chartered Accountants, Statutory Auditors of the company holds office with the conclusion of the ensuring Annual General Meeting and eligible for re-appointment.

9. PARTICULARS OF EMPLOYEES :

During the year under review no employee came under the preview of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended. As such no information was required to be given in this regard.

10. PARTICULARS REQUIRED TO BE FURNISHED BY COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTOR RS RULES, 1988):

i. Part A & B pertaining to conservation and technology absorption are not applicable to the Company.

ii. Foreign Exchange Earnings and Outgo :

Foreign Exchange Income Nil

Foreign Exchange Outgo Nil

11. LISTING OF SHARES :

The shares of your Company is listed with The Bombay Stock Exchange Limited, Mumbai. The company has duly paid the listing fees to the Stock Exchange for the year 2009-2010 and also paid for the year 2010-2011. The suspension of trading of shares was revoked w.e.f. from 05/11/2009.

12. ACKNOWLEDGEMENTS :

Yours Directors would like to place on record their appreciation for the continued co-operation and support received from the Companys Shareholders, Bankers and other business associate.

Place : Kolakta

Date : 4th September,2010 On behalf of the Board

Registered Office:

Aloka House, 1st floor,

6B, Bentinck Street, (Suresh Kumar Jain)

KoIkata-700 001 Director