Your Board of Directors have pleasure in presenting 34th Annual Report of the company on the business and operations
of the company along with Audited Financial Statements for the financial year ended March 31, 2026.
FINANCIAL RESULTS
The financial results of the company operations for the year under review and those of the previous years are as
follows:
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PARTICULARS
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CURRENT
YEAR
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PREVIOUS
YEAR
|
|
Revenue from operations
|
175.12
|
118.24
|
|
Other Income
|
0.05
|
0
|
|
Profit (Loss)/before extraordinary Items and tax
|
20.93
|
24.45
|
|
Less extraordinary items
|
-
|
-
|
|
Profit/(loss) before tax
|
20.93
|
24.45
|
|
Dividend
|
-
|
-
|
PERFORMANCE OF THE COMPANY
The Directors of the company shall continue their endeavor to improve the trend of growth in the coming years.
AUDITORS
As per the provisions of Section 139, 141 of the Companies Act, 2013 and rules made thereunder (hereinafter referred
to as “the Act”), the Company at its 33rd Annual General Meeting (‘AGM”) approved the appointment of M/s.
Sunita Agrawal & Co, Chartered Accountants (FRN: 515225C) as Statutory Auditor for a period of 5 years
commencing from the conclusion of 33rd AGM till the conclusion of the 38th AGM to be held in the year 2030.
DIRECTORS
The Board of Directors of the Company is duly constituted as per regulation 17 of SEBI (LODR) 2015 with an
exception that Mr. Hardev Singh (having DIN: 09700966) had resigned from the post of Whole Time Director with
effect from 13/02/2026. This has resulted in an imbalance in the proper composition of board of directors as on 31st
March 2026 as per Section 203 of the Companies Act, 2013.
The Board places on record its appreciation for the valuable contributions made by Mr. Hardev Singh during his
tenure as Director of the Company.
All independent Directors have confirmed that they are complying with the requirement of Section 149(6) of the
Companies Act, 2013 and applicable provisions of SEBI (Listing Obligations and Disclosure Requirements)
Regulation, 2015.
DIRECTOR'S RESPONSIBILTY STATEMENT
Pursuant to clause (c) of the provisions of Section 134(3) of the Companies Act, 2013, the Directors hereby confirm
the responsibility for the integrity and objectivity of the Profit & Loss Account for the year ended 31st March, 2026
and the Balance Sheet as at that date (“Financial Statements”) and confirm that:
1. In the preparation of the annual accounts for the year ended March 31, 2026 the applicable accounting
standards read with requirements set out in the Companies Act, 2013 have been followed and there are no
material departures from the same.
2. We have selected such accounting policies that are reasonable, prudent and applied them consistently and
made judgments and estimates so as to give a true and fair view of the state of affairs of the company as at March
31, 2026 and of the profit of the company for the year ended on that date.
3. We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for safe guarding the assets of the company and for preventing
and detecting fraud and other irregularities.
4. We have prepared the annual returns of the company on a going concern basis.
5. We have laid down internal financial controls to be followed by the company and that such internal financial
controls are adequate and were operating effectively.
6. We have devised proper systems to ensure compliance of all applicable laws and that such systems were
adequate and operating effectively.
Based on the framework of internal financial controls and compliance systems established and maintained by the
Company, work performed by the internal, statutory and secretarial auditors the reviews performed by
management and the relevant board committees, including the audit committee, the board is of the opinion that
the Company’s internal financial controls were adequate and effective during the financial year 2025-2026.
SECRETARIAL AUDITORS' REPORT
Pursuant to the provisions of Section 204 of the Companies Act, 2013, read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and the applicable provisions of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, M/s C Gaur and Associates,
Company Secretaries (FRN: S2017DE529000), were appointed as the Secretarial Auditors of the Company at the
Annual General Meeting held in the year 2025 for a term commencing from the Financial Year 2025-26 and
continuing up to the conclusion of the Annual General Meeting to be held in the year 2030.
The Secretarial Audit Report in Form MR-3 for the Financial Year 2025-26 is annexed to this Report as Annexure-
A and forms an integral part of this Report.
Pursuant to Section 134(3)(f) of the Companies Act, 2013, the explanations/comments of the Board on the observations
made by the Secretarial Auditors are as under:
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S.
No.
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Auditor's Observation
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Board's Comments
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|
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1.
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The Website of the Company is not updated on
some counts as per Regulation 46 of the SEBI
(Listing Obligations and Disclosure
Requirement), Regulations, 2015.
|
The Board notes the observation. Certain disclosures on
the Company’s website were not updated within the
prescribed timelines under Regulation 46 of the SEBI
(LODR) Regulations, 2015. The Company has since
updated the requisite information and strengthened its
internal monitoring mechanism to ensure timely updation
of all statutory disclosures on the website going forward.
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|
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2.
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There was no Company Secretary and
Compliance Officer in the Company from date
12/02/2026 to 01/06/2026 and this is violation
of the provisions of Section 203 of the Companies
Act, 2013 read with Rule 6 of Securities and
Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations,
2015.
|
The vacancy in the office of the Company Secretary and
Compliance Officer arose due to cessation of the previous
incumbent. The Company took necessary steps to identify
a suitable candidate and appointed Ms. Pooja Agrawal
as the Company Secretary and Compliance Officer with
effect from June 1, 2026. The Board has put in place
measures to ensure timely compliance with the applicable
provisions in future.
|
|
|
3.
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BSE imposed a fine of INR 9,000/- on the
Company for the delayed submission of the
statement on shareholder complaints under
Regulation 13(3) of the SEBI (LODR)
Regulations, 2015 for the quarter ended June
2025. The Company has duly paid the said fine.
|
The delay in submission of the statement of investor
complaints under Regulation 13(3) of the SEBI (LODR)
Regulations, 2015 was inadvertent. The Company has
paid the fine imposed by BSE Limited and has
strengthened its compliance monitoring mechanism to
ensure timely filing of all statutory submissions in future.
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|
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4.
|
BSE imposed a fine of INR 10,000/- on the
Company for the delayed submission of prior
intimation of the meeting of the Board of
Directors dated 06/11/2025 under Regulation
29(2)/29(3) of the SEBI (LODR) Regulations,
2015. The Company has duly paid the said fine.
|
The delay in submitting the prior intimation of the Board
Meeting under Regulation 29 of the SEBI (LODR)
Regulations, 2015 was inadvertent. The Company has
paid the fine levied by BSE Limited and has implemented
appropriate internal controls to ensure timely compliance
with the applicable regulatory requirements.
|
|
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5.
|
Pursuant to the SEBI Master Circular dated
November 11, 2024, BSE has frozen the demat
accounts of the promoters due to the Company's
non-payment of fines levied under the SEBI
(Listing Obligations and Disclosure
Requirements) Regulations, 2015.
|
The Board notes the observation. The freezing of the
promoters demat accounts by BSE Limited was a
consequential action under the applicable SEBI
framework owing to the non-payment of fines within the
stipulated time. Upon payment of the outstanding fines
and completion of the requisite formalities, the Company
initiated the process for revocation of the freezing in
accordance with the applicable SEBI and Stock Exchange
requirements.
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|
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6.
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Non-compliance with Regulation 17 (1C) of
SEBI (LODR) Regulations, 2015: Mr. Hardev
Singh (DIN: 09700966) was appointed as an
Additional Director of the Company with effect
from 06/01/2025 and regularised by the
shareholders in the 33rd Annual General
Meeting held on 22/09/2025.
|
The Board notes the observation. The approval of the
shareholders for the appointment of Mr. Hardev Singh
(DIN: 09700966) as a Director was obtained at the 33rd
Annual General Meeting held on September 22, 2025.
The delay in obtaining shareholders approval within the
timeline prescribed under Regulation 17(1C) of the SEBI
(LODR) Regulations, 2015 was inadvertent. The Board
has strengthened its compliance monitoring mechanism
to ensure timely compliance with the applicable
regulatory requirements.
|
|
REGISTRATION WITH RESERVE BANK OF INDIA AS NBFC
The company is registered with the Reserve Bank of India as a NBFC within the provisions of the NBFC (Reserve Bank
of India) Directions, 1998.
INFORMATION PURSUANT TO THE PROVISIONS OF PARA 10 OF
NON- BANKING FINANCIAL COMPANIES (RBI) DIRECTIONS, 1977.
Neither the Company has accepted any Public Deposits during the year nor the Company is holding prior Public
Deposits, therefore the information called for is not applicable.
CORPORATE GOVERNANCE REPORT, MANAGEMENT DISCUSSION
AND ANALYSIS REPORT
The company is committed to maintain the higher standards of corporate governance. Your directors adhered to the
requirements set out in the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and have implemented all the prescribed requirements. Pursuant to Regulation 34(3) of the SEBI
LODR. The Reports on Corporate Governance with auditors’ certificate thereon and Management Discussion and
Analysis have been incorporated in the Annual Report and form an integral part of the Board’s report.
FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE
BOARD, ITS COMMITTEES & INDIVIDUAL DIRECTORS
The Board of Directors have evaluated the performance of all Independent Directors, Non-Independent Directors
and its Committees. The Board deliberated on various evaluation attributes for all directors and after due
deliberations made an objective assessment and evaluated that all the directors in the Board have adequate expertise
drawn from diverse industries and business and bring specific competencies relevant to the Company’s business and
operations. The Board found that the performance of all the Directors was quite satisfactory.
The Board also noted that the term of reference and composition of the Committees was clearly defined. The
Committee performed their duties diligently and contributed effectively to the decisions of the Board.
The functioning of the Board and its committees were quite effective. The Board evaluated its performance as a
whole and was satisfied with its performance and composition of Independent and Non-Independent Directors.
OTHER DISCLOSURES UNDER COMPANIES ACT, 2013
1. Number of Board Meetings
The Board met eight times during the Financial Year 2025-2026, the details of the Board Meetings and attendance
of the Directors are provided in the Corporate Governance Report that forms part of this Annual Report. The
Intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013. The dates
are 25/04/2025; 28/05/2025; 03/07/2025;11/08/2025; 20/08/2025; 06/09/2025; 29/12/2025 and 13/02/2026.
2. Composition of Audit Committee
The details pertaining to composition of audit committee are given in the Corporate Governance Report, which
forms part of this Annual Report.
3. Related Party Transactions
All the related party transactions are entered on arm’s length basis and in the ordinary course of business. The
Company has complied with all the applicable provisions of the Act and SEBI LODR in this regard. No contracts
or arrangements have been entered into by the Company with related parties referred to in sub-section (1) of Section
188 of the Companies Act, 2013 including an arm’s length transactions under third proviso.
4. Particulars of Loans, Guarantees and Investments
The particulars of loans, guarantees and investments have been disclosed in the financial statements.
5. Fixed Deposits
Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the
Companies (Acceptance of Deposits) Rules, 2014.
6. Comments on Auditor’s Report
There is no adverse remark or comments in Statutory Auditor’s report and therefore no comments are required in the
Director’s report.
7. Vigil Mechanism and Whistle Blower Policy
In pursuance of Section 177(9) of the Companies Act, 2013 and the SEBI LODR, the company has in place a Vigil
Mechanism/Whistle Blower Policy for Directors and employees to report genuine concern. More details pertaining
to the same are given in the Corporate Governance Report.
8. Nomination & Remuneration & Evaluation Policy
In Pursuant to provisions of Section 178 of the Companies Act, 2013 and SEBI LODR, the Board of Directors have
approved Nomination & Remuneration & Evaluation policy for appointment, remuneration and evaluation of the
Directors, key management personnel and senior management personnel. The details of the Nomination,
Remuneration Committee, Nomination & Remuneration & Evaluation Policy and annual evaluation carried out
by the Board of Directors are given in the Corporate Governance Report.
9. Particular of Employees and Analysis of Remuneration.
Particular of employees and analysis of remuneration as required under Section 197(12) of the Companies Act,
2013 read with rule 5 of the Companies (Appointment and remuneration of Managerial Personnel) Rules 2014 are
enclosed in Annexure- C.
10. Transfer to reserve
The Board of Directors of your company has decided not to transfer any amount to the Reserves for the financial
year under review.
11. Dividend
The Board of Directors of your company, after considering holistically the relevant circumstances, has decided
that it would be prudent, not to recommend any Dividend for the financial year under review.
12. Miscellaneous Disclosures
i. The details about risk management have been given in the Management discussion and analysis.
ii. There is no material change and commitments affecting the financial position of the company which has
occurred between the end of the financial year and the date of the report.
iii. The company does not have any subsidiary and joint venture companies.
iv. There is no significant and material order passed during the year by the regulators, courts, tribunals which
can impact the going concern status and the Company’s operations in the future.
v. During the year under review, the Statutory Auditor in their report have not reported any instances of frauds
committed in the Company by its Officers or Employees under section 143(12) of the Companies Act, 2013.
vi. The Company has Complied with the applicable Secretarial Standards (as amended from time to time) on
meetings of the Board of Directors and Meeting of Shareholders (EGM/AGM) i.e. SS-1 and SS-2 issued by
The Institute of Company Secretaries of India and approved by Central Government under section 118(10)
of the Companies Act, 2013.
vii. During the year the company has not received any complain under the sexual harassment of women at work
place (Prevention, Prohibition and Redressal), Act, 2013.
viii. During the year under review, no Corporate Insolvency Resolution Process/ proceedings were initiated by /
against the company under Insolvency and Bankruptcy Code, 2016.
Corporate Social Responsibility
The Company is not required to constitute a Corporate Social Responsibility Committee as it does not fall within
purview of Section 135(1) of the Companies Act, 2013 and hence it is not required to formulate policy on corporate
social responsibility.
COST RECORD
As per section 148 of the Companies Act, 2013, read with the Companies (Cost Records and Audit) Rules, 2014,
your Company is not required to maintain cost records.
DIFFERENCE IN VALUATION
The Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and
hence the details of difference between amount of the valuation done at the time of one-time settlement and the
valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not
applicable.
MATERNITY BENEFIT
The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has
extended all statutory benefits to eligible women employees during the year.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORBTION AND
FOREIGN EXCHANGE EARNINGS AND OUTGO
The company is a NBFC, therefore the information with regard to conservation of energy, technology absorption as
required by the Companies (Accounts) Rules, 2014 relating to conservation of energy and technological absorption
do not apply and hence no disclosure is being made in this report.
FOREIGN EXCHANGE EARNINGS AND OUTGO:
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Particulars
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Current Year
(2025-2026)
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Previous Year
(2024-2025)
|
|
(a) Foreign Exchange Inflow
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Nil
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Nil
|
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(b) Foreign Exchange Outflow
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Nil
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Nil
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ACKNOWLEGEMENTS
Directors wish to express their grateful appreciation for assistance and cooperation received from shareholders for
their support, faith and confidence in the company. Your directors place on records their sincere appreciation for
the guidance, support and co-operation of our auditors, the legal advisors and bankers.
For and on behalf of the Board of Directors
Sd/-
Date: 10th July, 2026 Rajesh Arora
Place: New Delhi Director
DIN: 00662396
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