Sansera Engineering Ltd

To

The Members

Seeds Fincap Private Limited

The Board of Directors are honoured to present the 5th Annual Report of Seeds Fincap Private Limited (<Company=), encapsulating the business performance and Audited Financial Statements for the financial year ending March 31, 2024.

1. FINANCIAL HIGHLIGHTS

The financial performance of the Company for the year under review, as compared to the previous financial year, is summarized below: -

2. COMPANY'S PERFORMANCE

During the financial year 2023-24, the Company achieved revenue from operations of 59,02,82,000, a significant increase from 31,36,03,000 in the previous year. This marks a growth rate of 88.23%.

The Company9s Assets Under Management (AUM) as of March 31, 2024, stood at 328.4 Crores, representing a 57.77% increase year-over-year. The Company achieved month-on-month profitability for two consecutive quarters during the latter part of the financial year. Loan disbursements totaled 294.70 Crores, up from 213.26 Crores in the prior financial year, reflecting a growth rate of 38.19%. Additionally, the Company expanded its footprint to 90 branches across 8 states, showcasing a robust growth trajectory. The management remains optimistic about future performance, as detailed in the Management Discussion and Analysis Report.

3. TRANSFER TO RESERVE

In compliance with Section 45-IC of the Reserve Bank of India Act, 1934, the Company has experienced operational losses and has not made any transfers to the statutory reserve for the financial year 2023-24.

4. DIVIDEND

After careful consideration of the company&#39;s financial performance and the challenges faced during the financial year 23-24, no dividend has been recommended for the financial year under review.

5. DEPOSIT

As a Non-Deposit Taking Non-Banking Financial Company (NBFC), the Company has not accepted any public deposits under the Non-Banking Financial Company Acceptance of Public Deposits (Reserve Bank) Directions, 1998, or under Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014. The Company continues to adhere to the guidelines issued by the Reserve Bank of India (RBI).

6. SCALE BASE REGULATIONS

In accordance with the RBI9s Scale-Based Regulation (SBR) circular dated November 10, 2023, and the Master Direction dated March 21, 2024,), based on the size activity &amp; perceived riskiness the Company is classified as an NBFC-Base Layer (NBFC-BL) and complies with all relevant regulations.

7. CAPITAL ADEQUACY

As of March 31, 2024, the Company9s Capital Adequacy Ratio (CAR) was 22.10%, significantly above the minimum regulatory requirement of 15% as stipulated by the RBI, thereby underscoring the Company9s financial stability and resilience.

8. FUND MOBILISATON

A. Change in Capital Structure

During the year under the review, the Authorised Share Capital has been increased & re-classified pursuant to the Shareholder9s consent. Details of the same are as under: In Extra Ordinary General Meeting dated May 16 th , 2023, the Authorised Share Capital of the Company has been increased from Rs. 50 Crore to Rs. 70 Crores, comprising of Rs. 50,00,00,000 (Rupees Fifty Crore Only) divided into 5,00,00,000 (Five Crore Only) Equity Shares of Rs. 10/- (Rupees Ten only) each and Rs.

20,00,00,000 (Rupees Twenty Crore Only) divided 20,00,000 (Twenty Lakh Only) Preference Shares of Rs. 100/- (Rupees Hundred only) each.

The Authorised Share Capital of the company is reclassified to Rs. 50,00,00,000 (Rupees Fifty Crore Only) divided into 5,00,00,000 (Five Crore Only) Equity Shares of Rs. 10/- (Rupees Ten only) each and Rs. 20,00,00,000 (Rupees Twenty Crore Only) divided 2,00,00,000 (Two Crore Only) Preference Shares of Rs. 10/-

In Extra Ordinary General Meeting dated 30 th January 2024, The Authorised share capitalof the company is Rs. 90,00,00,000 (Rupees Ninety Crore Only) divided into 5,00,00,000 (Five Crore Only) Equity Shares of Rs. 10/- (Rupees Ten only) each and Rs. 40,00,00,000 (Forty Crores only) divided into 1,17,15,926 (One Crore Seventeen Lakh Fifteen Thousand Nine Hundred Twenty- Six) Preference Shares of Rs. 10/- (Rupees Ten Only) each and 1,41,42,037 (One Crore Forty-One Lakh Forty- Two Thousand Thirty -Seven Only) Preference Shares of Rs. 20/- (Rupees Twenty Only) each.

The Company pursuant to requisite statutory and corporate approval and in terms of the relevant transaction documents had issued &amp; allotted 1,17,15,926 Series A Compulsorily Convertible Preference Shares (<First Tranche Series A CCPS=) of the Company for cash at a price of Rs. 27.31/- (Rupees Twenty-Seven and Thirty - One Paisa) each having a face value of Rs. 10/- (Rupees One Hundred) each, at a premium of Rs. 17.31/- (Rupees Seventeen and Thirty-One Paisa), aggregating to a total first tranche subscription consideration of Rs. Rs. 31,99,61,939/- (Rupees Thirty-One Crore Ninety-Nine Lakhs Sixty-One Thousand Nine Hundred and Thirty-Nine Only) on a private placement basis to Lok Capital.

B. Non-Convertible Debentures and Sub-Debt

During the Financial Year 2023-2024, the Company has raised an amount of Rs.5 Crore and Rs. 92 Crore by way of issuance of unsecured Non- Convertible Debenture and Secured Non-Convertible Debenture respectively. Company during the year redeemed an amount of Rs. 5 Crore and has repaid an Amount of Rs. 21.83 Crore. The outstanding NCDs as on March 31, 2024, was Rs. 86 Crore Apart from Preference Share and Non-Convertible Debenture, for diversification of the source of funds and smooth operations, the Company raised 8 Crore sub-debt from Zoom Insurance Private Limited.

C. Term Loans

During the Financial Year 2023-2024, the Company has raised an amount of Rs. 129 Crore by way of Term Loans. The Company has repaid Term Loans of Rs. 90.62 Crore. The outstanding as on March 31, 2024, was 154.58 Crore which includes previous term loans figures.

9. EMPLOYEE STOCK OPTION SCHEME

Employee Stock Options have been recognized as an effective instrument to attract talent and align the interest of employees with that of the Company, thereby providing an opportunity to the employees to share in the growth of the Company and to create long-term wealth in the hands of employees.

Pursuant to this, the Company had formulated 8Seeds ESOP Plan 2023= approved by Shareholders in an Extra Ordinary General Meeting held on 9th August 2023.

Further, a statement giving complete details, as of 31st March 2024, is available on the website of the Company at www.seedsfincap.com.

10. CREDIT RATING

During the year under review, ACUITE Rating Research Limited (ACUITE) and CRISIL Limited (CRISIL), rated the securities of the Company as follows:

Note-1 The Rating is subject to annual surveillance till final repayment/ redemption of the rated facilities.

11. FAIR PRACTICE CODE

The Company has in place a Fair Practice Code (FPC) policy approved by the Board of Directors in Compliance with the guidelines issued by the RBI, to ensure better service standards and transparency with customers. The Fair Practice Code is available on the website of the Company.

12. CUSTOMER GRIEVANCE

The Company has dedicated Customer Grievance team for receiving and handling customer are always treated fairly and without any bias. All issues raised by the customer are dealt with courtesy and redressed expeditiously. The Customer Grievance Policy is available on the website of the Company

13. HUMAN RESOURCE DEVELOPMENT

The Company fosters a work environment that promotes equality, transparency and respect. The Company provides a nurturing and conducive environment that helps attract among the best talent in the market and provides them with a platform that they can use to shape their careers. With a strong focus on growth, the Company strives to build a strong pipeline of leaders by offering unlimited growth opportunities, for those who chase excellence.

As on 31 st March 2024, the Company had 983 permanent employees at its Head Office, Regional Office and Branches and supporting their professional growth and development.

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

During the Financial Year 2023-2024, Our company has allotted 1,17,15,926 Series A Compulsorily Convertible Preference Shares (<First Tranche Series A CCPS=) of the Company for cash at a price of Rs. 27.31/- (Rupees Twenty-Seven and Thirty - One Paisa) each having a face value of Rs. 10/- (Rupees One Hundred) each, at a premium of Rs. 17.31/- (Rupees Seventeen and Thirty-One Paisa), aggregating to a total first tranche subscription consideration of Rs.31,99,61,939/- (Rupees Thirty-One Crore Ninety-Nine Lakhs Sixty-One Thousand Nine Hundred and Thirty-Nine Only) on a private placement basis to Lok Capital IV LLC and Lok Capital Co-Investment Trust (collectively, <Series A Investors=).

15. PERFORMANCE HIGHLIGHTS OF SUBSIDIARY AND ASSOCIATES COMPANIES

The Company has no subsidiary/joint venture/ associate Company, therefore the statement containing the salient features of the financial statements of subsidiary, joint venture and associate Company under the provision to sub-section (3) of section 129 of the Companies Act, 2013 in form AOC-1 is not applicable.

16. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability, confirm that: (i) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

(ii) they 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 at the end of the financial year and of the profit of the Company for that period.

(iii) They 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.

(iv) They have prepared the annual accounts on a going concern basis.

(v) They have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively.

Explanation For the purposes of this clause, the term internal financial controls mean the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to Company's policies, the safeguarding of assets, prevention and detection of fraud and errors, the accuracy and completeness of accounting records and timely preparation of reliable financial information.

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

17. STATEMENT ON DECLARATION BY INDEPENDENT DIRECTORS

In accordance with the provision of section 149(7) of the Companies Act, 2013, that Independent Director should meet the criteria of Independence as prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and that they are not aware of any circumstances or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.

18. PERFORMANCE EVALUATION

In Compliance with the Companies Act, 2013, an Independent Director reviewed the performance of Non-Independent Director and the Board as whole. The evaluation was done using individual questionnaires. The performance evaluation of independent Directors shall be done by the entire Board of Directors, excluding the director being evaluated as per the Schedule IV of the Companies Act, 2013. The Director expressed satisfaction with the evaluation process.

19. INDEPENDENT DIRECTOR MEETING

During the year, an Independent Director in their separate meeting held on 08.08.2023 under the Schedule IV of the Companies Act, 2013 had assessed the quality, quantity and timeliness of flow of information between the company management and the Board that was necessary for the Board to perform their duties effectively and reasonably as required under the Act. Being a single Independent Director, the date on which the Evaluation of Director was performed &amp; signed shall be deemed to be the date of the meeting for this purpose.

20. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Vigil Mechanism System/Whistleblower Policy was established to provide Directors and Employees of the Company with a tool to report genuine concerns, including unethical behavior and actual or suspected fraud. The policy ensured adequate safeguards against the victimization of directors and employees who used the mechanism. No references were received under the policy while it was in effect.

Previously, the Audit Committee oversaw the vigil mechanism. Details were included in the Corporate Governance Report, which formed part of this report.

21. REGISTRATION WITH RBI

The Company being a Non-Banking Finance Company (NBFC) and is registered with the Reserve Bank of India (RBI), with RBI Registration No: N-14.03545. The Company continue to comply with all the requirements prescribed by the Reserve Bank of India as applicable to it, from time to time.

22. RBI GUIDELINES AND ACCOUNTING STANDARDS

The Company adheres to all applicable Reserve Bank of India (RBI) guidelines and regulatory norms, ensuring compliance with the prescribed accounting standards.

23. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

In order to comply with the Corporate Governance requirement of Section 149, 152 and 161 of the Companies Act, 2013 and rules made there under as amended from time to time, Changes during the year under the Director &amp; KMP category as follows: -

The tenure of Mr. Pradipta Sahoo (DIN: 9796777) as an Additional Director (Non-Executive Independent) of the Company concluded on 8th August 2023, due to not being re-appointed as an Independent Director in the Annual General Meeting of the Company held on 9th August 2023. Further, Mr. Pradipta Sahoo was appointed as the Nominee Director (Nominee of Zoom Insurance Brokers Private Limited) of the Company in the Board Meeting held on 9th August 2023.

Mr. Sudhindra Kumar Sharma (DIN: 09424798) served his resignation on 31st August 2023 from the position of Executive Director. The Board placed on the records its appreciation for the valuable contribution and service provided during his tenure.

Mr. Rajat Bansal (DIN: 08463009) was appointed as the Nominee Director (Nominee of Lok Capital IV LLC & Lok Capital Co-Investment Trust) of the Company in the Board Meeting held on 6th September 2023.

Furthermore, The Company has received declarations from all the Directors confirming that they are not disqualified/ debarred from being appointed/ reappointed as Director.

Resignation has been served by Ms. Mahak Chawla on 6 th September 2023, from the position of Company Secretary and Ms. Priyanka Pal was appointed as Company Secretary on the same date. The Board placed on the records its appreciation for the valuable contribution and service provided by Ms. Mahak Chawla during her tenure as Company Secretary of the Company.

24. NUMBER OF MEETINGS OF BOARD OF DIRECTORS

During the Financial Year 2023-2024, the Board met 10 (Ten) times and details related to the board meetings of the Company are mentioned in the Corporate Governance Report, which forms a part of this report. The intervening gap between the Board Meeting was within the period prescribed under the Act.

Your Company has properly complied with all the applicable laws in reference to conducting Board Meetings.

25. CORPORATE GOVERNANCE

Corporate Governance is the system of rules, practice and process by which a company is directed and controlled. Corporate Governance essentially involves balancing the interests of the Company's stakeholder and the community at large. Sound governance and responsible corporate behavior contribute to superior long-term performance of organizations. Corporate Governance requires everyone to raise their level of competency and capability to meet the expectation in managing the enterprises and its resources optimally with prudent ethical standards. This framework is driven by the objective of enhancing long-term stakeholder value without compromising on ethical standards.

The Company's corporate governance framework is designed to align with best practices in corporate governance. It ensures that disclosures are timely and accurate, providing reliable information on financial performance, leadership, and governance. The Company has robust control systems in place to ensure that executive decisions promote optimal growth and development, benefiting all stakeholders.

A detailed report on the Company's commitment to adopting good Corporate Governance Practices is enclosed and forms part of this Report.

26. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD MEETING AND GENERAL MEETING

The Company ensures adherence to the applicable Secretarial Standards issued by the Institute of Company Secretaries of India, maintaining the highest standards of corporate governance.

27. POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION AND OTHER DETAILS

As a private limited company, sections 178(3) and 197(12) of the Companies Act, 2013, are not applicable. However, the Company remains committed to transparent and merit-based appointments and remuneration practices.

28. RISK MANAGEMENT

Our Company's Risk Management framework encompasses practices relating to the identification, analysis, evaluation, treatment, mitigation, and monitoring of the Credit, market, liquidity, Operational and Compliance risk to achieving our key business objectives. In Seeds, the Risk Management System seeks to minimize the adverse impact of these risks, thus enabling the Company to leverage market opportunities effectively and enhance its long-term competitive advantage.

The Board of Directors has established a Risk Management Committee to develop, implement, and oversee the Company&#39;s enterprise risk management plan. Further details can be found in the Corporate Governance Report which forms part of this report.

29. CORPORATE SOCIAL RESPONSIBILITY

The Company is not required to formulate the Corporate Social Responsibility (CSR) Policy and Committee as it does not fulfill the criteria specified under Section 135 of the Companies Act, 2013.

30. INTERNAL CONTROL SYSTEMS

The Directors have an overall responsibility for ensuring that the Company has implemented a robust system and framework of Internal Financial Controls. This provided the Directors with reasonable assurance regarding the adequacy of operational and compliance risks. The Company has devised an appropriate system and framework including proper delegation of authority, policies and procedures, an effective IT system aligned to business requirements, risk based internal audits, and risk management framework. The Company had already developed and implemented a framework for ensuring internal Control and no reportable material weakness in design and effectiveness was observed.

The Internal Auditor monitors and evaluates the efficacy and adequacy of Internal Control System in the Compliance with the operating system, accounting procedures and policies at all locations of the Company. Based on the report of Internal Auditor, process owners undertake corrective action(s) in their respective area(s) and thereby strengthen the control.

31. BOARD COMMITTEES

The Company has three Committees which govern and oversee different areas of the Company's operations ensuring regular guidance and monitoring. and other related details are set out in the Corporate Governance Report which forms a part of this Report.

Working Committee

The role, terms of reference, authority and powers of the Working Committee are in conformity with the Board of Directors of the Company. The details of which are given in the Corporate Governance Report. The Committee meets periodically during the year.

Audit Committee:

There was an Audit Committee constituted by the Board of your Company in Compliance with relevant provision of the Companies Act, 2013 full details pertaining to the composition, size, terms of reference etc. are included in the Corporate Governance Report, which forms a part of this report.

Risk Management Committee

There was a Risk Management Committee constituted by the Board of your Company in Compliance with relevant provision of the Companies Act, 2013 and with the scale-based regulation issued by Reserve Bank of India (RBI) full details pertaining to the composition, size, terms of reference etc. are included in the Corporate Governance Report, which forms a part of this report.

32. AUDITORS

STATUTORY AUDITORS THEIR REPORT

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for thetime being in force) Agiwal & Associates Chartered Accountants (Firm registration No. 080475) were appointed as Statutory Auditors of the Company for a period of three consecutive years at the Annual General Meeting (AGM) of the Members held on 27 th June 2022.

Agiwal & Associates Chartered Accountants (Firm registration No. 080475) have expressed vide letter dated 31st August 2023, that they will not hold the office of the Statutory Auditors of the Company until the conclusion of the ensuing Annual General Meeting due to their pre-occupation. Since Agiwal &amp; Associates have expressed not to continue as Statutory Auditors of the Company, the Company is required to appoint another Auditor to hold office of the Statutory Auditors of the Company to fill the casual vacancy.

The Board of Directors at its meeting held on 6 th September 2023, after considering the recommendations of the Audit Committee, had recommended the appointment of BGJC & Associates LLP, Chartered Accountants, (Firm Registration No. 003304N), as the Statutory Auditors of the Company for approval of the members. The proposed Auditors shall hold the office till the conclusion of the next Annual General Meeting of the Company. Members at the Extra Ordinary General Meeting held on 21 st November 2023 had consented to the aforesaid appointment. They have further confirmed that they are not disqualified to be appointed as the Statutory Auditors in terms of the Companies Act, 2013 and the rules made thereunder.

Pursuant to the Companies Act, 2013, approval of the Members is required for appointment of the Statutory Auditors and fixing their remuneration by means of an ordinary resolution. Accordingly, approval of the members is sought for appointment of BGJC &amp; Associates LLP, Chartered Accountants, (Firm Registration No. 003304N) as the Statutory Auditors of the Company and to fix their remuneration as per Reserve Bank of India issued guidelines on appointment of Statutory Auditor by Non-Banking Financial Company (<NBFC=) vide Circular RBI/2021-22/25Ref. No. DoS. CD. ARG/SEC.01/08.09.001/2021-22 dated April 27, 2021 (<RBI Auditor Guidelines=).

The Auditor9s Report for the financial year 2023-24 does not contain any qualification or reservation or adverse remarks. The Notes on the Financial Statement referred to in the Auditor9s Report are self-explanatory and do not call for any further comments.

During the year, no incidence of fraud as defined under section 143(12) of the Companies Act, 2013, which required to be disclosed under section 134(3) of the Companies Act, 2013, has been reported by the Auditors to the Board of Directors of the Company.

INTERNAL AUDITOR

M/S BDO India LLP was Appointed as an Internal Auditors of your company for the Financial Year 2023-24 dated 27 th June 2023

33. FUTURE PROSPECTS

The Management is actively exploring and evaluating various business models to increase the company9s turnover. They are optimistic and aggressively pursuing the opportunities available to Non-Banking Financial Companies (NBFCs) in India. The Board anticipates successfully implementing suitable business models in the coming financial year to enhance the company9s overall performance and profitability.

Furthermore, in light of the current economic scenario, the management expects that the company9s strategic approach, operational efficiencies, and successful implementation of new business models will yield positive results in the coming years, creating significant value for its stakeholders. The company is also planning to infuse additional capital in the future to support these initiatives.

Detailed future prospects can be found in the Management Discussion and Analysis Report attached, which forms a part of this report.

34. RELATED PARTY TRANSACTIONS

During the Financial year 2024, there was no material related party transaction entered by the Company that were required to be disclosed in form AOC-2. The details of related party transactions are provided in the notes to the Annual Financial Statements.

35. PECUNIARY RELATIONSHIP OR TRANSACTIONS OF THE NON-EXECUTIVE DIRECTORS AND DISCLOSURES ON THE REMUNERATION OF THE DIRECTORS

All pecuniary relationship or transactions of the non-executive director9s vis-a-vis the company, along with criteria for such payments and disclosures on the remuneration of directors along with their shareholding are disclosed in form MGT-7 as on 31 st March 24 is available on Companies Website at www.seedsfincap.com

36. INTER SE RELATIONSHIPS BETWEEN THE DIRECTORS

None of the Director is related to each other.

37. EXTRACT OF ANNUAL RETURN

The Annual Return of the Company in form MGT-7 ss required under Section 92 (3) read with section 134 (3)(a) of the Act is hosted on the website of the Company at www.seedsfincap.com

38. PUBLIC DEPOSITS

Your Company is registered with the Reserve Bank of India (RBI) as a Non-Deposit accepting NBFC under Section 45- IA of the RBI Act, 1934. Your Directors hereby confirm that the Company has not accepting Deposits during the year under review, and it continues to be a Non- Deposit taking Non-Banking Financial Company in conformity with the guidelines of the Reserve Bank of India.

39. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Pursuant to Section 186 (11) (a) of the Act read with Rule 11(2) of the Companies (Meeting of Board and its Power) Rules, 2014, the Loan made in the ordinary course of business by a NBFC registered with RBI are exempt from the applicability of the provision of Section 186 of the Act.

During the year under review, the Company has invested a sum of 10 Crores by way of

Commercial Papers in True Credit Private Limited. For details of the Investment of the Company, refer to Notes 16 of the Financial Statement.

40. MANAGEMENT DISCUSSION AND ANALYSIS STATEMENT

Management Discussion and Analysis detailing the industry developments, segment wise/product wise performance and other matters is attached to this Report.

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

Pursuant to provisions of Section 134 of the Act read with Rule 8(3) of the Companies

(Accounts) Rules, 2014 the details of Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo is as under: a. Conservation of Energy:

b. Technology Absorption:

c. Foreign Exchange Earning /Outgo:

42. DISCLOSURE REGARDING MAINTAINANCE OF COST RECORD

The provision of Section 148 read with Cost Audit Rules and Cost Audit are not applicable to the Company.

43. FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

During the year under review, there was no frauds reported by auditors under sub-section (12) of section 143 of the Companies Act, 2013

44. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMAN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013.

As per the requirements of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (8POSH Act9), your Company has a policy and framework for employees to report sexual harassment cases at workplace and our process ensures complete anonymity and confidentiality of information. Adequate workshops and awareness programmes against sexual harassment are conducted across the organization.

Further, the Company has the internal Complaint committee in place as per the requirement of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 to address the sexual harassment cases, However, no complaint was received during the period under review.

45. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

During the Financial Year 2023-2024, there are no such orders passed by the regulators / courts/ tribunals impacting the going concern status and the Company9s operations in future.

46. NATURE OF BUSINESS.

The company carried out our business as mentioned in the main object of the Company. There was no change in the nature of the business during the financial year ended on March 31 st , 2024.

47. CHANGE IN NAME OF THE COMPANY.

The Company has not changed the name during the period under review.

48. OTHER DISCLOSURE UNDER COMPANIES ACT, 2013

Disclosure under Section 131 (1): The Company has not revised its financial statement or its Board Report during the relevant financial year. Hence no disclosure is required.

Details of remuneration pursuant to section 197(12) &amp; Rule 5 of the Companies (Appointment and remuneration of Managerial personnel) Rule, 2014: Company not being listed Company, provision of section 197(12) is not applicable.

49. DISCLOSURE UNDER THE INSLOVENCY AND BANKRUPTCY CODE, 2016

There was no application made or any proceeding pending under the insolvency and Bankruptcy Code, 2016.

50. ACKNOWLEDGEMENTS

Your Directors take this opportunity to express their deep and sincere gratitude for the support and co-corporation from the Borrowers, Banks, Financial Institutions, Investors, and Employees of the Company, for their consistent support and encouragement to the Company. Your Directors also placed on record their sincere appreciation of the commitment and hard work put in by the management and the employees of the Company and thank them for yet another excellent year.

51. FORWARD LOOKING STATEMENT

Statement in the Board9s reports and Management Discussion & Analysis contain certain forward- looking statement with the provision of Companies Act &amp; Master Direction of Reserve bank of India and hence reasonable caution is to be exercised by stakeholder while relying on this statement.