Directors Report of K Z Leasing & Finance Ltd.

Mar 31, 2024

Your Directors are pleased to present the Company''s 38 ^th Annual Report and the audited accounts for the year ended 31^st March,
2024.

FINANCIAL RESULTS FOR THE YEAR 2023-2024:

(Amount in Rs. Lacs)

PARTICULARS	2023-2024	2022-2023
Income From Operation	60.74	67.90
Other Income	424.87	127.51
Total Income	485.61	195.41
Less:Operational Expenses	270.30	125.00
Profit before Interest, Depreciation	215.31	70.41
Less:Depreciation and Finance Cost	44.91	31.23
Profit/Loss BeforeTax	170.40	39.18
Less:Tax expenses	98.26	10.53
Profit/Loss After Tax	72.14	28.65

STATE OF COMPANY''S AFFAIRS:

During the year under review, the Company has generated total revenue of Rs. 60.74 /- Lacs against Rs. 67.90/- Lacs of the
previous financial year. The net profit for the year under review has been increased to Rs. 72.14/- Lacs as against Rs. 28.65/-
Lacs in the previous financial year. The Directors are continuously looking for the new avenues for future growth of the Company
and expect more growth in future period.

A detailed analysis of the financial results is given in the Management Discussion and Analysis Report, which forms part of this
report.

DIVIDEND & APPROPRIATIONS:

In order to conserve the resources, in the year 2023-24, the Directors do not recommend any dividend for the year under
review.

RESERVES:

The Company has transferred 20% of its current year profit to Statutory Reserve under the provisions of Section 134(3)(j) of the
Companies Act, 2013 and relevant rules made there under.

BOARD OF DIRECTORS:

1. Mrs. Chaitali Ankitkumar Patel (holding DIN 06759559), Director of the Company retires by rotation and, being
eligible, offers herself for re-appointment.

2. The Independent Directors have submitted their declarations of independence, as required pursuant to the provisions
of section 149(7) of the Act, stating that they meet the criteria of independence.

3. Changes in Board during the Year:

There was no change in the composition of Board of Directors during the year under consideration.

SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANY:

Since the Company does not have any Subsidiary/ Joint Ventures/ Associate Concerns, no financial position of such concern(s) is
required to be included in the financial statement.

PUBLIC DEPOSIT:

During the year under review your Company has not ccepted deposit form public as envisaged by Chapter V of the Companies
Act, 2013 and as per rules and regulations framed by Reserve Bank of India for Non-Banking Finance Companies.

CHANGE IN THE NATURE OF BUSINESS:

There is no Change in the nature of the business of the Company done during the year.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/ OUT GO:

As required by the provisions of Section 134(3)(m) of the Companies Act,2013, read with Rule 8 of the Companies
(Accounts)Rules, 2014 the relevant data pertaining to conservation of energy, technology absorption are not applicable and
hence, not given.The Company has no Foreign Exchange earnings and out go during the year under review.

PARTICULARS OF EMPLOYEES:

There are no employees drawing the remuneration in excess of limits prescribed under Rule 5 of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.

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

No Such Changes occurred which may affect the financial position of the Company.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year no significant and material orders passed by the regulators or courts or tribunals impacting the going concern
status and company''s operations in future.

CHANGES IN SHARES CAPITAL:

The Company has not made any changes in the share capital of the company during the year under review.

INSURANCE:

All the assets of the company are adequately insured and the Company has developed proper system for taking insurance on
all its assets in order to mitigate the risk.

DECLARATION BY INDEPENDENT DIRECTORS:

All the Independent Directors have given declaration to the Company stating their independence pursuant to Section 149(6)
of the Companies Act, 2013.

AUDITORS:

I. STATUTORY AUDITORS:

M/s. S V J K AND ASSOCIATES, Chartered Accountants, Ahmedabad (FRN: 135182W) were appointed as the Statutory Auditors
of the Company, for a period of five consecutive years from the conclusion of the 37^thAnnual General Meeting of the Company
held on 23^rd September, 2023, till the conclusion of the 42^nd Annual General Meeting to be held in the year 2028,

The auditor has confirmed that he is not disqualified from continuing as Statutory Auditors of the Company.

II. AUDITORS'' REPORT:

The Auditors'' Report does not contain any qualification, reservation or adverse remark(s) and hence no comments required.
The notes of accounts referred to in the auditors'' report are self-explanatory and therefore do not require any further
comments.

III. INTERNAL FINANCIAL CONTROLS:

The Company has an adequate system of internal control procedures which is commensurate with the size and nature of
business. The internal control systems of the Company are monitored and evaluated by internal auditors and their audit reports
are periodically reviewed by the Audit Committee of the Board of Directors. The observations and comments of the Audit
Committee are also generally placed before the Board

IV. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of section 204 of the Act and The Companies [Appointment and Remuneration of Managerial
Personnel] Rules, 2014, the Board has appointed G K V & Associates, Practicing Company Secretary to conduct Secretarial Audit
for the financial year ended on 31^st March, 2024. Secretarial Audit Report is attached to this report as Form MR-3. The Board
has duly reviewed the Secretarial Auditor''s Report and the observations and comments, appearing in the report are
self-explanatory.

V. DETAILS OF FRAUD REPORTING BY AUDITOR:

During the year under review, there were no frauds reported by the auditors to the Audit Committee or the Board under section
143(12) of the Companies Act, 2013.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The CSR Committee comprises three Directors. The CSR Committee has recommended to the Board, a CSR Policy, indicating
the activities to be undertaken by the Company, which is approved by the Board and carried to the Annual Report.

The company''s net profit, turnover and net worth are outside the criteria of Section 135 of the Companies Act, 2013, there
fore, it is not required to spend any amount under CSR Activity.

ENVIRONMENT, HEALTH AND SAFETY:

The Company is a non-banking finance company hence it is not in such activity which affects the environment adversely,
however, it accords the highest priority to Environment, Health and Safety. The management is constantly reviewing the safety
standards of the employees and the management believes in the concept of sustainable development.

MANAGING THE RISKS OF FRAUD. CORRUPTION AND UNETHICAL BUSINESS PRACTICES:

i. Vigil Mechanism /Whistle Blower Policy:

The Company has established vigil mechanism and framed whistle blower policy for Directors and employees to report
concerns about unethical behavior, actual or suspected fraud or violation of Company''s Code of Conduct or Ethics Policy.
The same is also uploaded on the website of the Company i.e. www.kzgroup.in

ii. Business Conduct Policy:

The Company has framed "Business Conduct Policy". Every employee is required to review and sign the policy at the time
of joining and an undertaking shall be given for adherence to the Policy. The objective of the Policy is to conduct the
business in an honest, transparent and in an ethical manner. The policy provides for anti-bribery and avoidance of other
corruption practices by the employees of the Company.

AUDIT COMMITTEE:

In the financial year 2023-24, the Audit Committee comprised of 3 members namely, Chairman Shri Babulal Maganlal Patel
(DIN: 02901047), Shri Kantilal Sendharam Patel (DIN: 08077956), and Shri Pravinbhai Keshavlal Patel (DIN: 00841628). The audit
committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices
were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.The
Meetings of Audit committee was held four times during the financial year and further details of attendance of directors in the
Committee meeting are mentioned in Corporate Governance Report.

The Committee periodically discussed the Financial Reporting process, reviewed the Financial Statements, and discussed the
quality of the applied accounting principles and significant judgment that affected the Company''s Financial Statements. Before
presenting the audited accounts to the members of the Board, the Audit Committee recommended the appointment of the
statutory auditors, subject to the Board''s approval. The audit Committee reviewed with adequacy of internal control systems
with the management, statutory and internal auditors.

SHAREHOLDERS/ INVESTORS GRIEVANCE COMMITTEE:

In the financial year 2023-24, the Shareholders/ Investors Grievance Committee comprised of Mr. Babulal Maganlal Patel (DIN:
02901047), the Chairman of the Committee, Mrs. Chaitali Ankit Patel (DIN: 06957559), Mr.Pravinkumar Keshavlal Patel (DIN:
00841628) and Mr. Kantilal Sendharam Patel (DIN: 08077956)

The primary function of the Shareholders / Investors Grievance Committee ("the Committee") is to consider and resolve the
grievances of security holders of the Company. During the year under review, the committee reviewed the complaint status,
share transfer details, demate realization of security and also conducted audit by practicing company secretary.

NOMINATION AND REMUNERATION COMMITTEE:

In the financial year 2023-24, The Nomination and Remuneration Committee comprised of Mr. Kantilal Sendharam Patel
(DIN:08077956), the Chairman of the Committee, and Mr.Babulal Maganlal Patel (DIN:02901047) and Mr.Arunkumar
Shankerlal Patel (DIN:06365699)

The primary function of Committee is to recommend Board appointment and removal, carry out evaluation of director''s
performance and to ensure that level and composition of remuneration is sufficient and reasonable, the committee reviewed
the performance of directors and also considered appointment of directors and Key Managerial Personnel.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

The company has not declared dividend in any of the previous even years and hence there is no fund lying as unclaimed/ unpaid
dividend and hence it is not required to transfer to IEPF Account.

ACCOUNTING STANDARDS AND FINANCIAL REPORTING:

The Company incorporates the accounting standards as and when issued by the Institute of chartered Accountants of India.The
Company Complied with the Stock Exchange and legal requirement concerning the Financial Statements at the time of
preparing them for the Annual Report.

CORPORATE GOVERNANCE:

As per the (Listing Obligations and Disclosure Requirements) Regulations, 2015 notified 2nd September, 2015 issued by
Securities and Exchange Board of India, vide circular no. SEBI/LAD-NRO/GN/ 2015 16/013, Corporate Governance is not
applicable to the Company as Company has not attained the prescribed limit as mentioned here under:

As per the Regulation 15 (Listing Obligations and Disclosure Requirements) Regulations, 2015 applicability of Corporate
Governance shall not be mandatory for companies having paid up equity share capital not exceeding rupees ten crores and
networth not exceeding rupees twenty five crores, as on the last day of the previous financial year.

However the Company follows the principles of effective Corporate Governance. The Company has complied with the
mandatory provisions of Corporate Governance as prescribed in the provisions of SEBI (Listing Obligations and Disclosures
Requirement) Regulations, 2015 executed with the Stock Exchange(s).

A separate section on Corporate Governance is included in the Annual Report and Certificate from Company''s Auditors
confirming the compliance with the code of Corporate Governance as enumerated in prescribed in the provisions of SEBI (Listing
Obligations and Disclosures Requirement) Regulations, 2015 is annexed hereto.

MANAGEMENT''S DISCUSSION AND ANALYSIS REPORT:

Management''s Discussion and Analysis Report for the year under review, as stipulated under the provisions of SEBI (Listing
Obligations and Disclosures Requirement) Regulations, 2015 executed with the Stock Exchange, is presented in a separate
section, forming part of the Annual Report.

DEMATERIALISATION OF EQUITY SHARES:

As per direction of the SEBI, the Company''s shares are compulsorily traded in dematerialized form on NSE and BSE. The
Company has established connectivity with both the Depositories i.e. National Securities Depository Limited and Central
Depository Services (India) Limited and the International Securities Identification Number (ISIN) allotted to the Company''s
shares is INE006C01015. Presently shares are held in electronic and physical mode (82.59% of shares in demat, 17.41% in
physical mode).

INTERNAL AUDITOR

The Board of Directors has appointed Ankita Hiren Associates, Chartered Accountant as Internal Auditors of the Company.The
Internal Auditor directly reports to the audit committee. The Company has in place a mechanism to identify, assess, monitor
and mitigate various risks to key business objectives.

LISTING:

The equity shares of the company are listed in the Bombay Stock Exchange Limited which has the connectivity in most of the
cities across the country.

SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards with regard to Meeting of Board of Directors (SS-1) and General
Meetings (SS-2)as well as the Report on Board of Directors(SS-4) issued by The Institute of Company Secretaries of India, have
been duly followed by the Company.

DISCLOSURE ABOUT COST AUDIT

Maintenance of Cost Records and requirement of Cost audit as prescribed under provisions of Section 148(1) of the Act, are
not applicable for business activities carried out by the Company.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors duly met 5 time sat regular intervals during the mentioned financial year and in respect of which
meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained
for the purpose. The dates on which meetings were held are 30.05.2023, 14.08.2023, 01.09.2023, 03.11.2023 and
10.02.2024.The details regarding the attendance of the directors in the board meetings are mentioned in Corporate
Governance Report.

NUMBER OF MEETINGS OF THE AUDIT COMMITTEE:

The Audit Committee duly met 5 times at regular intervals during the mentioned financial year and in respect of which meetings
proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the
purpose. The details regarding the meetings of Audit Committee and the attendance of the directors in the same is mentioned
in Corporate Governance Report.

NUMBER OF MEETINGS OF THE NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee met 3 times at regular intervals during the mentioned financial year and
inrespect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes
Book maintained for the purpose. The details regarding the meetings of Nomination and Remuneration Committee and the
attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE SHAREHOLDERS/ INVESTORS GRIEVANCE COMMITTEE:

The Investor Grievance Committee met 4 times during the financial year on regular intervals and in respect of which meetings
proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the
purpose.

PERFORMANCE VALUATION:

Pursuant to the provisions of the Companies Act,2013 and SEBI (Listing Obligation and Disclosure Requirements) Regulations,
2015, the Board has carried out the annual performance evaluation of the Directors individually as well as evaluation of the
working of the Board by way of individual feedback from directors. The Independent Directors carried out annual performance
evaluation of the Chairperson. The Chairman of the respective Committees shared the report on evaluation with the respective
Committee members.

The evaluation frame works were the following key are as:

(a) For Non-Executive &Independent Directors:

Knowledge

Professional conduct

Comply Secretarial Standard issued by ICSI
Duties, Role and functions

(b) For Executive Directors:

Performance as leader

Evaluating Business Opportunity and analysis of Risk Rewared Scenarios
Key set investment goal
Professional conduct and integrity
Sharing of information with Board.

Adherence to applicable government law

The Directors expressed the is satisfaction with the evaluation process.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING:

The Board of Directors has adopted the Insider Trading Policy in accordance with the requirements of SEBI (Listing Obligations
and Disclosure Requirements) of SEBI (Prohibition of Insider Trading) Regulation, 2015 and the applicable Securities Law. The
Insider Trading policy of the Company lays down guidelines and procedures to be followed and disclosures to be made while

dealing with shares of Company as well as consequences of violation. The policy has been formulated to regulate, monitor, and
ensure reporting of deals by employees and to maintain highest ethical standards of dealing in Company Securities. The policy
is available on our website (www.kzgroup.in).

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (Prevention, Prohibition and Redressal Act, 2013):

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women
at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees)
are covered under this policy.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge
and ability confirm and state that-

i. In the preparation of the annual accounts for the year ended 31^st March, 2024, the applicable accounting standards had been
followed along with proper explanation relating to material departures;

ii. 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 at the end of the financial
year and of the profit of the company for that period;

iii. 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;

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

v. The Directors had laid down internal financial controls to be followed by the Company and that such internal financial
controls are adequate and were operating effectively; and

vi. 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.

PARTICULRS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186:

Since the Company is Non-Banking Financial Company registered with the RBI, the disclosures pertaining to Loans, Guarantees
and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are not applicable.

EXTRACT OF ANNUAL RETURN:

In accordance with Sections 134(3) (a) & 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management
and Administration) Rules, 2014, an extract of the Annual Return for financial year 2023-24 is uploaded on the website of your
Company and the same is available at http://www.kzgroup.in/otherfillings.php

RISK MANAGEMENT POLICY:

The Company has developed and implemented a risk management policy which identifies major risks which may threaten the
existence of the Company. The same has also been adopted by your Board and is also subject to its review from time to time.

Risk mitigation process and measures have been also for mulated and clearly spelled out in the said policy.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:

None of the transactions with related parties falls under the scope of Section 188(1) of the Act.The information on transactions
with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts)Rules, 2014 are
given in Annexure I in Form No. AOC-2 and the same forms partof this report. The Board has approved apolicy for related party
transactions which has been uploaded on the Company''s website www.kzgroup.in

ACKNOWLEDGMENT:

Your Directors wish to place on record their since reappreciation to the financial institutions, Company''s bankers and
customers, vendors and investor for their continued support during the year.

Your Directors are also pleased to record their appreciation for the dedication and contribution made by employees at all levels
who through their competence and hard work have enabled your Company achieve good performance year after year and look
forward to their support in future as well.

REGISTERED OFFICE: BY ORDER OF THE BOARD

1^st Floor, Deshna Chamber, FOR, K Z LEASING AND FINANCE LTD.

B/h, Kadva Patidar Wadi,

Ashram Road, Sd /-

Ahmedabad-380014. Pravinkumar K Patel

Date: 06/09/2024 (Chairman and Managing Director)

(DIN: 00841628)

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Mar 31, 2014

The Shareholders

K. Z. Leasing & Finance Ltd.

The Directors have pleasure in presenting the 28th Annual Report of your company together with the Audited Accounts for the year ended 31st March 2014,

FINANCIAL RESULT

Income 2013-2014 2012-2013

Profit before depreciation & tax 3,244,390.41 13,81,644.27

Less : Depreciation 29,252.00 32,530.00

Provision for Taxation 6,12,164.00 272,694.00

NET PROFIT/LOSS AFTER TAX 2,602,974.41 1,076,420.27

Less:Transfer to statutory Reserve A/c 20% Balance of Previous Year

Transfer to Revenue Reserve 520,594.88 215,284.05

2,082,379.53 861,136.22

REVIEW OF FINANCIAL PERFORMANCE, OPERATIONS AND FUTURE PROSPECTS:

During the year under report, the company has made profit after Tax of Rs.26.02 Lac during the year as against profit of Rs. 10.76 lac in the previous year. The directors are hoping better performance in coming years.

A detailed analysis of the financial results is given in the Management Discussion and Analysis Report, which forms part of this report.

DIVIDEND

There is tough competition in finance Business, it is in the interest of the company not to declare dividend and invest that amount in the company. Directors have decided not to recommend any dividend.

DEPOSIT

The company has not accepted public deposit during the year and the deposits outstanding are old deposits from Directors and their relative. However company has complied the provisions of section 58 A of companies Act as well as NBFC regulations.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the companies Act, 1956 with respect to Directors'' Responsibilities Statement, it is hereby confirmed:

( I ) That in the preparation of the annual accounts for the financial year ended 31st March, 2014, the applicable accounting standards had been followed along with proper explanation relating to material departures ;

( II ) That the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for the year under review ;

( III ) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities ;

( IV ) That the directors had prepared the accounts for the financial year ended 31st March, 2014 on a " going concern " basis

BOARD OF DIRECTORS:

1. Mr. Ankit P Patel and Shri Gandalal A Patel Director of the Company retires by rotation and, being eligible, offers himself for re-appointment.

2. In accordance with the provisions of Section 149, 152 and other applicable provisions of the Companies Act, 2013and Rules made thereunder, it is proposed to appoint Mr. Rameshbhai N Patel, Mr. Kantilal J Patel, Mr. Gandalal A Patel and Mr. Keshavlal K Patel, who are currently non- executive independent directors of the company and who meet the criteria for independence as provided in Section 149(6) of the Companies Act, 2013, as independent directors for a period of 5 years from the date of the ensuing Annual General Meeting.

RBI GUIDELINES

The company has complied with the regulations of the Reserve Bank of India as on March 31st, 2014 as are applicable to it as a systemically important non banking finance company.

CAPITAL ADEQUACY

The company''s capital adequacy ration was 110.75% as on march 31st March 2014, which is significantly above the threshold limit of 10% as prescribed by the reserve bank of India.

AUDITORS

M/s. J. M. Patel & Bros., Chartered Accountant, Auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and are recommended for re appointment. The company has received certificate from the Auditors to the effect that their re appointment, if made, would be within the prescribed limits under section 224 (1) of The Companies act, 1956

AUDITOR''S OBSERVATIONS

As the observations made by auditors in the Auditors report read with notes on Account are self explanatory so no further explanation require. However for NPA provision the company has followed the procedure of written off Bad debts instead of NPA provision. Board of Directors are hopeful to recover the advances outstanding.

CORPORATE GOVERNANCE

Pursuant to the requirements of the Listing Agreements with Stock Exchanges, your Directors are pleased to annex the following:

1. Management Discussions and Analysis Report.

2. A report on Corporate Governance along with Auditor''s Certificate relating to compliance of conditions thereof.

PERSONAL

During the year under review, the relation between the Management and the employees continued to be very cordial. None of the employees of the company were in receipt of remuneration in excess of Rs. 25000 per month and hence, information pursuant to the provisions of section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars Of employees ) Rules, 1975 is not furnished.

INFORMATION AS PER SECTION 217 (1) (E) OF THE COMPANIES ACT, 1956

The Company has no activities relation to conservation of energy or technology absorption. There was neither inflow nor out go of foreign exchange during the year.

APPRECIATION

The Director record the appreciation to the company''s share holder, Bank Employees for their support and look forward for their co-operation in the measures being taken to ensure a more prosperous future of the company.

ACCOUNTING STANDARDS AND FINANCIAL REPORTING:

The Company incorporates the accounting standards as and when issued by the Institute of chartered Accountants of India. The Company Complied with the Stock Exchange and legal requirement concerning the Financial Statements at the time of preparing them for the Annual Report.

LISTING:

The equity shares of the company are listed in the Bombay Stock Exchange Limited which has the connectivity in most of the cities across the country.

CORPORATE SOCIAL RESPOSIBILITY:

During the year the Board constituted a Corporate Social Responsibility Committee comprising of three nonexecutive directors which stood as follows as on 31st March, 2014:

Mr. Rameshbhai N Patel (Non-executive and Independent director) - Chairman Mr. Kantilal J Patel (Non-executive and Independent director) - Member Mr. Gandalal A Patel (Non-executive and Independent director) - Member

The terms of reference and scope of work is same as prescribed in Section 135 of the Companies Act, 2013, and the Rules thereunder.

INSURANCE:

The company has made necessary arrangements for adequately insuring its insurable interests. INDUSTRIAL RELATIONS:

The directors are happy to note that the industrial relations continued to remain cordial during the year. The directors express their appreciation towards the staffs and executive staffs for their coordination and hope for a continued harmonious relations.

ACKNOWLEDGEMENT:

Your directors would like to express their grateful appreciation for the assistance and co-operation received from the Government, Banks and Business associates during the year under review. The Directors also express their gratitude to the shareholders for the confidence reposed towards the Company. Your Directors wish to place on record their deep sense of appreciation to all the employees for their commendable team work and enthusiastic contribution during the year.

REGISTERED OFFICE :

1st Floor, Deshna Chamber, BY ORDER OF THE BOARD B/h., Kadva Patidar Wadi, FOR, K Z LEASING AND FINANCE LTD. Ashram Road, Usmanpura, Ahmedabad - 380014. Date : 22-05-2014 Pravinbhai K Patel (Chairman & Managing Director)

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Mar 31, 2010

The Directors have pleasure in presenting the 24th Annual Report of your company together with the Audited Accounts for the year ended 31st March 2010,

FINANCIAL RESULT

Income 2009-2010 2008-2009

Profit before depreciation & tax 3254507.00 -4144816.59

Less : Depreciation 43752.00 43752.00

Provision for Taxation including FBT 177000.00 10920.00

NET PROFIT/LOSS AFTER TAX 3033776.00 -4199488.59

Less : Transfer to statutory Reserve A/c 20%

Balance 642155.00 Nil

Transfer to Revenue Reserve 0.00 -4199488.59

OPERATION

The company has earned the net Profit after tax of Rs3033776.00 as against the last years losst after tax of Rs4199488.59.

DIVIDEND

There is tough competition in finance Business, it is in the interest of the company not to declare dividend and invest that amount in the company. Directors have decided not to recommend any dividend.

DIRECTORATE

In accordance with the provisions of The Companies Act, 1956 and the Article of Association of the Company, Mr.Rameshbhai N Patel will be retired by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re appointment.

Your directors regret to inform about the sad demise of Shri Keshavlal Z Patel Chairman of the Company on 5.12.2009, who was associated with the Company since 7.08.1986 / incorporation. The invaluable services and guidance rendered by him to the Company will be greatly missed.

"RESOLVED THAT Mr. Ankit P. Patel who was appointed as an additional director of the Company by the Board of Director with effect from 30.01.2010 and holds office up to the date of this Annual General Meeting under Section 260 of the Companies Act, 1956, be and is hereby appointed as a director of the Company whose period of office will be liable to retire by rotation."

"RESOLVED THAT Mr. Kantibhai J. Patel who was appointed as an additional director of the Company by the Board of Director with effect from 30.01.2010 and holds office up to the date of this Annual General Meeting under Section 260 of the Companies Act, 1956, be and is hereby appointed as a director of the Company whose period of office will be liable to retire by rotation."

DEPOSIT

The company has not accepted public deposit during the year and the deposits outstanding are old deposits from Directors and their relative. However company has complied the provisions of section 58 A of companies Act as well as NBFC regulations.

RBI GUIDELINES

The company has complied with the regulations of the Reserve Bank of India as on March 31st, 2010, as are applicable to it as a systemically important non banking finance company.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the companies Act, 1956 with respect to Directors Responsibilities Statement, it is hereby confirmed:

(I )That in the preparation of the annual accounts for the financial year ended 31st March, 2010, the applicable accounting standards had been followed along with proper explanation relating to material departures ;

( II ) That the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for the year under review ;

(III) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities ;

(IV) That the directors had prepared the accounts for the financial year ended 31st March, 2010 on a "going concern " basis

AUDITORS

M/s. J. M. Patel & Bros., Chartered Accountant, Auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and are recommended for re appointment. The company has received certificate from the Auditors to the effect that their re appointment, if made, would be within the prescribed limits under section 224 (1 ) of The Companies act, 1956

AUDITORS OBSERVATIONS

As the observations made by auditors in the Auditors report read with notes on Account are self explanatory so no further explanation require. However for NPA provision the company has followed the procedure of written off Bad debts instead of NPA provision. Board of Directors is hopeful to Recover the advances outstanding.

CORPORATE GOVERNANCE

Report on Corporate Governance as required under Clause 49 of the Listing Agreement with the stock exchanges, forms part of the Annual Report.

A certificate from the Auditor of the company M/s J.M.Patel & Co. Chartered Accountants, conforming compliance with the conditions of corporate governance as stipulated under the aforesaid Clause 49, forms part of the Annual Report.

PERSONAL

During the year under review, the relation between the Management and the employees continued to be very cordial. None of the employees of the company were in receipt of remuneration in excess of Rs. 25000 per month and hence, information pursuant to the provisions of section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars Of employees) Rules, 1975 is not furnished.

INFORMATION AS PER SECTION 217 (1 ) ( E ) OF THE COMPANIES ACT, 1956

The Company has no activities relation to conservation of energy or technology absorption. There was neither inflow nor out go of foreign exchange during the year.

APPRECIATION

The Director record the appreciation to the companys share holder, Bank Employees for their support and look forward for their co-operation in the measures being taken to ensure a more prosperous future of the company.

Place: Ahmedabad By Order Of the Board of Director

Date : 16-08-2010 Pravinbhai K. Patel

(Chairman/ Managing Director)