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NOTES TO ACCOUNTS

VLS Finance Ltd.

You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (₹) 748.70 Cr. P/BV 0.28 Book Value (₹) 784.46
52 Week High/Low (₹) 339/195 FV/ML 10/1 P/E(X) 16.20
Bookclosure 12/12/2025 EPS (₹) 13.59 Div Yield (%) 0.68
Year End :2025-03 

2.12 Provisions and contingencies:

Provisions are recognized when the Company has a present
obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying
economic benefits will be required to settle the obligation
and a reliable estimate can be made of the amount of the
obligation. Provisions are measured at the best estimate of
the expenditure required to settle the present obligation at the
reporting date.

Provisions are determined by discounting the expected
future cash flows (representing the best estimate of the
expenditure required to settle the present obligation at the
balance sheet date) at a pre-tax rate that reflects current
market assessments of the time value of money and the
risks specific to the liability. The unwinding of the discount is
recognized as finance cost. Expected future operating losses
are not provided for. Contingent liabilities are disclosed when
there is a possible obligation arising from past events, the
existence of which will be confirmed only by the occurrence
or non-occurrence of one or more uncertain future events
not wholly within the control of the Company or a present
obligation that arises from past events where it is either not
probable that an outflow of resources will be required to settle
the obligation or a reliable estimate of the amount cannot be
made.

2.13 Earnings per share

a) Basic earnings per share

Basic earnings per share is calculated by dividing the net
profit for the period (excluding other comprehensive income)
attributable to equity shareholders of the Company by the
weighted average number of equity shares outstanding
during the financial year, adjusted for bonus element in equity
shares issued during the year.

b) Diluted earnings per share

Diluted earnings per share is computed by dividing the net
profit for the period attributable to equity shareholders by the
weighted average number of shares outstanding during the
period as adjusted for the effects of all diluted potential equity

shares except where the results are anti-dilutive assets
acquired and liabilities assumed.

2.14 Leases

The Company lease asset classes primarily consist of leases
for buildings taken on lease for operating its office. The
Company assesses whether a contract contains a lease, at
inception of a contract. At the date of commencement of the
lease, the company recognizes a right-of-use asset (“ROU”)
and a corresponding lease liability for all lease arrangements
in which it is a lessee, except for leases with a term of twelve
months or less (short-term leases) and low value leases.
For these short-term and low value leases, the company
recognizes the lease payments as an operating expense on
a straight-line basis over the term of the lease. Right-of-use
assets are depreciated from the commencement date on a
straight-line basis over the lease term. The lease liability is
initially measured at amortized cost at the present value of
the future lease payments.

As a lessor

Lease income from operating leases where the Company
is a lessor is recognised in income on a straight-line basis
over the lease term unless the receipts are structured
to increase in line with expected general inflation to
compensate for the expected inflationary cost increases.

2.15 Foreign exchange transactions

The functional currency and the presentation currency of
the Company is Indian Rupees. Transactions in foreign
currency are recorded on initial recognition using the
exchange rate at the transaction date. Monetary assets and
liabilities denominated in foreign currencies are translated
at the functional currency closing rates of exchange at the
reporting date. Exchange differences arising on the settlement
or translation of monetary items are recognized in the statement
of profit and loss in the period in which they arise.

2.16 Borrowing costs

Borrowing costs include interest expense as per the effective
interest rate (EIR) and other costs incurred by the Company in
connection with the borrowing of funds. Borrowing costs directly
attributable to acquisition or construction of those tangible
fixed assets which necessarily take a substantial period of
time to get ready for their intended use are capitalized. Other
borrowing costs are recognized as an expense in the year in
which they are incurred.

The difference between the discounted amount mobilized and
redemption value of securities is recognized in the statement
of profit and loss over the life of the instrument using the
EIR.

2.17 Retirement and other employee benefits

(i) Short- term employee benefits

Employee benefits payable wholly within twelve months
of availing employee services are classified as short-term
employee benefits. These benefits include salaries and
wages, bonus and ex-gratia. The undiscounted amount of
short-term employee benefits such as salaries and wages,
bonus and ex-gratia to be paid in exchange of employee
services are recognized in the period in which the employee
renders the related service.

(ii) Post-employment benefits

(ii) (a) Defined contribution plans:

A defined contribution plan is a post-employment benefit plan
under which an entity pays specified contributions to a separate
entity and has no obligation to pay any further amounts. The

company makes specified monthly contributions towards
Provident Fund and Employees State Insurance Corporation
(‘ESIC'). The contribution of company is recognized as an
expense in the Statement of Profit and Loss during the period
in which employee renders the related service. There are no
other obligations other than the contribution payable to the
Provident Fund and Employee State Insurance Scheme.
These contributions are recognized as an expense in the
statement of profit and loss during the period during the
period in which the employee renders the related service.

(ii) (b) Defined benefit plan:

Gratuity liability, wherever applicable, is provided for on the
basis of an actuarial valuation done as per projected unit
credit method, carried out by an independent actuary at the
end of the year. The Company's gratuity benefit scheme is a
defined benefit plan.

(iii) Other Long-term Benefits:

Compensated absences:

The Company provides for the encashment / availment of
leave with pay subject to certain rules. The employees are
entitled to accumulate leave subject to certain limits for future
encashment / availment. The liability is provided based on
the number of days of unutilized leave at each balance sheet
date on the basis of an independent actuarial valuation.

Note. 3 Key accounting estimates and Judgments

The preparation of financial statements requires management
to make judgments, estimates and assumptions in the
application of accounting policies that affect the reported
amounts of assets, liabilities, income and expenses. Actual
results may differ from these estimates. Estimates and
underlying assumptions are reviewed on ongoing basis. Any
changes to accounting estimates are recognized prospectively.
Information about critical judgments in applying accounting
policies, as well as estimates and assumptions that have
the most significant effect on the amounts recognized in the
financial statements are included in the following notes:

(a) Provision and contingent liability: On an ongoing basis,
Company reviews pending cases, claims by third parties and
other contingencies. For contingent losses that are considered
probable, an estimated loss is recorded as an accrual in
financial statements. Loss Contingencies that are considered
possible are not provided for but disclosed as Contingent
liabilities in the financial statements. Contingencies the
likelihood of which is remote are not disclosed in the financial
statements. Gain contingencies are not recognized until the
contingency has been resolved and amounts are received or
receivable.

(b) Allowance for impairment of financial asset: Judgments are
required in assessing the recoverability of overdue loans
and determining whether a provision against those loans is
required. Factors considered include the aging of past dues,
value of collateral and any possible actions that can be taken
to mitigate the risk of non-payment.

(c) Recognition of deferred tax assets: Deferred tax assets are
recognized for unused tax-loss carry forwards and unused tax
credits to the extent that realization of the related tax benefit
is probable. The assessment of the probability with regard to
the realization of the tax benefit involves assumptions based
on the history of the entity and applicable laws.

(d) Property, plant and equipment and Intangible Assets:
Management reviews the estimated useful life and residual
values of the assets annually in order to determine the
amount of depreciation to be recorded during any reporting

period. The useful life and residual values as per schedule II
of the Companies Act, 2013 or are based on the Company's
historical experience with similar assets and taking into
account anticipated technological changes, whichever is
more appropriate.

(e) The fair value of financial instruments that are not
traded in an active market is determined using valuation
techniques. The Company uses its judgment to select a
variety of methods and make assumptions that are mainly
based on market conditions existing at the end of each
reporting period.

(f) Defined benefit plans: The cost of defined benefit plans and the
present value of the defined benefit obligations are based on
actuarial valuation using the projected unit credit method. An
actuarial valuation involves making various assumptions that
may differ from actual developments in the future. These include
the determination of the discount rate, future salary increases
and mortality rates. Due to the complexities involved in the
valuation and its long - term nature, a defined benefit obligation
is highly sensitive to changes in these assumptions.

3) Capital Redemption Reserve of Rs 456.72 lakhs consists of aggregate amount of Rs 113.30 lakhs transferred from the retained earning towards
nominal value of 11,32,983 fully paid up Equity Shares of f 10/-each bought back for the first time on 11/02/2014 for cash and Rs 343.42 lakhs
transferred from the retained earning towards nominal value of 34,34,235 fully paid up Equity Shares of f 10/-each bought back for the second time
till 31/03/2023 for cash.

4) The Board of Directors of the Company in its meeting held on 05-Jan-2023 has approved buy-back of its own shares by the Company from open
market through Stock Exchange route in terms of proviso to clause (b) of sub section 2 of section 68 of the Companies Act, 2013 and other applicable
regulations. The buyback so approved had opened from 16/01/2023 and closed on 29/05/2023. During this period 38,66,025 equity shares of Rs
10/- each have been bought back by the company at an average rate of f 179.22 per share. A total sum of f 6,928.59 lakhs (excluding transaction
costs) was utilised for the said buyback. Post buyback the paid up share capital of the Company is f 3491.82 Lakhs (including f 12.22 Lakhs being the
amount forfeited on 4,67,500 equity shares) comprising 3,47,95,992 equity shares of f 10/- each. Requisite compliances under applicable regulations
have been made in respect of aforesaid buyback including for extinguishment of said shares so bought back. Accordingly, EPS has been calculated
on weighted average number of shares as on 31-March-2024 in accordance with IND-AS 33. Out of total consideration of f 6,928.59 lakhs, f 729.40,
lakhs paid towards buy-back of equity shares during the financial year 2023-24, is adjusted against share capital to the extent of f 43.18 lakhs and
against the share premium to the extent of f 686.22 lakhs. Further consequent to the aforesaid buyback of 4,31,790 fully paid up Equity Shares of f
10/- each during the year ended of 31-Mar-2024 for cash, the nominal amount of shares capital bought-back of f 43.18 lakhs has been transferred to
the Capital Redemption Reserve out of the Retained Earnings.

5) The Board of Directors of the Company in its meeting held on 09-August-2024 had approved buy-back of its own shares by the company through
tender route under stock exchange mechanism in terms of proviso to clause (b) of sub section 2 of section 68 of the Companies Act, 2013 and other
applicable regulations. The buyback so approved had opened from 30/08/2024 and closed on 05/09/2024. During this period 7,85,751 equity shares
of Rs 10/- each have been bought back by the company at a rate of f 380/- per share. A total sum of f 2,907.28 lakhs (excluding transaction costs)
was utilised for the said buyback. Post buyback the paid up share capital of the Company is f 3,413.25 lakhs (including f 12.22 Lakhs being the
amount forfeited on 4,67,500 equity shares) comprising 3,40,10,241 equity shares of f 10/- each. Requisite compliances under applicable regulations
have been made in respect of aforesaid buyback including for extinguishment of said shares so bought back. Accordingly, EPS has been calculated
on weighted average number of shares as on 31-March-2025 in accordance with IND-AS 33. Total consideration of f 2985.85 lakhs paid towards
the buyback of equity shares during the financial year 2024-25 is adjusted against share capital to the extent of f 78.58 lakhs and against the share
premium and retained earnings to the extent of f 2,611.16 lakhs and f 296.12 lakhs, respectively. Further consequent to the aforesaid buyback of
7,85,751 fully paid-up equity shares of f 10/- each during the year ended 31-Mar-2025 for cash, the nominal amount of share capital bought back of
f 78.58 lakhs has been transferred to the Capital Redemption Reserve out of the Retained Earnings.

6) Dividend amounting to f 521.94 lakhs @ f 1.50 per equity share proposed for the year ended March 31,2023 was paid on the outstanding number of
shares during the financial year 2023-24.

7) Dividend amounting to f 850.26 lakhs @ f Rs.1.50 per equity share of Rs 10 each and additionally a special dividend of f 1.00 aggregating to
f 2.50 per equity share proposed for the year ended March 31,2024 was paid on the outstanding number of shares as on the cut-off date i.e.
20/09/2024, during the financial year 2024-25.

Nature and purpose of reserves :

(A) Securities premium:

Securities premium is used to record the premium received on issue of shares. The Securities premium can be utilised only for limited purposes in
accordance with the provisions of the Companies Act, 2013.

(B) Retained earnings:

Retained earnings represents surplus/accumulated earnings of the Company and are available for distribution to shareholders.

(C) General reserve:

General reserve is free reserve available for distribution as recommended by Board in accordance with requirements of the Companies Act, 2013.

(D) Capital redemption reserve:

The Companies Act, 2013 requires that when a Company purchases its own shares out of free reserves or securities premium account or both, a sum
equal to the nominal value of the shares so purchased shall be transferred to a capital redemption reserve. The reserve is utilised in accordance with
the provisions of Section 69 of the Companies Act, 2013.

(E) Other comprehensive income (OCI):

The Company has elected to recognise changes in the fair value of certain investments in equity securities and other instruments in other comprehensive
income. These changes are accumulated within the FVTOCI reserve under the head “other equity”. The Company transfers amounts from this reserve
to retained earnings when those investments have been disposed off. Further this also represents the gain/(loss) on remeasurement of defined benefit
obligations and of plan assets.

* Late Shri Vikas Mehrotra (Managing Director -International Operations) ceased as KMP w.e.f. 13th July 2023 on account of his demise and the gratuity
paid to his legal heirs during the year is shown above under the head remuneration paid for the Financial Year 2024-25.

# Notes:

1 The value of transaction represents the value of transaction with related party from the date the party became related party.

2 If the amount is less than Rs 500 then the figure is shown as “-” or “0”

3 The value of related party transactions are given, excluding applicable taxes if any.

4 Key Managerial Personnel Remuneration value is in the nature of Short term employee benefits as per IND AS 24.

Key Managerial Personnel Remuneration does not include provision for gratuity and Insurance premiums for medical and life.

Post employment benefits and other long term benefits are determined for all the employees on actuarial valuation basis. Hence, it is not possible
to identify and segregate such compensation pertaining to KMP’s for other long term employee benefits and post retirement employee benefits.
Late Shri M.P. Mehrotra (Executive Vice Chairman ) ceased as related party w.e.f. 5th April 2024 on account of his demise and the gratuity payable
is pending to be paid to his legal heirs. The Gratuity payable is shown above under the head remuneration payable for the Financial Year 2024¬
25.

5 Miscellaneous advance given has been received on same day.

Note No 34. Capital management.

For the purpose of the Company’s capital management capital includes issued equity capital share premium and all other equity reserves attributable to the
equity holders. The primary objective of the Company’s capital management is to maximize the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants.
To maintain or adjust the capital structure the Company may adjust the dividend payment to shareholders return capital to shareholders or issue new shares.
The Company monitors capital using a gearing ratio which is net debt divided by total capital plus net debt. The Company’s policy is to keep the gearing ratio
as less as possible. The Company includes within net debt interest bearing loans and borrowings trade and other payables less cash and cash equivalents
excluding discontinued operations.

In order to achieve this overall objective, the Company’s capital management amongst other things aims to ensure that it meets financial covenants attached
to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank
to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current
period.

Note No 35. Other Financial Information

a. Under the Micro Small and Medium Enterprises Development Act 2006 (MSMED) which came into force from 02 October 2006 certain disclosures are
required to be made relating to MSME. On the basis of the information and records available with the Company the following disclosures are made for
the amounts due to the Micro and Small Enterprises.

There are no dues outstanding of an entity which is registered as the Micro Small and Medium Enterprises defined under ‘The Micro Small and Medium
Enterprises Development Act 2006”.

1. Income Tax demand relating to financial year 2021-22 (AY 2022-23) is Rs 2,597.07 Lakhs (Previous year Rs 2,597.07 lakh) for which appeal is pending
before CIT(A).

This is disputed by the Company in appeal and hence not provided for. The Company’s refund of Rs 275.28 lakh as well as company’s refund in Previous
year for Rs 70.34 lakh, aggregated to Rs 345.62 Lakh has been withheld and adjusted due to the above demand by the income tax department.

The Company has evaluated the notice and demand letter and is of the opinion that it would succeed in appeal. Accordingly, no provision for any liability
has been made in these financial statements.

2. Income Tax demand relating to financial year 2022-23 (AY 2023-24) is Rs 71.69 Lakhs (Previous year Nil) for which appeal is pending before CIT(A).
This is disputed by the Company in appeal and hence not provided for. The Company’s refund of Rs 52.75 lakh has been withheld and adjusted due to
the above demand (Previous year Nil) by the income tax department.

The Company has evaluated the notice and demand letter and is of the opinion that it would succeed in appeal. Accordingly, no provision for any liability
has been made in these financial statements.

The management assessed that cash and cash equivalents, trade receivables trade payables bank overdrafts and other current liabilities approximate their
carrying amounts largely due to the short-term maturities of these instruments.

The fair value of the financial assets and liabilities is shown at the amount at which the instrument could be exchanged in a current transaction between willing
parties other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

The fair values of the quoted securities and bonds are based on price quotations at the reporting date.

The fair value of unquoted instruments is based on NAV as per the latest financial figures of the respective company or price multiples of comparable
companies or Price Quotation received from intermediaries dealing in unquoted shares. Other financial liabilities as well as other non-current financial
liabilities is based on carrying value and obligations under finance lease is estimated by discounting future cash flows using rates currently available for debt
on similar terms credit risk and remaining maturities. The Company follows “FIFO” method for calculating the profit/loss on sale of investments.

Note No 39: Financial risk management.

Risk management framework

The Company has established a comprehensive system for risk management and internal controls for all its businesses to manage the risks that it is
exposed to. The objective of its risk management framework is to ensure that various risks are identified measured and mitigated and also that policies
procedures and standards are established to address these risks and ensure a systematic response in the case of crystallization of such risks.

The Company has exposure to the following risk arising from financial instruments:

i. Credit risk

ii. Liquidity risk

iii. Market risk

The Company has established required policies with respect to such risks which set forth limits mitigation strategies and internal controls to be implemented.
The Board oversees the Company’s risk management which frames and reviews risk management processes and controls.

i. Credit risk:

It is risk of financial loss that the Company will incur a loss because its customer or counterparty to financial instruments fails to meet its contractual
obligation.

The Company’s financial assets comprise of Cash and bank balance, Stock-in-trade, Trade receivables, Loans, Investments and Other financial assets.

The maximum exposure to credit risk at the reporting date is primarily from the Company’s trade receivables.

Following provides exposure to credit risk for trade receivables:

Trade Receivables: The Company has followed simplified method of ECL in case of Trade receivables and the Company recognises lifetime
expected losses for all trade receivables that do not constitute a financing transaction. At each reporting date the Company assesses the impairment
requirements.

Other financial assets considered to have a low credit risk:

Credit risk on cash and cash equivalents is limited as we generally invest in deposits with banks of high standing. Investments comprise of quoted
and unquoted Equity instruments bonds and mutual funds which are market tradable. Other financial assets include deposits for assets acquired on
lease.

ii. Liquidity risk

Liquidity represents the ability of the Company to generate sufficient cash flow to meet its financial obligations on time both in normal and in stressed conditions
without having to liquidate assets or raise funds at unfavorable terms thus compromising its earnings and capital.

Liquidity risk is the risk that the Company may not be able to generate sufficient cash flow at reasonable cost to meet expected and / or unexpected claims.
It arises in the trading and investment activities and in the management of trading positions. The Company aims to maintain the level of its cash and cash
equivalents and other highly marketable investments at an amount in excess of expected cash outflow on financial liabilities.

Funds required for short period is taken care by borrowings through overdraft facility against fixed deposits with the bank.

iii. Market risk

Market risk arises when movements in market factors (foreign exchange rates interest rates credit spreads and equity prices) impact the Company’s income
or the market value of its portfolios. The Company in its course of business is exposed to market risk due to change in equity prices interest rates and foreign
exchange rates. The objective of market risk management is to maintain an acceptable level of market risk exposure while aiming to maximize returns. The
Company classifies exposures to market risk into either trading or non-trading portfolios. Both the portfolios are managed using the following sensitivity
analyses:

i) Equity price Risk

ii) Interest Rate Risk

iii) Currency Risk

i) Equity price Risk

The Company’s exposure to equity price risk arises primarily on account of its investment positions.

The Company’s equity price risk is managed in accordance with its Corporate Risk and Investment policy (CRIP) approved by the board. The board specifies

exposure limits and risk limits for the investments in equity.

ii) Interest Rate Risk

The Company’s exposure to interest rate risk arises primarily on account of its amount given on loan and the surplus funds kept as deposits with the banks.
The Company’s interest rate risk is managed in accordance with its policy approved by its board.

The non-traded Financial Assets and liabilities are fixed rate instruments and are valued at amortised cost. Any shifts in yield curve will not impact on their

carrying amount and will therefore not have any impact on the Company’s statement of profit and loss.

iii) Currency Risk /foreign exchange Risk

There is no exposure to currency risk as there is no position of the company stands in exchange traded currency derivatives.

Note No 40: Employees Benefits

i. Defined Contribution Plans:

Amount of Rs. 38.33 lakhs (Rs. 33.32 lakhs for the financial year 2023-2024) contributed to provident funds is recognized as an expense under ‘Employee
Cost in the Statement of Profit and Loss.

ii. Defined Benefit Plans

a) Gratuity (Funded):

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on death or resignation or
retirement at 15 days salary (last drawn salary) for each completed year of service. The gratuity plan is funded with LIC.

The following table summarizes the components of net expenses for gratuity benefits recognized in the statement of profit and loss other comprehensive
income and the amounts recognized in the balance sheet:

(ii) Valuation techniques used to determine fair value

Specific valuation techniques used to value financial instruments include :

• Quoted equity investments - Quoted closing price on stock exchange

• Mutual fund - net asset value of the scheme

• Alternative investment funds - net asset value of the scheme

• Unquoted equity investments - is based on NAV as per the latest financial figures of the respective company or price multiples of comparable companies
or Price Quotation received from intermediaries dealing in unquoted shares.

• Private equity investment fund - NAV of the audited financials of the funds.

• Real estate fund - net asset value, based on the independent valuation report or financial statements of the company income approach or market
approach based on the independent valuation report.

(iii) Financial instruments not measured at fair value

Financial assets not measured at fair value includes cash and cash equivalents, trade receivables, loans and other financial assets.

These are financial assets whose carrying amounts approximate fair value, due to their short-term nature.

Additionally, financial liabilities such as trade payables and other financial liabilities are not measured at FVTPL, whose carrying amounts approximate fair
value, because of their short-term nature.

Fair value measurements using significant unobservable inputs (level 3)

Note No 43: Tax Expense

The Company pays taxes according to the rates applicable in India. Most taxes are recorded in the income statement and relate to taxes payable for the
reporting period (current tax), but there is also a charge or credit relating to tax payable for future periods due to income or expenses being recognised in
a different period for tax and accounting purposes (deferred tax). The Company provides for current tax according to the tax laws of India using tax rates
that have been enacted or substantively enacted by the balance sheet date. Management periodically evaluates positions taken in tax returns in respect of
situations in which applicable tax regulation is subject to interpretation. It establishes provisions, where appropriate, on the basis of amounts expected to
be paid to the tax authorities. Deferred tax is provided, using the liability method, on temporary differences at the reporting date between the tax bases of
assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax is recognised in respect of all temporary differences that have
originated but not reversed at the balance sheet date, where transactions or events that result in an obligation to pay more tax in the future or a right to pay
less tax in the future have occurred at the balance sheet date. A deferred tax asset is recognised when it is considered recoverable and therefore recognised
only when, on the basis of all available evidence, it can be regarded as probable that there will be suitable taxable profits against which to recover carried
forward tax losses and from which the future reversal of underlying temporary differences can be deducted.

The Taxation Laws (Amendment) Ordinance, 2019 contain substantial amendments in the Income Tax Act 1961 and the Finance (No.2) Act, 2019 to provide
an option to domestic companies to pay income tax at a concessional rate. The Company has elected to opt the amended tax regime w.e.f. the financial
year 2019-20.

(iv) Fair Value Hierarchy:

The fair values of the investment properties as mentioned in (ii) above as at 31-Mar-2025 and as at 31-Mar-2024 is based on valuations performed
by valuer Green Brick Valuers Pvt Ltd, an approved valuer from Insolvency and Bankruptcy Board of India (IBBI) - vide IBBI/RV/-E-2/2023/189. The
valuation of land has been done by the valuer on the basis of market value of property considering the location, size of plot, civic amenities available
near the land. Further valuation of building has been done as per depreciated CPWD rates.

(v) Leasing arrangements

Investment properties are leased out to tenants under operating lease. Disclosure of future rent receivable is included in Note No 51: Disclosure under
Ind As 116 Lease.

(vi) Contractual obligations

The Company has no restrictions on the realisability of its investment properties and no contractual obligations to purchase, construct or develop the
investment property. However, the responsibility for its repairs and maintenance is with the Company.

Note No 51: Disclosure under Ind As 116 Lease:

Leases

1 Company as a lessee:

The Company has taken premises on operating lease for the period which ranges from 11 months to 36 months with an option to renew the lease by
mutual consent on mutually agreeable terms.

The Company has applied the exemptions not to recognise right-of-use assets and liabilities for lease with less than 12 months of term lease.
Information about leases for which the company is a lessee for more than 12 months are presented below:

Note No: 52: Intangible Assets under Development Ageing Schedule

There are no intangible assets under development as on March 31,2025, as well as March 31,2024.

Note No 53: Subsequent events:

There were no significant events after the end of the reporting period which require any adjustment or disclosure in the financial statements other than as
stated below:

i) The Board of Directors at its meeting held on 27th May 2025 has proposed a final dividend of Rs. 1.50 per equity share for the financial year ended
31-March 2025. The dividend will be 15% on face value of Rs.10/- per equity share, subject to approval by the members of the Company at the
forthcoming Annual General Meeting.

The dividend, if approved, will be paid as per applicable regulations subject to deduction of tax at source as per the applicable rate(s), to the members
whose name stand in the register of members on the record date fixed for this purpose.

Note No 54: Segment reporting:

The Company is primarily engaged in the single segment i.e., in the business of investment & Sale/Purchase of Shares/Securities & Derivatives. As such the
Company’s financial statements are largely reflective of the investment business. There are no separate reportable segments identified as per the Ind AS 108
- Operating segments. Further the Company does not have any reportable geographical segment. Hence segment-wise reporting has not been made.

Note No 55: Additional Regulatory disclosures.

i) During the financial years ended March 31,2025, and March 31,2024, the company has not revalued its property, plant and Equipment.

ii) All the lease agreements are executed in favor of the Company for properties where the Company is the lessee.

iii) During the financial years ended March 31,2025, and March 31,2024, the company has not revalued its intangible assets.

iv) The Company has been sanctioned working capital limits from Banks/financial institutions on the basis of security of Company’s own fixed deposits.

Therefore, during the financial years ending March 31,2025, and March 31,2024, the company is not required to file the Quarterly return/ statements of
current assets with banks and financial institutions.

v) The company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with companies (Restriction on number of
layers) rule 2017.

vi) During the financial years ended March 31,2025, and March 31,2024, no Scheme of Arrangements related to the company has been approved by the
Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.

vii) Utilisation of Borrowed funds and share premium: -

a. The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any other sources or other kind of funds)
to any other person or entity, including foreign entity (Intermediaries), with the understanding, whether recorded in writing or otherwise, that the
Intermediary shall:

i. 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

ii. provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

b. The Company has not received any funds (which are material either individually or in the aggregate) from any person or entity, including foreign
entity (Funding Parties), with the understanding, whether recorded in writing or otherwise, that the Company shall:

i. 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

ii. provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

viii) No proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act,
1988 and rules made thereunder, as at March 31,2025, and March 31,2024.

ix) The Company has not been declared willful defaulter by any bank or financial Institution or other lender, in accordance with the guidelines on willful
defaulters issued by the Reserve Bank of India, during the year ended March 31,2025, and March 31,2024.

x) There is no creation or satisfaction of charges which are pending to be filed with ROC as at March 31,2025, and March 31,2024.

xi) The Company has not traded or invested in Crypto currency or Virtual currency during the financial years ended March 31,2025, and March 31,2024.

xii) The Company does not have any 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 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961). No
previously unrecorded income and related assets have been recorded in the books of account during the year.

xiii) The auditors have expressed an unmodified opinion on the standalone financial statements of the Company for the financial years ended March 31,2025,
and March 31,2024.

xiv) There are no items of income and expenditure of exceptional nature for the financial years ended March 31,2025, and March 31,2024.

xv) In accordance with Division III of Schedule III of the Companies Act, 2013, items in the Statement of Profit and Loss and the Balance Sheet having nil
values during the reporting period have not been presented separately on the face of the financial statements. However, the Company confirms that there
have been no transactions under such heads during the reporting period.

xvi) The corporate governance report containing composition and category of directors, shareholding of non-executive directors is part of the annual report
for the financial year ended March 31,2025.

Note No 56: Previous year’s figures have been regrouped/reclassified wherever necessary to correspond with the current year’s classification/disclosure and
rounding off errors have been ignored.

Note No 57: The amounts reflected as “ 0 “ or “ - ” in the financial information are values with less than rupees five hundred or 0.

As per our report of even date attached For and on behalf of the board of directors

For Agiwal & Associates

Chartered Accountants
(FRN: 000181N)

CA P. C. Agiwal S.K. Agarwal K.K. Soni

Partner Managing Director Director-Finance& CFO

Membership No. 080475 (DIN:00106763) (DIN: 00106037)

Place: New Delhi Keshav Tandan H. Consul

Date: May 27th 2025 Executive Director Company Secretary

(DIN: 10450801) M. No A-11183

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