Notes to Accounts of SPS Finquest Ltd.

Mar 31, 2024

B.11 Provisions, Contingent Liabilities and Contingent Assets

The company recognizes a provision when there is a present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure of a contingent liability is made when there is a possible obligation or a present obligation that probably will not require an outflow of resources. When there is a possible obligation or a present obligation that the likelihood of outflow of resource is remote, no provision or disclosure is made. Contingent liabilities are disclosed by way of a note.

Contingent assets are not recognized. However, contingent assets are assessed continually and if it is virtually certain that an economic benefit will arise, the asset and related income are recognized in the period in which the change occurs.

B.12 Taxes on Income

Income Tax expense comprises current tax (i.e. amount of tax for the period determined in accordance with the income tax law), deferred tax charge or credit (reflecting the tax effect of timing differences between accounting income and taxable income for the period).

Current Tax:

Provision for current tax is made on the basis of estimated taxable income for the accounting year in accordance with the Income Tax Act 1961 after considering tax allowances and exemptions, if any.

Deferred Tax:

A deferred tax charge or credit and the corresponding deferred tax liabilities and assets are recognized using the tax rates that have been enacted or substantively enacted by the Balance sheet date. Deferred tax charge or credit is recorded for timing differences, namely the differences that originate in one accounting period and reverse in another, based on the tax effect of the aggregate amount. Deferred tax assets are recognized only if there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized and are reassessed for the appropriateness of their respective carrying values at each balance sheet date.

B.13 Earnings Per Share

The Company reports basic and diluted earnings per share in accordance with Ind AS 33 on Earnings per share. Basic EPS is calculated by dividing the net profit or loss for the year attributable to equity shareholders (after deducting preference dividend and attributable taxes) by the weighted average number of equity shares outstanding during the year.

For calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the period, unless they have been issued at a later date. In computing the dilutive earnings per share, only potential equity shares that are dilutive and that either reduces the earnings per share or increases loss per share are included

B.14 Employee Benefits

1. Contribution to provident fund by the Company is considered as defined contribution plan and are charged as an expense based on the amount of contribution required to be made as and when services are rendered by the employees.

2. Defined benefit and other long-term benefit plans

Company''s liabilities towards defined benefit plans and other long term benefits viz. gratuity and compensated absences are determined using the Projected Unit Credit Method. The liability is determined as a differential amount on the basis of actuarial valuation being carried out at each balance sheet date and fund balance.

Remeasurement, comprising actuarial gains and losses, the return on plan assets (excluding amounts included in net interest on the net defined benefit liability or asset) and any change in the effect of asset ceiling (wherever applicable) is recognised in other comprehensive income and is reflected in retained earnings and the same is not eligible to be reclassified to profit or loss.

Defined benefit employee costs comprising current service cost, past service cost and gains or losses on settlements are recognised in the Statement of Profit and Loss as employee benefits expense. Interest cost implicit in defined benefit employee cost is recognised in the Statement of Profit and Loss under finance cost. Gains or losses on settlement of any defined benefit plan are recognised in profit or loss when such settlement occurs.

Past service cost is recognised as an expense on a straight line basis over the average period until the benefits become vested. To the extent the benefits are already vested immediately following the introduction of, or changes to, a defined benefit plan, past service cost is recognised immediately.

In case of funded plans, the fair value of the plan assets is reduced from the gross obligation under the defined benefit plans to recognise the obligation on a net basis.

3.Short-term employee benefits

Short-term employee benefits expected to be paid in lieu of the employment are recognised undiscounted during the period the employee renders the service. These benefits include performance incentives.

4.Other long-term employment benefits

Compensated absences which are not expected to be settled within twelve months after the end of the period in which the employee renders the related services are recognized as a liability at the present value of the defined benefit obligations at the balance sheet date based on actuarial valuation by an independent actuary using the Projected Unit Credit Method. The discount rates used for determining the present value of the obligation under the defined benefit plan are based on the market yields on government bonds as at the balance sheet date.

B.15 Key sources of estimation

The preparation of financial statements, in conformity with generally accepted accounting principles, requires estimates and assumptions to be made that affect the reported amounts of assets and liabilities (including contingent liabilities) on the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Differences between actual results and estimates are recognized in the periods in which the results are known / materialise.

B.16 Provisions and contingencies:

Provision is recognized in accounts when there is a present obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation. Contingent liabilities, if any, are disclosed in the notes to the financial statements.

B.17 Statement of Cash Flows

Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

B.18 Segment Reporting

Information required to be reported to the chief operating decision maker (CODM) for the purposes of resource allocation and assessment of segment performance focuses on the types of services delivered or provided. The directors of the Company have chosen to organise the Company around different types of services rendered. The Company has identified business segment as its primary segment as permitted by Ind AS 108 "Operating Segments".

Note 14.B : Nature and purpose of reserve Statutory reserve

Statutory Reserve represents the Reserve Fund created under Section 45 IC of the Reserve Bank of India Act, 1934.Accordingly an amount representing 20% of Profit for the period is transferred to the fund for the year.

Securities Premium

This Reserve represents the premium on issue of equity shares and can be utilized in accordance with the provisions of the Companies Act, 2013.

General Reserve

Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of profit for the period at a specified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.

Retained earnings

This Reserve represents the cumulative profits of the Company. This Reserve can be utilized in accordance with the provisions of the Companies Act, 2013.

Note 26 : Segment Reporting

The Company’s operating segments are established on the basis of those components that are evaluated regularly by the ‘Chief Operating Decision Maker’ as defined in Ind AS 108 - ‘Operating Segments’, in deciding how to allocate resources and in assessing performance. These have been identified taking into account nature of products and services, the differing risks and returns and the internal business reporting systems.

Information about Primary Business Segment

The Company has identified business segments as its primary segment and geographic segments as its secondary segment. The Company is engaged in NBFC activities during the year, consequently the Company does not have separate reportable business segment for the year ended March 31, 2024.

Information about Secondary Geographical Segment

The Company is engaged in providing services to customers located in India, consequently the Company does not have separate reportable geographical segment for the year ended March 31, 2024.

Note 29: Fair Value Measurement A. Accounting classification and fair values

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1: Quoted prices (unadjusted) in active markets for identical assets and liabilities.

Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Inputs for the asset or liabilities that are not based on observable market data (unobservable inputs).

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

Note 30 : Financial risk management framework

A wide range of risks may affect the Company’s business and operational / financial performance. The risks that could have significant influence on the Company are market risk, credit risk and liquidity risk. The Company’s Board of Directors reviews and sets out policies for managing these risks and monitors suitable actions taken by management to minimise potential adverse effects of such risks on the company’s operational and financial performance.

i. Credit risk

Credit risk is the risk of financial loss to the Company that a customer or counter party to a financial instrument fails to meet its obligations. The Company is exposed to credit risk from its operating activities (primarily Loans receivables) and from its financing activities, including deposits with banks, mutual funds, financial institutions and other financial instruments.

The gross carrying amount of financial assets, net of impairment losses recognised represents the maximum credit exposure. The maximum exposure to credit risk as at 31st March,2024 and 31st March, 2023 is as follows:

ii. Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset.

Liquidity risk is managed by Company through effective fund management of the Company’s short, medium and long-term funding and liquidity management requirements.

The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

iii. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk.

A. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s total debt obligations with floating interest rates.

B. Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Foreign currency risk is limited since all significant transactions are in Indian Rupees.

C. Other price risk

The Company is not exposed to any other price risk.

Note 31 : Employee Benefits:

As per Indian Accounting Standard 19 “Employee Benefits”, the disclosures of Employee benefits as defined in the Accounting Standard are given below:

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

Disclosure of Gratuity (non-funded) in terms of INDAS 19 is as under:

d Liquidity Coverage Ratio: The variance is majorly due to decrease in cash & cash equivalent and decrease in

amount of borrowings compared with previous year.

Note : 33 Other Statutory Information

I There are no immovable properties whose title deeds are not held in the name of the company.

II As there are no investment property considered Not Applicable

III The Company has not revalued its Property, Plant and Equipment

IV As there are no intangible assets hence considered Not Applicable

V There are no loans or advances in the nature of loans granted to promoters, directors, KMP''s and the related parties either severally or jointly with any other person that are (a) repayable on demand (b) without specifying any terms or period of repayment

VI No Capital Work in Progress

VII No intangible assets under development

VIII No proceedings are initiated or pending against the Company for holding any benami property under the Benami transactions (Prohibition) Act, 1988.

IX The Company has no borrowings from banks of financial institutions on the basis of security of current assets

X The Company has not been declared a willful defaulter by any bank or financial institution or other lender

XI The Company does not have any transactions with companies struck off under Section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.

XII There are no charges or satisfaction yet to be registered with ROC beyond the statutory period

XIII The Company has compile with the number of layer of companies prescribed under clause (87) of Section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017

XIV No scheme of arrangement has been approved by the competent authority in terms of Section 230 to 237 of the Companies Act, 2013

XV The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person or entities, including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall: (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries); or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall: (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries); or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

XVI There are no transactions not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act 1961. Further

there are no previously un recorded income and related assets that need to be recorded in the books of accounts during the year.

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

XVIII Other Notes

There have been no events after the reporting date

XIX There are no material prior period errors which can impact the financial position of the company as per IND AS 8

XX Contingent liabilities and commitments - Nil : (Previous year : Nil)

Note 34: Disclosure required under Scale based regulation

The following additional information is disclosed in the terms of Master Direction - Reserved Bank India (Non-Banking Financial Company - Scale Based Regulation) Directions, 2023 issued vide RBI/DoR/2023 -24/106 Dor.FIN.REC.No.45/03.10.119/2023-24 dated October19, 2023 as amended from time to time.

Notes 35: The previous year’s figures have been regrouped / reclassified, whenever necessary, to confirm to the current year’s classification.

As per our attached report of even date

For Shah & Savla LLP For MAKK & Co (Formerly R. Jaitlia & Co.) For and on behalf of the Board

Chartered Accountants Chartered Accountants SPS Finquest Limited

FRN 109364W / W100143 FRN 117246W CIN: L67120MH1996PLC098051

Sd/- Sd/- Sd/- Sd/-

CA. Miral H Nagda Mukesh Maheshwari Sandeep Shah Girish Jajoo

Partner, M. No. 108135 Partner, M. No. 049818 Director Managing Director

Place Mumbai Date 28/05/2024 DIN00368350 DIN03108620

Sarita Jotania Kailash Yadav

CompanySecretary ChifFinancialOfficer

Place Mumbai Date 28/05/2024

Place Mumbai Date May28,2004

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Mar 31, 2023

B.11 Provisions, Contingent Liabilities and Contingent Assets

The company recognizes a provision when there is a present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure of a contingent liability is made when there is a possible obligation or a present obligation that probably will not require an outflow of resources. When there is a possible obligation or a present obligation that the likelihood of outflow of resource is remote, no provision or disclosure is made. Contingent liabilities are disclosed by way of a note.

Contingent assets are not recognized. However, contingent assets are assessed continually and if it is virtually certain that an economic benefit will arise, the asset and related income are recognized in the period in which the change occurs.

B.12 Taxes on Income

Income Tax expense comprises current tax (i.e. amount of tax for the period determined in accordance with the income tax law), deferred tax charge or credit (reflecting the tax effect of timing differences between accounting income and taxable income for the period).

Current Tax:

Provision for current tax is made on the basis of estimated taxable income for the accounting year in accordance with the Income Tax Act 1961 after considering tax allowances and exemptions, if any.

Deferred Tax:

A deferred tax charge or credit and the corresponding deferred tax liabilities and assets are recognized using the tax rates that have been enacted or substantively enacted by the Balance sheet date. Deferred tax charge or credit is recorded for timing differences, namely the differences that originate in one accounting period and reverse in another, based on the tax effect of the aggregate amount. Deferred tax assets are recognized only if there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized and are reassessed for the appropriateness of their respective carrying values at each balance sheet date.

B.13 Earnings Per Share

The Company reports basic and diluted earnings per share in accordance with Ind AS 33 on Earnings per share. Basic EPS is calculated by dividing the net profit or loss for the year attributable to equity shareholders (after deducting preference dividend and attributable taxes) by the weighted average number of equity shares outstanding during the year.

For calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the period, unless they have been issued at a later date. In computing the dilutive earnings per share, only potential equity shares that are dilutive and that either reduces the earnings per share or increases loss per share are included

B.14 Employee Benefits

1. Contribution to provident fund by the Company is considered as defined contribution plan and are charged as an expense based on the amount of contribution required to be made as and when services are rendered by the employees.

2. Defined benefit and other long-term benefit plans

Company''s liabilities towards defined benefit plans and other long term benefits viz. gratuity and compensated absences are determined using the Projected Unit Credit Method. The liability is determined as a differential amount on the basis of actuarial valuation being carried out at each balance sheet date and fund balance.

Remeasurement, comprising actuarial gains and losses, the return on plan assets (excluding amounts included in net interest on the net defined benefit liability or asset) and any change in the effect of asset ceiling (wherever applicable) is recognised in other comprehensive income and is reflected in retained earnings and the same is not eligible to be reclassified to profit or loss.

Defined benefit employee costs comprising current service cost, past service cost and gains or losses on settlements are recognised in the Statement of Profit and Loss as employee benefits expense. Interest cost implicit in defined benefit employee cost is recognised in the Statement of Profit and Loss under finance cost. Gains or losses on settlement of any defined benefit plan are recognised in profit or loss when such settlement occurs.

Past service cost is recognised as an expense on a straight line basis over the average period until the benefits become vested. To the extent the benefits are already vested immediately following the introduction of, or changes to, a defined benefit plan, past service cost is recognised immediately.

In case of funded plans, the fair value of the plan assets is reduced from the gross obligation under the defined benefit plans to recognise the obligation on a net basis.

3.Short-term employee benefits

Short-term employee benefits expected to be paid in lieu of the employment are recognised undiscounted during the period the employee renders the service. These benefits include performance incentives.

4.Other long-term employment benefits

Compensated absences which are not expected to be settled within twelve months after the end of the period in which the employee renders the related services are recognized as a liability at the present value of the defined benefit obligations at the balance sheet date based on actuarial valuation by an independent actuary using the Projected Unit Credit Method. The discount rates used for determining the present value of the obligation under the defined benefit plan are based on the market yields on government bonds as at the balance sheet date.

B.15 Key sources of estimation

The preparation of financial statements, in conformity with generally accepted accounting principles, requires estimates and assumptions to be made that affect the reported amounts of assets and liabilities (including contingent liabilities) on the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Differences between actual results and estimates are recognized in the periods in which the results are known / materialise.

B.16 Provisions and contingencies:

Provision is recognized in accounts when there is a present obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation. Contingent liabilities, if any, are disclosed in the notes to the financial statements.

B.17 Statement of Cash Flows

Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

B.18 Segment Reporting

Information required to be reported to the chief operating decision maker (CODM) for the purposes of resource allocation and assessment of segment performance focuses on the types of services delivered or provided. The directors of the Company have chosen to organise the Company around different types of services rendered. The Company has identified business segment as its primary segment as permitted by Ind AS 108 "Operating Segments".

Securities Premium

This Reserve represents the premium on issue of equity shares and can be utilized in accordance with the provisions of the Companies Act, 2013.

General Reserve

Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of profit for the period at a specified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.

Retained earnings

This Reserve represents the cumulative profits of the Company. This Reserve can be utilized in accordance with the provisions of the Companies Act, 2013.

The Company’s operating segments are established on the basis of those components that are evaluated regularly by the ‘Chief Operating Decision Maker’ as defined in Ind AS 108 - ‘Operating Segments’, in deciding how to allocate resources and in assessing performance. These have been identified taking into account nature of products and services, the differing risks and returns and the internal business reporting systems.

Information about Primary Business Segment

The Company has identified business segments as its primary segment and geographic segments as its secondary segment. The Company is engaged in NBFC activities during the year, consequently the Company does not have separate reportable business segment for the year ended March 31, 2023.

Information about Secondary Geographical Segment

The Company is engaged in providing services to customers located in India, consequently the Company does not have separate reportable geographical segment for the year ended March 31, 2023.

Note 29: Fair Value Measurement A. Accounting classification and fair values

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1: Quoted prices (unadjusted) in active markets for identical assets and liabilities.

Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Inputs for the asset or liabilities that are not based on observable market data (unobservable inputs).

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

A wide range of risks may affect the Company’s business and operational / financial performance. The risks that could have significant influence on the Company are market risk, credit risk and liquidity risk. The Company’s Board of Directors reviews and sets out policies for managing these risks and monitors suitable actions taken by management to minimise potential adverse effects of such risks on the company’s operational and financial performance.

i. Credit risk

Credit risk is the risk of financial loss to the Company that a customer or counter party to a financial instrument fails to meet its obligations. The Company is exposed to credit risk from its operating activities (primarily Loans receivables) and from its financing activities, including deposits with banks, mutual funds, financial institutions and other financial instruments.

The gross carrying amount of financial assets, net of impairment losses recognised represents the maximum credit exposure. The maximum exposure to credit risk as at 31st March,2023 and 31st March, 2022 is as follows:

ii. Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset.

Liquidity risk is managed by Company through effective fund management of the Company’s short, medium and long-term funding and liquidity management requirements.

The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

iii. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk.

A. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s total debt obligations with floating interest rates.

B. Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Foreign currency risk is limited since all significant transactions are in Indian Rupees.

C. Other price risk

The Company is not exposed to any other price risk.

Note 31 : Employee Benefits:

As per Indian Accounting Standard 19 “Employee Benefits”, the disclosures of Employee benefits as defined in the Accounting Standard are given below:

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

Disclosure of Gratuity (non-funded) in terms of INDAS 19 is as under:

Note : 33 Other Statutory Information

I There are no immovable properties whose title deeds are not held in the name of the company.

II As there are no investment property considered Not Applicable

III The Company has not revalued its Property, Plant and Equipment

IV As there are no intangible assets hence considered Not Applicable

V There are no loans or advances in the nature of loans granted to promoters, directors, KMP''s and the related parties either severally or jointly with any other person that are (a) repayable on demand (b) without specifying any terms or period of repayment

VI No Capital Work in Progress

VII No intangible assets under development

VIII No proceedings are initiated or pending against the Company for holding any benami property under the Benami transactions (Prohibition) Act, 1988.

IX The Company has no borrowings from banks of financial institutions on the basis of security of current assets

X The Company has not been declared a willful defaulter by any bank or financial institution or other lender

XI The Company does not have any transactions with companies struck off under Section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.

XII There are no charges or satisfaction yet to be registered with ROC beyond the statutory period

XIII The Company has compile with the number of layer of companies prescribed under clause (87) of Section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017

XIV No scheme of arrangement has been approved by the competent authority in terms of Section 230 to 237 of the Companies Act, 2013

XV The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person or entities, including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall: (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries); or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall: (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries); or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

XVI There are no transactions not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act 1961. Further there are no previously un recorded income and related assets that need to be recorded in the books of accounts during the year.

Notes:

1. As defined in paragraph 2(1)(Xii) of the Non Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Direction, 1998

2. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non- Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

3. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

As per our attached report of even date

For and on behalf of For and on behalf of the Board

Shah & Savla LLP SPS Finquest Limited

Chartered Accountants FRN109364W / W100143

Sd/- Sd/- Sd/-

CA. Miral H Nagda Sandeep Shah Girish Jajoo

Partner, M. No. 108135 Director Managing Director

UDIN: 23108135BGXKPI8854 DIN00368350 DIN03108620

Place Mumbai Date 11/05/2023 Place Mumbai Date 11/05/2023

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Mar 31, 2018

1) NATURE OF BUSINESS

The company is a Non Banking Financial Company registered with the Reserve Bank of India under Section 45 1A of the Reserve Bank of India Act, 1934 and primarily engaged in lending and related activities. The company received the certificate of Registration from the RBI, enabling the company to carry on business as a Non -banking finance company. In accordance with the provisions of section 45 IC of the RBI Act, 1934, the company has transferred a sum of Rs 95.30 lakhs to the Reserve Fund.

2) NOTES TO ACCOUNTS

a) The company does not have any contingent liability as on the Balance Sheet date.

b) As of March 31, 2018 the Company had no outstanding dues to small-scale industrial undertakings (Previous Year Rs. Nil).

c) The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the period end together with interest paid/payable under this Act have not been given.

d) In the opinion of the Board, Current Assets, Loans & advances have the value on realization in the ordinary course of business at least equal to the amount at which they are stated.

e) Related party disclosure has been made as per Accounting Standard 18 issued by the Institute of Chartered Accountants of India, as under:

Note

- Related Party relationships are as identified by the company and relied upon by the Auditors

- Transactions carried out with related parties referred to above are in the ordinary course of business

f) Segment Reporting

The company is engaged in single segment and there are no separate reportable segments as defined in AS - 17. All the revenue shown as part of revenue from operations comes from NBFC Activities of the company. All other revenues / income are shown as Other Income.

i. The figures have been rounded off to the nearest rupee.

j. The previous year’s figures have been recast / restated, wherever necessary, to conform to the current year’s classification. k. Disclosure as required by Para 13 of Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007.

Notes:

1. As defined in paragraph 2(1)(Xii) of the Non Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Direction, 1998

2. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

3. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

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Mar 31, 2016

1) NOTES TO ACCOUNTS

a) The company does not have any contingent liability as on the Balance Sheet date.

b) As of March 31, 2016 the Company had no outstanding dues to small-scale industrial undertakings (Previous Year Rs. Nil).

c) The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the period end together with interest paid/payable under this Act have not been given.

d) In the opinion of the Board, Current Assets, Loans & advances have the value on realization in the ordinary course of business at least equal to the amount at which they are stated.

e) Related party disclosure has been made as per Accounting Standard 18 issued by the Institute of Chartered Accountants of India, as under:

Associate Enterprises	Revelation Portfolio Management Pvt. Ltd SPS Share Brokers P. Ltd.
Related Party Relations
Key Management Personnel	Mr. Pramod Shah Mr. Sandeep Shah Mr. Girish Jajoo
Relatives	Mr. Vinesh Shah

- Related Party relationships are as identified by the company and relied upon by the Auditors

- Transactions carried out with related parties referred to above are in the ordinary course of business

f) Segment Reporting

The company is engaged in single segment and there are no separate reportable segments as defined in AS - 17. All the revenue shown as part of revenue from operations comes from NBFC Activities of the company. All other revenues / income are shown as Other Income.

i) The figures have been rounded off to the nearest rupee.

j) The previous year''s figures have been recast / restated, wherever necessary, to conform to the current year''s classification.

k) Disclosure as required by Para 13 of Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007.

1. As defined in paragraph 2(1)(Xii) of the Non Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Direction, 1998

2. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

3. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

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Mar 31, 2015

A) The company does not have any contingent liability as on the Balance Sheet date.

b) As of March 31, 2015 the Company had no outstanding dues to small-scale industrial undertakings (Previous Year Rs. Nil).

c) The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the period end together with interest paid/payable under this Act have not been given.

d) In the opinion of the Board, Current Assets, Loans & advances have the value on realization in the ordinary course of business at least equal to the amount at which they are stated.

e) Related party disclosure has been made as per Accounting Standard 18 issued by the Institute of Chartered Accountants of India, as under:

Associate Enterprises

Revelation Portfolio Management Pvt. Ltd SPS Share Brokers P. Ltd.

Note

- Related Party relationships are as identified by the company and relied upon by the Auditors

- Transactions carried out with related parties referred to above are in the ordinary course of business

f) Segment Reporting

The company is engaged in single segment and there are no separate reportable segments as defined in AS - 17. All the revenue shown as part of revenue from operations comes from NBFC Activities of the company. All other revenues / income are shown as Other Income.

g) The figures have been rounded off to the nearest rupee.

h) The previous year's figures have been recast / restated, wherever necessary, to conform to the current year's classification.

i) Disclosure as required by Para 13 of Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007.

Notes:

1. As defined in paragraph 2(1)(Xii) of the Non Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Direction, 1998

2. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

3. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

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Mar 31, 2014

1) NATURE OF BUSINESS

The company is a Non Banking Financial Company registered with the Reserve Bank of India under Section 45 1 A of the Reserve Bank of India Act, 1934 and primarily engaged in lending and related activities, The company received the certificate of Registration from the RBI, enabling the company to carry on business as a Non -banking finance company. In accordance with the provisions of section 45 1C of the RBI Act, 1934, the company has created a Reserve Fund and during the period, the company has transferred as amount of Rs. 13, 87, 368/- to Reserve Fund being 20% of the Profit after Tax.

a) The company does not have any contingent liability as on the Balance Sheet date.

b) As of March 31, 2014 the Company had no outstanding dues to small-scale industrial undertakings (Previous Year Rs. Nil).

c) The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the period end together with interest paid/payable under this Act have not been given.

d) In the opinion of the Board, Current Assets, Loans & advances have the value on realization in the ordinary course of business at least equal to the amount at which they are stated.

e) Related party disclosure has been made as per Accounting Standard 18 issued by the Institute of Chartered Accountants of India, as under:

2. Associate Enterprises

SPS Capital & Money Management Services Pvt. Ltd

Revelation Portfolio Management Pvt. Ltd

SPS Share Brokers P. Ltd.

Related Party Relations

Key Management Personnel

Mr, Pramod Shah

Mr. Sandeep Shah

Relatives

Mrs. Kalpana Shah

Mrs. Jesal Shah

Mrs. Alpa Shah

3. Segment Reporting

The company is engaged in single segment and there are no separate reportable segments as defined in AS - I 7. All the revenue shown as part of revenue from operations comes from NBFC Activities of the company. All other revenues / income are shown as Other Income.

4. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non- Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

5. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

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Mar 31, 2013

1) NATURE OF BUSINESS

The company is a Non Banking Financial Company registered with the Reserve Bank of India under Section 45 1A of the Reserve Bank of India Act, 1934 and primarily engaged in lending and related activities. The company received the certificate of Registration from the RBI, enabling the company to carry on business as a Non - banking finance company. In accordance with the provisions of section 45 IC of the RBI Act, 1934, the company has created a Reserve Fund and during the year, the company has transferred as amount of Rs. 7,22,124/- to Reserve Fund being 20% of the Profit after Tax.

a) The company does not have any contingent liability as on the Balance Sheet date.

b) As of March 31, 2013, the Company had no outstanding dues to small-scale industrial undertakings (Previous Year Rs. Nil).

c) The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the year end together with interest paid/payable under this Act have not been given.

d) In the opinion of the Board, Current Assets, Loans & advances have the value on realization in the ordinary course of business at least equal to the amount at which they are stated.

e) Related party disclosure has been made as per Accounting Standard 18 issued by the Institute of Chartered Accountants of India, as under:

Related Party Relations

Key Management Personnel Mr. Pramod Shah

Note

* Related Party relationships are as identified by the company and relied upon by the Auditors

* Transactions carried out with related parties referred to above are in the ordinary course of business

f) Segment Reporting

The company is engaged in single segment and there are no separate reportable segments as defined in AS - 17.

h) The figures have been rounded off to the nearest rupee.

i) The previous year's figures have been recast / restated, wherever necessary, to conform to the current year's classification.

j) Disclosure as required by Para 13 of Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007.

Notes:

2. As defined in paragraph 2(1)(Xii) of the Non Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Direction, 1998

3. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

4. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

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Mar 31, 2012

A) The company does not have any contingent liability as on the Balance Sheet date.

b) As of March 31, 2012, the Company had no outstanding dues to small-scale industrial undertakings (Previous Year Rs. Nil).

c) The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the yearend together with interest paid/payable under this Act have not been given.

d) In the opinion of the Board, Current Assets, Loans & advances have the value on realization in the ordinary course of business at least equal to the amount at which they are stated.

e) Related party disclosure has been made as per Accounting Standard 18 issued by the Institute of Chartered Accountants of India, as under:

Note

- Related Party relationships are as identified by the company and relied upon by the Auditors

- Transactions carried out with related parties referred to above are in the ordinary course of business

f) Segment Reporting

The company is engaged in single segment and there are no separate reportable segments as defined in AS – 17.

g) The figures have been rounded off to the nearest rupee.

h) The previous year's figures have been recast / restated, wherever necessary, to conform to the current year's classification.

Notes:

1. As defined in paragraph 2(1)(Xii) of the Non Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Direction, 1998

2. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

3. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

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Mar 31, 2011

1. NATURE OF BUSINESS

The company is a Non Banking Financial Company registered with the Reserve Bank of India under Section 45 1A of the Reserve Bank of India Act, 1934 and primarily engaged in lending and related activities. The company has received the certificate of Registration from RBI enabling the company to cany on business as a Non -banking finance company. In accordance with the provisions'of section 45 IC of the RBI Act, 1934, the company has created a Reserve Fund and during the year, the company has transferred as amount of Rs.4,45,764/- to Reserve Fund being 20% of the Profit after Tax.

2. Additional information as required by paragraph 3 of Part II of Schedule VI to the Companies Act, 1956 is not applicable.

3. The company does not have any contingent liability as on the Balance Sheet date.

4. During the year the company has fully depreciated it Fixed Assets.

5. As of March 31, 2011, the Company had no outstanding dues to small-scale industrial undertakings (Previous Year Rs. Nil).

6. The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the year end together with interest paid/payable under this Act have not been given.

7. In die opinion of the Board, Current Assets, Loans & advances have the value on realization in the ordinary course of business at least equal to the amount at which they are stated.

8. Related party disclosure has been made as per Accounting Standard 18 issued by the Institute of Chartered Accountants of India, as under:

Related Party Relations

Associate Enterprises M/s Ceenik Exports (India) Ltd.

Key Management Personnel Mrs. Chandra Hingorani

Mr. Pramod Shah

9. Segment Reporting

The company is engaged in single segment and there are no separate reportable segments as defined in AS - 17.

10. The figures have been rounded off to the nearest rupee.

11. The previous year's figures have been recast / restated, wherever necessary, to conform to the current year's classification.

12. As defined in paragraph 2(lXXii) of the Non Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Direction, 1998

13. Provisioning norms shall be applicable as prescribed in Non Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007

14. All Accounting Standard and Guidance Notes issued by ICAI are applicable including for valuation of Investments and other assets as also assets acquired in satisfaction of debt. However, Market value in respect of quoted investments and break up/fair yalue/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as Ipng term or current in (4) above.