Shardul Securities Ltd. இன் கணக்கு குறிப்புகள்

(S) Provisions, contingent liabilities and contingent assets

The Company creates a provision when there is a present obligation as a result of past events and it is probable that there will be outflow of resources
and a reliable estimate of the obligation can be made of the amount of the obligation. The amount recognised as a provision is the best estimate of
the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding
the obligation. In cases where the available information indicates that the loss on the contingency is reasonably possible but the amount of loss cannot
be reasonably estimated, a disclosure is made in the financial statements.

Contingent liabilities are not recognised but are disclosed in the notes to the Standalone Ind AS financial statements. A disclosure for a contingent
liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there
is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of
resources would be required to settle the obligation, the provision is reversed.

Contingent assets are not recognised nor disclosed in the Standalone Ind AS financial statements.

(T) Foreign exchange transactions and translations

The Company’s financial statements are presented in Indian Rupee, which is also the Company’s functional currency.

Initial recognition: Transactions denominated in foreign currencies are recorded at the exchange rate prevailing at the time of the transaction.
Conversion: Monetary assets and liabilities denominated in foreign currencies at the year end are restated at year end rates.

Exchange differences: Foreign exchange gains and losses resulting from the settlement of transactions and from the translation of monetary assets
and liabilities denominated in foreign currencies at period end exchange rates are generally recognised in Statement of profit and loss.

(U) Employee benefits

1) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in
which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are
measured at the amounts expected to be paid when the liabilities are settled.

2) Post-employment obligations

i) Defined benefit plans
Gratuity:

The Company operates a defined benefit gratuity plan that provides for gratuity benefit to all employees. The Company makes annual
contributions to a fund administered by trustees and managed by insurance companies. The Company’s net obligation in respect of the gratuity
benefit scheme is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and
prior periods; that benefit is discounted to determine its present value, and the fair value of any plan assets, if any, is deducted.

The present value of the obligation under such defined benefit plan is determined based on actuarial valuation using the Projected Accrued
Benefit Method (same as 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.

The obligation is measured at the present value of the estimated future cash flows. The discount rates used for determining the present value of
the obligation under defined benefit plan, are based on the market yields on Government securities as at the balance sheet date.

Remeasurement of the net defined benefit liability/ asset, which comprise actuarial gains and losses, the return on plan assets (excluding interest)
and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in the balance sheet with a corresponding debit or credit
to OCI ( other Comprehensive Income) in the period in which they occur. Net interest expense and other expenses related to defined benefit plans
are recognized in profit or loss. Remeasurements are not reclassified to profit or loss in subsequent periods.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss
on curtailment is recognized immediately in profit or loss. The Company recognises gains and losses on the settlement of a defined benefit plan
when the settlement occurs.

ii) Defined contribution plans
Provident fund:

Retirement benefit in the form of provident fund, is a defined contribution scheme. The Company has no obligation, other than the contribution
payable to the provident fund. The Company recognises contribution payable to the provident fund scheme as an expense, when an employee
renders the related service.

(V) Earnings per share

1) Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to owners 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, if any.

2) Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax
effect of interest and other financing costs associated with dilutive potential equity shares, and the weighted average number of additional equity
shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

(W) Rounding of Amounts

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakh upto two decimal points as per the
requirements of Schedule III, unless otherwise stated.

(X) Critical estimates and judgments

In the process of applying the Company’s accounting policies, management has made the following estimates and judgements, which have a
significant impact on the carrying amounts of assets and liabilities at each balance sheet date.

1) Estimation of fair value of unlisted investments

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. Some of the Company’s assets and liabilities are measured at fair value for financial reporting purposes. Fair value is the price that would
be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date regardless
of whether that price is directly observable or estimated using another valuation technique. Fair value measurements under Ind AS are
categorised into Level 1, 2, or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of
the inputs to the fair value measurement in its entirety.

2) Current tax

Provision for current tax is made after taking into consideration benefits admissible under the provisions of the Income Tax Act, 1961. For the
purpose of preparing Income Tax working, the Company has opted for the new taxation rates u/s 115BAA of the Income Tax Act, 1961.

3) Estimation of fair value of investments property

The Company has carried out the valuation activity to assess fair value of its Investment in land and property. Accordingly, fair value estimates for
investment in land and property is classified as level 3.

The Company has obtained a Valuation Report from valuer to assess fair value of its Investment of property.

4) Business model assessment

Classification and measurement of financial assets depends on the results of the business model test. The Company determines the business
model at a level that reflects how groups of financial assets are managed together to achieve a particular business objective. This assessment
includes judgement reflecting all relevant evidence including how the performance of the assets is evaluated and their performance measured,
the risks that affect the performance of the assets and how these are managed and how the managers of the assets are compensated.
Monitoring is part of the Company’s continuous assessment of whether the business model for which the remaining financial assets are held
continues to be appropriate and if it is not appropriate whether there has been a change in business model and so a prospective change to the
classification of those assets.

5) Deferred tax

Deferred tax is recorded on temporary differences between the tax bases of assets and liabilities and their carrying amounts, at the rates that
have been enacted or substantively enacted at the reporting date. The ultimate realisation of deferred tax assets is dependent upon the
generation of future taxable profits during the periods in which those temporary differences become deductible. The Company considers the
expected reversal of deferred tax liabilities and projected future taxable income in making this assessment. The amount of the deferred tax assets
considered realisable, however, could be reduced in the near term if estimates of future taxable income during the carry-forward period are
reduced.

6) Defined Benefit Plan

The cost of the defined benefit plans and the present value of the defined benefit obligation 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
longterm nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting
date.

*The Board of directors of the company at its meeting held on 11th November, 2024, recommended the sub-division/split of one fully paid-up equity
share having a face value of Rs. 10/- each into 5 fully paid-up equity shares having a face value of Rs. 2/- each by alteration of capital clause of the
memorandum of association (MOA) subject to the approval of the members of the company. The members of the company approved the sub-division /
split of one full paid-up equity share of Rs. 10/- each into Five fully paid-up equity share of Rs. 2/- each through a postal ballot with a requisite majority
and the voting results were declared on 26th December, 2024.

Further the record date for split / sub-division of equity shares was 13^th January, 2025. Consequent to this, the authorized share capital comprises of
50,00,00,000 equity shares having a face value of Rs. 2/- each aggregating to Rs. 10,000 Lakhs and the paid-up share capital comprises of 8,74,92,165
equity shares having a face value of Rs. 2/- each aggregating to Rs. 1,749.84 lakhs.

(C) Par value per share:

The par value of Equity Shares is Rs.2/-.

(D) The rights, preferences and restrictions attached to each class of shares including to restrictions on the distribution of dividends and
repayment of capital:

Equity Shares- The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share. The equity
shareholders are entitled to dividend only if dividend in a particular financial year is recommended by the Board of Directors and approved by the
members at the annual general meeting of that year. In case of winding up, if the assets available for distribution are less than the paid up share
capital, then the shortfall will be borne by the members proportionately. Where there is an excess, the same shall be distributed proportionately among
the members.

(E) Details of Shares held by Holding or Ultimate Holding Company (including their Subsidiary or Associates)

Shares Held Nil (P.Y. Nil)

(F) The details of Equity Shareholders holding more than 5% shares :

Nature and purpose of reserve:

a) Capital Reserve

Capital Reserves are mainly the reserves created during business combination for the gain on bargain purchase.

b) Securities Premium

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

c) General Reserve

The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a
transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be
reclassified subsequently to profit or loss.

d) Statutory Reserve Fund (As per RBI Guidelines)

Statutory reserve fund is created as per terms of section 45-IC of the Reserve Bank of India Act, 1934 for NBFC Companies.

e) Other Comprehensive Income (OCI)

FVOCI equity investments: The Company has elected to recognise changes in the fair value of certain investments in equity securities in other
comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers amounts
from this reserve to retained earnings when the relevant equity securities are derecognised.

Other Comprehensive Income also represents actuarial gains / (losses) arising on recognition of defined benefit plans.

f) Retained Earnings

Retained earnings or accumulated surplus represents total of all profits retained since Company''s inception. Retained earnings are credited with current
year profits, reduced by losses, if any, dividend payouts, transfers to General reserve or any such other appropriations to specific reserves.

Note 32 Employee Benefits

The Company has classified the various benefits provided to employees as under:

(A) Defined contribution plans

The Company has a defined contribution plan in respect of provident fund. Contributions are made to provident fund in India for employees as per regulations.
The contributions are made to registered provident fund administered by the Government. The obligation of the company is limited to the amount contributed
and it has no further contractual nor any constructive obligation.

(B) Defined Benefit Plans:

Gratuity:

The employees'' gratuity fund scheme managed by LIC (insurer) is a defined benefit plan. The present value of obligation is determined based on actuarial
valuation using the Projected Accrued Benefit 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.

XI. Risk exposure

The Company''s gratuity plan obligation is determined by actuarial valuation and is funded by investments in Insurer managed funds which are highly liquid in
nature. As such, the valuation and the funding are exposed to certain risks, including mainly salary increments, attrition levels, interest rates and investment
yields. If salaries and interest rates rise faster than assumed or if the attrition rates are lower than assumed, then the Company''s gratuity obligation would rise
faster in future periods and an increase in market yields of government securities would reduce the value of the plan''s investments, leading to higher future
funding requirements.

The Company monitors plan obligations and investments regularly with a view to ensuring that there is adequate funding on an ongoing basis, thus mitigating
any potential adverse consequences of the risks described.

Note - The current service cost recognized as an expense is included in the Note 26 ‘Employee benefits expense'' as gratuity. The remeasurement of the net
defined benefit liability is included in other comprehensive income.

Compensated absences

The Company neither has a policy of encashment of unavailed leaves for its employees nor allows the leaves to be carry forward to next year

Effective November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the
Code on Social Security, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020 collectively referred to as the ‘New Labour Codes'' -
consolidating 29 existing labour laws. The Ministry of Labour & Employment has published draft Central Rules and FAQs on December 30, 2025, to facilitate
assessment of the financial impact arising from these regulatory changes. Under IND AS 19, changes to employee benefit plans arising from the New Labour
Codes constitute plan amendments and they are required to be treated as past service costs and recognised as an expense in the statement of profit and loss.
The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and
would provide appropriate accounting treatment on the basis of such developments as needed.

Note 33 Events after reporting date

Company has reclassified significant portion of investment in equity share, from Investments to Stock-in-Trade with effect from 1 April 2026 in line with
Company''s intention/strategy relating to trading activity of holding such securities to earn short term profit. The reclassification has been accounted for
prospectively in accordance with the provisions of Ind AS 109. The converted shares continue to be measured at Fair Value Through Profit or Loss (FVTPL)
under Ind AS 109.However no adjustments are required in these financial statements.

Note 35 Fair value measurement
a) Valuation Principles

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most
advantageous) market at the measurement date under current market conditions (i.e., an exit price), regardless of whether that price is
directly observable or estimated using a valuation technique.

In order to show how fair values have been derived, financial instruments are classified based on a hierarchy of valuation techniques as
explained below:

1) Fair value hierarchy:

The Company determines fair value of its financial instruments according to following hierarchy:

Level 1: Category includes financials assets and liabilities that are measured in whole or significant part by reference to published quotes
in an active market.

Level 2: Category includes financials assets and liabilities that are measured using a valuation technique based on assumptions that are
supported by prices from observable current market transactions.

Level 3: Category includes financials assets and liabilities that are measured using valuation techniques based on nonmarket observable
inputs. This means that fair value are determined in whole or in part using a valuation model based on assumptions that are
neither supported by prices from observable current market transactions in the same instrument nor are they based on available
market data. The main asset classes in this category are unlisted equity investments as well as unlisted funds. Company has
used discounted cash flow, comparable company analysis, net asset value method and valuation report of independent valuers
where ever possible.

Note 36 Financial risk management

Shardul Securities Limited (‘the Company'') is registered as Non-Banking Financial Company (NBFC) as defined under Section 45-IA of the
Reserve Bank of India Act, 1934 (RBI). It''s a Systemically Important Non-Deposit taking NBFC Company (NBFC-ND-SI).

The Company is exposed to market risk, credit risk, liquidity & interest rate risk and capital management risk. The Company''s risk
management function is carried out by the Risk Management Committee by evaluating financial risks and the appropriate governance
framework for the Company. The Risk Management Committee provides assurance to the Board that the Company''s financial risk activities
are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the
Company''s policies and risk objectives. The major risks are summarised below:

Market Risk:

Market risk represents the risk that the fair value or future cash flows of financial instruments will fluctuate due to changes in
market variables such as and equity prices, interest rates and foreign exchange rates. The Company''s investments in equity carry
a risk of adverse price movement. To mitigate pricing risk emerging from investments in equity, the Company intermittently
observes the performance of sectors and measures MTM gains / losses as per applicable accounting policy of the Company. The
Company''s investment portfolio primarily consist of Quoted equity investments, mutual funds, Gold & Bullion and Fixed deposits,
which is reviewed by the investment committee and reported to the Board on quarterly basis.

Credit Risk:

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an
obligation. Credit risk arises mainly from loans and advances, and loan commitments arising from such lending activities, but can
also arise from credit enhancement provided, such as financial guarantees, letters of credit, endorsements and acceptances. The
Company has very insignificant exposure to loans given or taken hence exposure to such risk is very negligible. The Financial
Guarantees is given by the Company on behalf of wholly owned subsidiary company.

The company holds cash and cash equivalents of lakhs at 31 st March 2026 Rs. 162.41 Lakhs (31 st March 2025: Rs. 40.26
lakhs). The credit worthiness of such banks and financial institutions is evaluated by the management on an ongoing basis and is
considered to be good.

Liquidity and Interest Rate Risk:

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are
settled by delivering cash or another financial asset. While 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 manages its liquidity risk by
ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and
stressed conditions, without incurring unacceptable losses or risk to the Company''s reputation

Margin Trading Funding (MTF) Facility- Liquidity Risk

The Company has availed a Margin Trading Funding facility, secured by pledge of listed equity securities, generally repayable on
demand as per the facility agreement. The Company is required to maintain stipulated margin levels based on market value of
pledged securities. In the event of a margin shortfall arising from adverse price movements, the Company is obligated to provide
additional collateral or partially/fully repay the outstanding balance. Management continuously monitors collateral coverage and
market value of pledged securities to assess exposure. The Company maintains adequate unencumbered liquid investments and
cash resources as a buffer to meet potential margin calls, thereby mitigating liquidity risk associated with the facility. As at the
reporting date, the Company was in compliance with all material terms and covenants of the financing arrangement.

Foreign Currency Risk:

Exchange rate volatility imparts a new dimension to the risk profile of an NBFC''s balance sheets having foreign assets or
liabilities. The Company is not exposed to currency risk as it has no foreign assets or liabilities.

Capital Management Risk:

The Reserve Bank of India (RBI) sets and monitors capital adequacy requirements for the Company from time to time. As per
regulations prescribed by Reserve Bank of India, the Company''s minimum prescribed regulatory capital is holding Net Owned
Funds of Rs. 500 Lakh. The Companies policies in respect of capital management and allocation are reviewed regularly by the
Board of Directors and hence, increase in capital is planned well in advance to ensure adequate funding for its growth. The
Company''s objective is to maintain appropriate levels of capital to support its business strategy taking into account the regulatory,
economic and commercial environment. The Company aims to maintain a strong capital base to support the risks inherent to its
business and growth strategies. The Company endeavors to maintain a higher capital base than the mandated regulatory capital
at all times. No changes have been made to the objectives, policies and processes from the previous years. However, they are
under constant review by the Board.

Expected credit loss measurement:

Ind AS 109 outlines a ‘three-stage'' model for impairment based on changes in credit quality since initial recognition as
summarised below, The objective of the impairment requirements is to recognise lifetime expected credit losses for all financial
instruments for which there have been significant increases in credit risk since initial recognition - whether assessed on an
individual or collective basis - considering all reasonable and supportable information, including that which is forward-looking.

A financial instrument that is not credit-impaired on initial recognition is classified in ‘Stage 1'' and has its credit risk continuously
monitored by the Company.

If significant increases in credit risk (‘SICR'') since initial recognition is identified, the financial instrument is moved to ‘Stage 2'' but
is not yet deemed to be credit-impaired.

If the financial instrument is credit-impaired, the financial instrument is then moved to ‘Stage 3''. Financial instruments in Stage 1
have their ECL measured at an amount equal to 12 month ECLs. Instruments in Stages 2 or 3 have their ECL measured based
on expected credit losses on a lifetime basis. Purchased or originated credit-impaired financial assets are those financial assets
that are credit impaired on initial recognition. Their ECL is always measured on a lifetime basis (Stage 3).

The measurement of ECL is calculated using three main components: (i) Probability of Default (PD) (ii) Loss Given Default (LGD)
and (iii) the Exposure At Default (EAD).

The 12 month ECL is calculated by multiplying the 12 month PD, LGD and the EAD. The 12 month and lifetime PDs represent the
PD occurring over the next 12 months and the remaining maturity of the instrument respectively. The EAD represents the
expected balance at default, taking into account the repayment of principal and interest from the balance sheet date to the default
event together with any expected drawdowns of committed facilities. The LGD represents expected losses on the EAD given the
event of default, taking into account, among other attributes, the mitigating effect of collateral value at the time it is expected to be
realised and the time value of money.

i) Probability of default (PD) represents the likelihood of a borrower defaulting on its financial obligation, either over the next 12
months (12M PD), or over the remaining lifetime (Lifetime PD) of the obligation.

ii) Exposure At default (EAD) is the total amount of an asset the entity is exposed to at the time of default. EAD is defined based
on the characteristics of the asset. EAD is dependent on the outstanding exposure of an asset, sanctioned amount of a loan and
credit conversion factor for non-funded exposures.

iii) Loss given default (LGD) It is the part of an asset that is lost provided the asset default. The recovery rate is derived as a ratio
of discounted value of recovery cash flows (incorporating the recovery time) to total exposure amount at the time of default.
Recovery rate is calculated for each segment separately. Loss given default is computed as (1 - recovery rate) in percentage
terms.

The Company assesses when a significant increase in credit risk has occurred based on quantitative and qualitative
assessments. Exposures are considered to have resulted in a significant increase in credit risk and are moved to Stage 2 when:

i. Quantitative test: Accounts that are 30 calendar days or more past due move to Stage 2 automatically. Accounts that are 90
calendar days or more past due move to Stage 3 automatically.

ii. Qualitative test: Accounts that meet the portfolio''s ‘high risk'' criteria and are subject to closer credit monitoring. High risk
customers may not be in arrears but either through an event or an observed behavior exhibit credit distress.

iii. Reversal in Stages: Exposures will move back to Stage 2 or Stage 1 respectively, once they no longer meet the quantitative
criteria set out above. For exposures classified using the qualitative test, when they no longer meet the criteria for a significant
increase in credit risk.

Collateral and other credit enhancements:

The Company employs a range of policies and practices to mitigate credit risk.

Write-off policy:

The Company writes off financial assets, in whole or in part, when it has exhausted all practical recovery efforts and has
concluded there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include
(i) ceasing enforcement activity and (ii) where the Company''s recovery method is foreclosing on collateral and the value of the
collateral is such that there is no reasonable expectation of recovering in full.

Note: Other short-term liabilities have been computed as sum total of Trade Payables, Other financial & Non-financial liabilities excluding
GOI Fully Serviced Bonds.

(vi) Institutional Set-up for Liquidity Risk Management

The Company''s risk management function is carried out by the Risk Management Committee by evaluating financial risks and the
appropriate governance framework for the Company. The Risk Management Committee provides assurance to the Board that the
Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified,
measured and managed in accordance with the Company''s policies and risk objectives.

(vii) Maturity Profile - Liquidity - Refer Note No. 36.

Note 43

The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log)
facility and the same has been operated throughout the year for all relevant transactions recorded in the software. Further, during the year
there were no instances of the audit trail feature being tampered and the audit trail has been preserved by the Company as per the
statutory requirements for record retention.

Note 44 Additional Regulatory information as per amendments in Schedule III of Companies Act, 2013

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding
any Benami property.

(ii) There are no balances outstanding on account of any transaction with companies struck off under section 248 of the Companies Act, 2013
or section 560 of Companies Act, 1956.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

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

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries)
with the understanding 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.

(vi) 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 on behalf of the Ultimate Beneficiaries.

(vii) The Company does not have any transaction which is 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).

(viii) The Company has borrowed from banks and financial institutions for specific purpose during the financial year. This Loan are not in the
nature of working capital loans which is generally issued against the security of current assets.

(ix) There are no immovable properties whose title deeds are not held in the name of the Company.

(x) There are no loans or advances in the nature of loans that are granted to promoters, directors, key managerial personnel (KMPs) and the
related parties either severally or jointly with any other person, that are: a) Repayable on demand or b) Without specifying any terms or
period of repayment.

(xi) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies
(Restriction on number of Layers) Rules, 2017.

(xii) The Company is not declared wilful defaulter by any bank or financial Institution or other lender.

„ ._ Since the Company is systemically important non-deposit taking NBFC (NBFC-ND-SI), the ratios prescribed under division III of schedule

Note 45 ... .. ,.

III are not applicable.

Loan against gold and silver collateral

Disclosure related to project finance

Disclosures on Co-Lending Arrangements

Disclosures relating to securitisation

Disclosure of transfer of loan exposure

Disclosure on restructuring of advances

Loans to directors, senior officers and relatives of directors

Currency futures

Credit Default Swaps

Comparison between provisions required under IRACP and Impairment allowances made under Ind AS

(S) Provisions, contingent liabilities and contingent assets

The Company creates a provision when there is a present obligation as a result of past events and it is probable that
there will be outflow of resources and a reliable estimate of the obligation can be made of the amount of the obligation.
Contingent liabilities are not recognised but are disclosed in the notes to the Standalone Ind AS financial statements. A
disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but
probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of
which the likelihood of outflow of resources is remote, no provision or disclosure is made.

Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer
probable that the outflow of resources would be required to settle the obligation, the provision is reversed.

Contingent assets are not recognised nor disclosed in the Standalone Ind AS financial statements.

(T) Foreign currency translation

The Company''s financial statements are presented in Indian Rupee, which is also the Company''s functional currency.

Initial recognition: Transactions denominated in foreign currencies are recorded at the exchange rate prevailing at the
time of the transaction.

Conversion: Monetary assets and liabilities denominated in foreign currencies at the year end are restated at year end
rates.

Exchange differences: All exchange differences are accounted in the Statement of Profit and Loss.

(U) Employee benefits

1) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12
months after the end of the period in which the employees render the related service are recognised in respect of
employees'' services up to the end of the reporting period and are measured at the amounts expected to be paid when
the liabilities are settled.

2) Post-employment obligations

i) Defined benefit plans
Gratuity:

The Company''s gratuity benefit scheme is a defined benefit plan. The Company''s net obligation in respect of the
gratuity benefit scheme is calculated by estimating the amount of future benefit that employees have earned in
return for their service in the current and prior periods; that benefit is discounted to determine its present value, and
the fair value of any plan assets, if any, is deducted.

The present value of the obligation under such defined benefit plan is determined based on actuarial valuation using
the Projected Accrued Benefit Method (same as 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.

The obligation is measured at the present value of the estimated future cash flows. The discount rates used for
determining the present value of the obligation under defined benefit plan, are based on the market yields on
Government securities as at the balance sheet date.

Remeasurement of the net defined benefit liability/ asset, which comprise actuarial gains and losses, the return on
plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized
immediately in the balance sheet with a corresponding debit or credit to OCI ( other Comprehensive Income) in the
period in which they occur. Net interest expense and other expenses related to defined benefit plans are recognized
in profit or loss. Remeasurements are not reclassified to profit or loss in subsequent periods.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to
past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognises
gains and losses on the settlement of a defined benefit plan when the settlement occurs.

ii) Defined contribution plans
Provident fund:

Company''s contributions to the recognised provident fund, which is a defined contribution scheme, are charged to
the Statement of Profit and Loss.

(V) Earnings per share

1) Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to owners 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, if any.

2) Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into
account the after income tax effect of interest and other financing costs associated with dilutive potential equity
shares, and the weighted average number of additional equity shares that would have been outstanding assuming
the conversion of all dilutive potential equity shares.

(W) Rounding of Amounts

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakh upto two decimal
points as per the requirements of Schedule III, unless otherwise stated.

(X) Critical estimates and judgments

The Company makes estimates and assumptions that affect the amounts recognised in the Standalone Ind AS financial
statements, and the carrying amounts of assets and liabilities within the next financial year. Estimates and judgments are
continually evaluated and are based on management''s experience and other factors, including expectations of future
events that are believed to be reasonable under the circumstances. Management also makes certain judgments, apart
from those involving estimations, in the process of applying the accounting policies. Judgments that have the most
significant effect on the amounts recognised in the Standalone Ind AS financial statements and estimates that can cause
a significant adjustment to the carrying amount of assets and liabilities within the next financial year include the following:

1) Estimation of fair value of unlisted investments

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. For details of the key assumptions used
and the impact of changes to these assumptions.

2) Current tax

Provision for current tax is made after taking into consideration benefits admissible under the provisions of the
Income Tax Act, 1961. For the purpose of preparing Income Tax working, the Company has opted for the new
taxation rates u/s 115BAA of the Income Tax Act, 1961.

3) Estimation of fair value of investments property

The Company has carried out the valuation activity to assess fair value of its Investment in land and property.
Accordingly, fair value estimates for investment in land and property is classified as level 3.

The Company has obtained a Valuation Report from valuer to assess fair value of its Investment of property.

(Y) New standards, interpretations, and amendments:

The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. The MCA notified the Companies
(Indian Accounting Standards) Amendment Rules, 2025 to amend the Companies (Indian Accounting Standards)
Rules, 2015, as below:

Ind AS 21, The Effects of Changes in Foreign Exchange Rates :This amendment is introduced to provide enhanced
guidance on assessing currency exchangeability and estimating exchange rates when currencies are non¬
exchangeable to align with international accounting standards. The effective date for adoption of this amendment is
annual periods beginning on or after April 1, 2025. The Company has evaluated the amendment and there is no
impact on its financial statements.

Further, for the year ended March 31, 2025, MCA has notified Ind AS - 117 Insurance Contracts and amendments
to Ind AS 116 - Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f. April 1,2024.
The Company has reviewed the same and based on its evaluation has determined that it does not have any
significant impact on the Ind AS financial statements

*The Board of directors of the company at its meeting held on 11th November, 2024, recommended the sub-division/split of one fully paid-up equity
share having a face value of Rs. 10/- each into 5 fully paid-up equity shares having a face value of Rs. 2/- each by alteration of capital clause of the
memorandum of association (MOA) subject to the approval of the members of the company. The members of the company approved the sub-division /
split of one fully paid-up equity share of Rs. 10/- each into Five fully paid-up equity share of Rs. 2/- each at the EGM held on 24th December 2024.

Further the record date for split / sub-division of equity shares was 13^th January, 2025. Consequent to this, the authorized share capital comprises of
50,00,00,000 equity shares having a face value of Rs. 2/- each aggregating to Rs. 10,000 Lakhs and the paid-up share capital comprises of
8,74,92,165 equity shares having a face value of Rs. 2/- each aggregating to Rs. 1,749.84 lakhs.

(C) Par value per share:

The par value of Equity Shares is Rs.2/-. (Previous year of Rs. 10/- Each)

(D) The rights, preferences and restrictions attached to each class of shares including to restrictions on the distribution of dividends and
repayment of capital:

Equity Shares- The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share. The equity
shareholders are entitled to dividend only if dividend in a particular financial year is recommended by the Board of Directors and approved by the
members at the annual general meeting of that year. In case of winding up, if the assets available for distribution are less than the paid up share
capital, then the shortfall will be borne by the members proportionately. Where there is an excess, the same shall be distributed proportionately among
the members.

Nature and purpose of reserve:

a) Capital Reserve

Capital Reserves are mainly the reserves created during business combination for the gain on bargain purchase.

b) Securities Premium

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

c) General Reserve

The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by
a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be
reclassified subsequently to profit or loss.

d) Statutory Reserve Fund (As per RBI Guidelines)

Statutory reserve fund is created pursuant to section 45-IC of the Reserve Bank of India Act, 1934 for NBFC Companies. Therefore twenty percent of
the profit after taxation has been transferred to statutory reserve

e) Other Comprehensive Income (OCI)

FVOCI equity investments: The Company has elected to recognise changes in the fair value of certain investments in equity securities in other
comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers amounts
from this reserve to retained earnings when the relevant equity securities are derecognised.

Other Comprehensive Income also represents actuarial gains / (losses) arising on recognition of defined benefit plans.

f) Retained Earnings

Retained earnings or accumulated surplus represents total of all profits retained since Company''s inception. Retained earnings are credited with current
year profits, reduced by losses, if any, dividend payouts, transfers to General reserve or any such other appropriations to specific reserves.

Note 35 Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most

advantageous) market at the measurement date under current market conditions (i.e., an exit price), regardless of whether that price is directly

observable or estimated using a valuation technique.

In order to show how fair values have been derived, financial instruments are classified based on a hierarchy of valuation techniques.

1) Fair value hierarchy:

The Company determines fair value of its financial instruments according to following hierarchy:

Level 1: Category includes financials assets and liabilities that are measured in whole or significant part by reference to published quotes in an
active market.

Level 2: Category includes financials assets and liabilities that are measured using a valuation technique based on assumptions that are
supported by prices from observable current market transactions.

Level 3: Category includes financials assets and liabilities that are measured using valuation techniques based on nonmarket observable
inputs. This means that fair value are determined in whole or in part using a valuation model based on assumptions that are neither
supported by prices from observable current market transactions in the same instrument nor are they based on available market data.
The main asset classes in this category are unlisted equity investments as well as unlisted funds. Company has used discounted cash
flow, comparable company analysis, net asset value method and valuation report of independent valuers where ever possible.

Note 36 Financial risk management

Shardul Securities Limited (‘the Company’) is registered as Non-Banking Financial Company (NBFC) as defined under Section 45-IA of the
Reserve Bank of India Act, 1934 (RBI). It’s a Systemically Important Non-Deposit taking NBFC Company (NBFC-ND-SI).

The Company is exposed to market risk, credit risk, liquidity & interest rate risk and capital management risk. The Company’s risk management
function is carried out by the Risk Management Committee by evaluating financial risks and the appropriate governance framework for the
Company. The Risk Management Committee provides assurance to the Board that the Company’s financial risk activities are governed by
appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies
and risk objectives. The major risks are summarised below:

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. The Company has quoted investments and investment in bullions which are exposed to fluctuations in stock/Commodity prices.
The company continuously monitors market exposure.The unquoted redeemable non-convertible Preference Shares and unquoted
investment in various funds are measured at fair value through profit or loss. The fair values of these investments are regularly
monitored.

Credit Risk:

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an
obligation. Credit risk arises mainly from loans and advances, and loan commitments arising from such lending activities, but can also
arise from credit enhancement provided, such as financial guarantees, letters of credit, endorsements and acceptances. The
Company has very insignificant exposure to loans given or taken hence exposure to such risk is very negligible. The Financial
Guarantees is given on behalf of wholly owned subsidiary company.

Liquidity and Interest Rate Risk:

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled
by delivering cash or another financial asset. While 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 manages its liquidity risk by ensuring, as far as
possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without
incurring unacceptable losses or risk to the Company’s reputation

Currency Risk:

Exchange rate volatility imparts a new dimension to the risk profile of an NBFC’s balance sheets having foreign assets or liabilities.
The Company is not exposed to currency risk as it has no foreign assets or liabilities.

Capital Management Risk:

The Reserve Bank of India (RBI) sets and monitors capital adequacy requirements for the Company from time to time. As per
regulations prescribed by Reserve Bank of India, the Company''s minimum prescribed regulatory capital is holding Net Owned Funds
of Rs. 200 Lakhs. The Companies policies in respect of capital management and allocation are reviewed regularly by the Board of
Directors and hence, increase in capital is planned well in advance to ensure adequate funding for its growth.

The Company’s objective is to maintain appropriate levels of capital to support its business strategy taking into account the regulatory,
economic and commercial environment. The Company aims to maintain a strong capital base to support the risks inherent to its
business and growth strategies. The Company endeavors to maintain a higher capital base than the mandated regulatory capital at all
times. No changes have been made to the objectives, policies and processes from the previous years. However, they are under
constant review by the Board.

Ind AS 109 outlines a ‘three-stage’ model for impairment based on changes in credit quality since initial recognition as summarised
below, The objective of the impairment requirements is to recognise lifetime expected credit losses for all financial instruments for
which there have been significant increases in credit risk since initial recognition - whether assessed on an individual or collective
basis - considering all reasonable and supportable information, including that which is forward-looking.

A financial instrument that is not credit-impaired on initial recognition is classified in ‘Stage 1’ and has its credit risk continuously
monitored by the Company.

If significant increases in credit risk (‘SICR’) since initial recognition is identified, the financial instrument is moved to ‘Stage 2’ but is
not yet deemed to be credit-impaired.

If the financial instrument is credit-impaired, the financial instrument is then moved to ‘Stage 3’. Financial instruments in Stage 1 have
their ECL measured at an amount equal to 12 month ECLs. Instruments in Stages 2 or 3 have their ECL measured based on expected
credit losses on a lifetime basis. Purchased or originated credit-impaired financial assets are those financial assets that are credit
impaired on initial recognition. Their ECL is always measured on a lifetime basis (Stage 3).

The measurement of ECL is calculated using three main components: (i) Probability of Default (PD) (ii) Loss Given Default (LGD) and
(iii) the Exposure At Default (EAD).

The 12 month ECL is calculated by multiplying the 12 month PD, LGD and the EAD. The 12 month and lifetime PDs represent the PD
occurring over the next 12 months and the remaining maturity of the instrument respectively. The EAD represents the expected
balance at default, taking into account the repayment of principal and interest from the balance sheet date to the default event together
with any expected drawdowns of committed facilities. The LGD represents expected losses on the EAD given the event of default,
taking into account, among other attributes, the mitigating effect of collateral value at the time it is expected to be realised and the time
value of money.

i) Probability of default (PD) represents the likelihood of a borrower defaulting on its financial obligation, either over the next 12 months
(12M PD), or over the remaining lifetime (Lifetime PD) of the obligation.

ii) Exposure At default (EAD) is the total amount of an asset the entity is exposed to at the time of default. EAD is defined based on
the characteristics of the asset. EAD is dependent on the outstanding exposure of an asset, sanctioned amount of a loan and credit
conversion factor for non-funded exposures.

iii) Loss given default (LGD) It is the part of an asset that is lost provided the asset default. The recovery rate is derived as a ratio of
discounted value of recovery cash flows (incorporating the recovery time) to total exposure amount at the time of default. Recovery
rate is calculated for each segment separately. Loss given default is computed as (1 - recovery rate) in percentage terms.

The Company assesses when a significant increase in credit risk has occurred based on quantitative and qualitative assessments.
Exposures are considered to have resulted in a significant increase in credit risk and are moved to Stage 2 when:

i. Quantitative test: Accounts that are 30 calendar days or more past due move to Stage 2 automatically. Accounts that are 90
calendar days or more past due move to Stage 3 automatically.

ii. Qualitative test: Accounts that meet the portfolio’s ‘high risk’ criteria and are subject to closer credit monitoring. High risk customers
may not be in arrears but either through an event or an observed behavior exhibit credit distress.

iii. Reversal in Stages: Exposures will move back to Stage 2 or Stage 1 respectively, once they no longer meet the quantitative criteria
set out above. For exposures classified using the qualitative test, when they no longer meet the criteria for a significant increase in
credit risk.

Collateral and other credit enhancements:

The Company employs a range of policies and practices to mitigate credit risk.

Write-off policy:

The Company writes off financial assets, in whole or in part, when it has exhausted all practical recovery efforts and has concluded
there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include (i) ceasing
enforcement activity and (ii) where the Company’s recovery method is foreclosing on collateral and the value of the collateral is such
that there is no reasonable expectation of recovering in full.

Notes:

All quoted investments measured at FVPL have been included in less than 1 month bucket considering its liquidity. All unquoted equity
shares / funds including investment in subsidiaries & all quoted investments measured at FVOCI have been included in ''Over 5 years''.
a The maturity pattern has been prepared in line with various regulations issued by RBI from time to time, best practices & based upon
best estimate of the management with regard to the timing of various cash flows.

The classification of Assets and Liabilities into current and non-current is carried out based on their residual maturity profile as per
requirement of Schedule III to the Companies Act, 2013. The above maturity pattern of assets and liabilities has been prepared by the
b Company after taking into consideration guidelines for Maturity Profile - Liquidity given under master directions issued by RBI, best
practices and best estimate of the Assets-Liability Committee /management with regard to the timing of various cash flows.

Note 45 Leases:

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control
the use of an identified asset for a period of time in exchange for consideration.

i) As a Lessee

The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value
assets. The Company applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term
of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on short-term leases are
recognized as and when due.

ii) As a Lessor

Leases for which the Company is a lessor is classified as finance lease or operating lease. Whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the lessee, the lease contract is classified as finance lease. All other leases is
classified as operating lease. For Operating Lease, lease rentals are recognised on a straight line basis over the term of lease.

Note 46 The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility
and the same has been operated throughout the year for all relevant transactions recorded in the software. Further, during the year there
were no instances of the audit trail feature being tampered and the audit trail has been preserved by the Company as per the statutory
requirements for record retention.

Note 47 Additional Regulatory information as per amendments in Schedule III of Companies Act, 2013

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding
any Benami property.

(ii) There are no balances outstanding on account of any transaction with companies struck off under section 248 of the Companies Act, 2013
or section 560 of Companies Act, 1956.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

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

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries)
with the understanding 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.

(vi) 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 on behalf of the Ultimate Beneficiaries.

(vii) The Company does not have any transaction which is 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).

(viii) The Company has borrowed from banks and financial institutions for specific purpose during the financial year. This Loan are not in the
nature of working capital loans which is generally issued against the security of current assets.

(ix) There is no immovable property whose title deeds are not held in the name of the Company.

(x) There are no loans or advances in the nature of loans that are granted to promoters, directors, key managerial personnel (KMPs) and the

related parties either severally or jointly with any other person, that are: a) Repayable on demand or b) Without specifying any terms or
period of repayment.

(xi) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies
(Restriction on number of Layers) Rules, 2017.

(xii) The Company is not declared wilful defaulter by any bank or financial Institution or other lender.

_{N t} Since the Company is systemically important non-deposit taking NBFC (NBFC-ND-SI), the ratios prescribed under division III of schedule III

^{o e} are not applicable.

Note 49 Previous year''s figures have been regrouped, rearranged and / or reclassified wherever necessary.

Note 1. The Company does not have any customer interface and thus there are no complaints received by the company from customers and from the offices of
Ombudsman during the year ended 31 st March 2025 and 31 st March 2024.

As per our report of even date attached For and on behalf of the Board of Directors

For Akkad Mehta & Co. LLP

Chartered Accountants Devesh D Chaturvedi

ICAI Firm Registration No : 100259W/W100384 (Chairman) (DIN 00004793)

Yogendra Chaturvedi

(Executive Director) (DIN 00013613)

Nirav Mehta

Partner Daya Bhalia

Membership No. 152552 (Exec Director & Co Secretary) (DIN 07049483)

Lalit Shah

(Director) (DIN 08473788)

Devesh Vasavada

(Director) (DIN 00273128)

Seshagiri

(Director) (DIN 10774559)

Vishnu Dutt

(Director) (DIN 06702812)

Viraf Katrak

(CEO)

Place :- Mumbai Tarun Chaturvedi

Date :- May 28, 2025 (CFO)

(S) Provisions, contingent liabilities and contingent assets

The Company creates a provision when there is a present obligation as a result of past events and it is probable that there will be outflow of resources and a reliable estimate of the obligation can be made of the amount of the obligation. Contingent liabilities are not recognised but are disclosed in the notes to the Standalone Ind AS financial statements. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed.

Contingent assets are not recognised nor disclosed in the Standalone Ind AS financial statements.

(T) Foreign currency translation

The Company’s financial statements are presented in Indian Rupee, which is also the Company’s functional currency. Initial recognition: Transactions denominated in foreign currencies are recorded at the exchange rate prevailing at the time of the transaction.

Conversion: Monetary assets and liabilities denominated in foreign currencies at the year end are restated at year end rates.

Exchange differences: All exchange differences are accounted in the Statement of Profit and Loss.

(U) Employee benefits

1) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled.

2) Post-employment obligations

i) Defined benefit plans Gratuity:

The Company’s gratuity benefit scheme is a defined benefit plan. The Company’s net obligation in respect of the gratuity benefit scheme is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of any plan assets, if any, is deducted.

The present value of the obligation under such defined benefit plan is determined based on actuarial valuation using the Projected Accrued Benefit Method (same as 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.

The obligation is measured at the present value of the estimated future cash flows. The discount rates used for determining the present value of the obligation under defined benefit plan, are based on the market yields on Government securities as at the balance sheet date.

Re-measurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.

Actuarial gains and losses are recognised immediately in the Statement of Profit and Loss.

ii) Defined contribution plans Provident fund:

Company’s contributions to the recognised provident fund, which is a defined contribution scheme, are charged to the Statement of Profit and Loss.

(V) Earnings per share

1) Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to owners 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, if any.

2) Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential equity shares, and the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

(W) Rounding of Amounts

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakh upto two decimal points as per the requirements of Schedule III, unless otherwise stated.

(X) Critical estimates and judgments

The Company makes estimates and assumptions that affect the amounts recognised in the Standalone Ind AS financial statements, and the carrying amounts of assets and liabilities within the next financial year. Estimates and judgments are continually evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Management also makes certain judgments, apart from those involving estimations, in the process of applying the accounting policies. Judgments that have the most significant effect on the amounts recognised in the Standalone Ind AS financial statements and estimates that can cause a significant adjustment to the carrying amount of assets and liabilities within the next financial year include the following:

1) Estimation of fair value of unlisted investments

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. For details of the key assumptions used and the impact of changes to these assumptions.

2) Current tax

Provision for current tax is made after taking into consideration benefits admissible under the provisions of the Income Tax Act, 1961. For the purpose of preparing Income Tax working, the Company has opted for the new taxation rates u/s 115BAA of the Income Tax Act, 1961.

3) Estimation of fair value of investments property

The Company has carried out the valuation activity to assess fair value of its Investment in land and property. Accordingly, fair value estimates for investment in land and property is classified as level 3.

The Company has obtained a Valuation Report from valuer to assess fair value of its Investment of property.

Nature and purpose of reserve:

a) Capital Reserve

Capital Reserves are mainly the reserves created during business combination for the gain on bargain purchase.

b) Securities Premium

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

c) General Reserve

The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.

d) Statutory Reserve Fund (As per RBI Guidelines)

Statutory reserve fund is created pursuant to section 45-IC of the Reserve Bank of India Act, 1934 for NBFC Companies.

e) Other Comprehensive Income (OCI)

FVOCI equity investments: The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

Other Comprehensive Income also represents actuarial gains / (losses) arising on recognition of defined benefit plans.

f) Retained Earnings

Retained earnings represents the surplus/(deficit) in profit and loss account and appropriations.

Note 34 Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most advantageous) market at the measurement date under current market conditions (i.e., an exit price), regardless of whether that price is directly observable or estimated using a valuation technique.

In order to show how fair values have been derived, financial instruments are classified based on a hierarchy of valuation techniques.

1) Fair value hierarchy:

The Company determines fair value of its financial instruments according to following hierarchy:

Category includes financials assets and liabilities that are measured in whole or significant part by reference to published quotes in ^: an active market.

Category includes financials assets and liabilities that are measured using a valuation technique based on assumptions that are ^: supported by prices from observable current market transactions.

Category includes financials assets and liabilities that are measured using valuation techniques based on nonmarket observable inputs. This means that fair value are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available ^: market data. The main asset classes in this category are unlisted equity investments as well as unlisted funds. Company has used discounted cash flow, comparable company analysis, net asset value method and valuation report of independent valuers where ever possible.

Note 35 Financial risk management

Shardul Securities Limited (‘the Company'') is registered as Non-Banking Financial Company (NBFC) as defined under Section 45-IA of the Reserve Bank of India Act, 1934 (RBI). It''s a Non-Systemically Important Non-Deposit taking NBFC Company.

The Company is exposed to market risk, credit risk, liquidity & interest rate risk and capital management risk. The Company''s risk management function is carried out by the Risk Management Committee by evaluating financial risks and the appropriate governance framework for the Company. The Risk Management Committee provides assurance to the Board that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The major risks are summarised below:

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. The Company has quoted investments and investment in bullions which are exposed to fluctuations in stock prices. The company continuously monitors market exposure and, in appropriate cases, also uses various derivative instruments as a hedging mechanism to limit volatility. The unquoted redeemable non-convertible Preference Shares and unquoted investment in various funds are measured at fair value through profit or loss. The fair values of these investments are regularly monitored.

Credit Risk:

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. Credit risk arises mainly from loans and advances, and loan commitments arising from such lending activities, but can also arise from credit enhancement provided, such as financial guarantees, letters of credit, endorsements and acceptances. The Company has very insignificant exposure to loans given or taken hence exposure to such risk is very negligible.

Credit risk is one of the major risk for the Company''s business, management therefore carefully manages its exposure to credit risk. This risk is comprehensively addressed both at the strategic level and at the client level. There is a framework with risk oversight being provided by the Risk Management. During the year the Company has adopted the Ind AS while identifying and providing for the Expected Credit Losses (ECL). Regular portfolio risk analysis is done various financial and policy parameters for making required changes in the credit policy as a proactive approach to risk management. The assessment of credit risk of a portfolio of assets entails further estimations as to the likelihood of defaults occurring, of the associated loss ratios and of default correlations. The Company measures credit risk using Probability of Default (PD), Exposure at Default (EAD) and Loss Given Default (LGD). This is similar to the approach used for the purposes of measuring Expected Credit Loss (ECL) under Ind AS 109.

Liquidity and Interest Rate Risk:

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. While 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 is not exposed to liquidity or interest rate risk, however the Management is continuously evaluating the risks, if any.

The Company is exposed to liquidity risk principally, as a result of lending and investment for periods which may differ from those of its funding sources. Treasury teams actively manage asset liability positions in compliance with the ALM policy of the company laid down in accordance overall guidelines issued by RBI in the Asset Liability Management (ALM) framework.

The Company may be impacted by volatility in interest rates in India which could cause its margins to decline and profitability to shrink. It is exposed to interest rate risk, both as a result of lending at fixed interest rates and for reset periods which may differ from those of its funding sources. The Company seeks to match its interest rate positions of assets and liabilities to minimize interest rate risk. Further, an interest rate sensitivity gap report is prepared by classifying all rate sensitive assets and rate sensitive liabilities into various time period categories The difference in the amount of rate sensitive assets and rate sensitive liabilities maturing or being re-priced in any time period category, gives an indication of the extent of exposure to the risk of potential changes in the margins on new or re-priced assets and liabilities Interest rate risk is measured on a bi -annual basis and filed with regulator.

Currency Risk:

Exchange rate volatility imparts a new dimension to the risk profile of an NBFC''s balance sheets having foreign assets or liabilities. The Company is not exposed to currency risk as it has no foreign assets or liabilities.

Capital Management Risk:

The Reserve Bank of India (RBI) sets and monitors capital adequacy requirements for the Company from time to time. As per regulations prescribed by Reserve Bank of India, the Company''s minimum prescribed regulatory capital is holding Net Owned Funds of Rs. 200 Lakh. The Companies policies in respect of capital management and allocation are reviewed regularly by the Board of Directors and hence, increase in capital is planned well in advance to ensure adequate funding for its growth.

Ind AS 109 outlines a ‘three-stage'' model for impairment based on changes in credit quality since initial recognition as summarised below, The objective of the impairment requirements is to recognise lifetime expected credit losses for all financial instruments for which there have been significant increases in credit risk since initial recognition - whether assessed on an individual or collective basis - considering all reasonable and supportable information, including that which is forward-looking.

A financial instrument that is not credit-impaired on initial recognition is classified in ‘Stage 1'' and has its credit risk continuously monitored by the Company.

If significant increases in credit risk (‘SICR'') since initial recognition is identified, the financial instrument is moved to ‘Stage 2'' but is not yet deemed to be credit-impaired.

If the financial instrument is credit-impaired, the financial instrument is then moved to ‘Stage 3''. Financial instruments in Stage 1 have their ECL measured at an amount equal to 12 month ECLs. Instruments in Stages 2 or 3 have their ECL measured based on expected credit losses on a lifetime basis. Purchased or originated credit-impaired financial assets are those financial assets that are credit impaired on initial recognition. Their ECL is always measured on a lifetime basis (Stage 3).

The measurement of ECL is calculated using three main components: (i) Probability of Default (PD) (ii) Loss Given Default (LGD) and (iii) the Exposure At Default (EAD).

The 12 month ECL is calculated by multiplying the 12 month PD, LGD and the EAD. The 12 month and lifetime PDs represent the PD occurring over the next 12 months and the remaining maturity of the instrument respectively. The EAD represents the expected balance at default, taking into account the repayment of principal and interest from the balance sheet date to the default event together with any expected drawdowns of committed facilities. The LGD represents expected losses on the EAD given the event of default, taking into account, among other attributes, the mitigating effect of collateral value at the time it is expected to be realised and the time value of money.

i) Probability of default (PD) represents the likelihood of a borrower defaulting on its financial obligation, either over the next 12 months (12M PD), or over the remaining lifetime (Lifetime PD) of the obligation.

ii) Exposure At default (EAD) is the total amount of an asset the entity is exposed to at the time of default. EAD is defined based on the characteristics of the asset. EAD is dependent on the outstanding exposure of an asset, sanctioned amount of a loan and credit conversion factor for non-funded exposures.

iii) Loss given default (LGD) It is the part of an asset that is lost provided the asset default. The recovery rate is derived as a ratio of discounted value of recovery cash flows (incorporating the recovery time) to total exposure amount at the time of default. Recovery rate is calculated for each segment separately. Loss given default is computed as (1 - recovery rate) in percentage terms.

The Company assesses when a significant increase in credit risk has occurred based on quantitative and qualitative assessments. Exposures are considered to have resulted in a significant increase in credit risk and are moved to Stage 2 when:

i. Quantitative test: Accounts that are 30 calendar days or more past due move to Stage 2 automatically. Accounts that are 90 calendar days or more past due move to Stage 3 automatically.

ii. Qualitative test: Accounts that meet the portfolio''s ‘high risk'' criteria and are subject to closer credit monitoring. High risk customers may not be in arrears but either through an event or an observed behavior exhibit credit distress.

iii. Reversal in Stages: Exposures will move back to Stage 2 or Stage 1 respectively, once they no longer meet the quantitative criteria set out above. For exposures classified using the qualitative test, when they no longer meet the criteria for a significant increase in credit risk.

Collateral and other credit enhancements:

The Company employs a range of policies and practices to mitigate credit risk. The most common of these is accepting collateral for funds advanced. The principal collateral types for loans and advances are:

i) Charges over business assets such as premises, inventory and accounts receivable; and

ii) Charges over financial instruments such as debt securities and equities.

Longer-term finance and lending to corporate entities are generally secured.

The Company''s policies regarding obtaining collateral have not significantly changed during the reporting period and there has been no significant change in the overall quality of the collateral held by the Company since the prior period.

The Company closely monitors collateral held for financial assets considered to be credit-impaired, as it becomes more likely that the Company will take possession of collateral to mitigate potential credit losses. Financial assets that are credit-impaired and related collateral held in order to mitigate potential losses.

Write-off policy:

The Company writes off financial assets, in whole or in part, when it has exhausted all practical recovery efforts and has concluded there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include (i) ceasing enforcement activity and (ii) where the Company''s recovery method is foreclosing on collateral and the value of the collateral is such that there is no reasonable expectation of recovering in full.

Note 39 Capital management:

The Company''s objective is to maintain appropriate levels of capital to support its business strategy taking into account the regulatory, economic and commercial environment. The Company aims to maintain a strong capital base to support the risks inherent to its business and growth strategies. The Company endeavors to maintain a higher capital base than the mandated regulatory capital at all times. No changes have been made to the objectives, policies and processes from the previous years. However, they are under constant review by the Board.

The Company''s assessment of capital requirement is aligned to its planned growth which forms part of an annual operating plan which is approved by the Board and also a long range strategy. These growth plans are aligned to assessment of risks- which include credit, liquidity and interest rate.

The Company monitors its capital regularly, and hence, increase in capital is planned well in advance to ensure adequate funding for its growth.

Note 43 Disputed Tax Liabilities:

The Income-Tax assessments of the company have been completed. The disputed demands outstanding is Rs. 1307.03 Lakh against which company has paid/adjusted Rs. Nil Lakh under protest. Based on the decision of the Appellate Authorities and the interpretations of the relevant provisions, the company has been legally advised that the demand is likely to be either deleted or substantially reduced and accordingly no provision has been made.

Note 44 Pronouncements issued but not effective:

a) The Code on Social Security, 2020

The Parliament of India has approved the Code on Social Security, 2020 (the Code) which may impact the contributions by the Company towards gratuity and other statutory dues payable to employee . The Code has been published in the Gazette of India however, the effective date has not yet been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective, if any.

b) Newly issued standards

There were no standards notified by the Ministry of Corporate Affairs (MCA) during the year ended March 31, 2024.

c) Amendments in prevailing standards but not effective

Ministry of Corporate Affairs (MCA) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31,2023, MCA amended the Companies (Indian Accounting Standards) Rules, 2015. The effective date for adoption of these amendments is annual period beginning on or after April 1, 2023. The significant amendments are as below:

i) Ind AS 1 - Presentation of Financial Statements

This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements.

ii) Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

This amendment has introduced a definition of ‘accounting estimates'' and included amendments to Ind AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements.

iii) Ind AS 12 - Income Taxes

This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements.

Note 45

CSR Expenditure include expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof: Rs. Nil Lakh (P.Y. Rs. Nil Lakh).

Gross amount required to be spent as per aforesaid provision is Rs. Nil Lakh.

Note 46

The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the provison to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies, which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. The Company, in respect of financial year commencing on 1 April 2023 has used an accounting software "TallyPrime 4.0" for maintaining its books of account.The Company has migrated to a new accounting software ‘Tally Prime (Edit log) 4.0'' only for some part of the year which maintains the audit trail (edit log).

Note 47 Other Statutory Information - General

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) There are no balances outstanding on account of any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

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

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities

(Intermediaries) with the understanding 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.

(vi) 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 on behalf of the Ultimate Beneficiaries.

(vii) The Company does not have any transaction which is 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).

(viii) The Company has borrowed from banks and financial institutions for specific purpose during the financial year. This Loan are not in the nature of working capital loans which is generally issued against the security of current assets.

(ix) There is no immovable property whose title deeds are not held in the name of the Company.

(x) There are no loans or advances in the nature of loans that are granted to promoters, directors, key managerial personnel

(KMPs) and the related parties either severally or jointly with any other person, that are: a) Repayable on demand or b) Without specifying any terms or period of repayment.

(xi) The Company does not have borrowings from banks or financial institutions on the basis of security of current assets.

(xii) The Company is not declared wilful defaulter by any bank or financial Institution or other lender.

Note 48 Since the Company is non-systemically important non-deposit taking NBFC, the ratios prescribed under division III of schedule III are not applicable.

Note 49 Previous year''s figures have been regrouped, rearranged and / or reclassified wherever necessary.

As per our report of even date For and on behalf of the Board of Directors

For Akkad Mehta & Co. LLP

Chartered Accountants Yogendra Chaturvedi

ICAI Firm Registration No : 100259W/W100384 (Executive Director & CEO) (DIN 00013613)

Daya Bhalia

(Exec Director & Co Secretary) (DIN 07049483)

Nirav Mehta Charul Abuwala

Partner (Director) (DIN 00071142)

Membership No. 152552 Lalit Shah

(Director) (DIN 08473788)

Devesh Vasavada (Director) (DIN 00273128)

Viraf Katrak

(CEO)

Place :- Mumbai Tarun Chaturvedi

Date :- May 30, 2024 (CFO)

1. No trade or other receivables are due from directors or other officers of the Company either severally or jointly with any other person. Nor any trade or other receivables are due from firms or private companies respectively in which any director is a partner, a director or a member.

2. Impairment loss allowance recognised on trade and other receivables is Rs. Nil Lakh (Previous year: Rs. Nil Lakh)

3. Ageing: # All Trade Receivables are outstanding for a period of less than 6 months from the due date of payment.

(C) Par value per share:

The par value of Equity Shares is Rs.10/-.

(D) The rights, preferences and restrictions attached to each class of shares including to restrictions on the distribution of dividends and repayment of capital:

Equity Shares- The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share. The equity shareholders are entitled to dividend only if dividend in a particular financial year is recommended by the Board of Directors and approved by the members at the annual general meeting of that year. In case of winding up, if the assets available for distribution are less than the paid up share capital, then the shortfall will be borne by the members proportionately. Where there is an excess, the same shall be distributed proportionately among the members.

(E) Details of Shares held by Holding or Ultimate Holding Company (including their Subsidiary or Associates)

Shares Held Nil (P.Y. Nil)

Nature and purpose of reserve:

a) Capital Reserve

Capital Reserves are mainly the reserves created during business combination for the gain on bargain purchase.

b) Securities Premium

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

c) General Reserve

The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.

d) Statutory Reserve Fund (As per RBI Guidelines)

Statutory reserve fund is created pursuant to section 45-IC of the Reserve Bank of India Act, 1934 for NBFC Companies.

e) Other Comprehensive Income (OCI)

FVOCI equity investments: The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

Other Comprehensive Income also represents actuarial gains / (losses) arising on recognition of defined benefit plans.

f) Retained Earnings

Retained earnings represents the surplus/(deficit) in profit and loss account and appropriations.

Note 30 Employee Benefits

The Company has classified the various benefits provided to employees as under:

(A) Defined contribution plans

The Company has a defined contribution plan in respect of provident fund. Contributions are made to provident fund in India for employees as per regulations. The contributions are made to registered provident fund administered by the Government. The obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

(B) Defined Benefit Plans:

Gratuity:

The employees'' gratuity fund scheme managed by LIC (insurer) is a defined benefit plan. The present value of obligation is determined based on actuarial valuation using the Projected Accrued Benefit 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.

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined obligation calculated with the projected unit credit method at the end of reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most advantageous) market at the measurement date under current market conditions (i.e., an exit price), regardless of whether that price is directly observable or estimated using a valuation technique.

In order to show how fair values have been derived, financial instruments are classified based on a hierarchy of valuation techniques.

1) Fair value hierarchy:

The Company determines fair value of its financial instruments according to following hierarchy:

Category includes financials assets and liabilities that are measured in whole or significant part by reference to published quotes in ^: an active market.

Category includes financials assets and liabilities that are measured using a valuation technique based on assumptions that are ^: supported by prices from observable current market transactions.

Category includes financials assets and liabilities that are measured using valuation techniques based on nonmarket observable inputs. This means that fair value are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data. The main asset classes in this category are unlisted equity investments as well as unlisted funds. Company has used discounted cash flow, comparable company analysis, net asset value method and valuation report of independent valuers where ever possible.

Fair value of cash and cash equivalents, bank balances, trade & other receivables, other financial assets, trade payables and other financial liabilities approximate their carrying amounts largely due to current maturities of these instruments. Accordingly, fair value hierarchy for these financial instruments have not been presented above.

Note 35 Financial risk management

Shardul Securities Limited (‘the Company'') is registered as Non-Banking Financial Company (NBFC) as defined under Section 45-IA of the Reserve Bank of India Act, 1934 (RBI). It''s a Non-Systemically Important Non-Deposit taking NBFC Company.

The Company is exposed to market risk, credit risk, liquidity & interest rate risk and capital management risk. The Company''s risk management function is carried out by the Risk Management Committee by evaluating financial risks and the appropriate governance framework for the Company. The Risk Management Committee provides assurance to the Board that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The major risks are summarised below:

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. The Company has quoted investments and investment in bullions which are exposed to fluctuations in stock prices. The company continuously monitors market exposure and, in appropriate cases, also uses various derivative instruments as a hedging mechanism to limit volatility. The unquoted redeemable non-convertible Preference Shares and unquoted investment in various funds are measured at fair value through profit or loss. The fair values of these investments are regularly monitored.

Credit Risk:

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. Credit risk arises mainly from loans and advances, and loan commitments arising from such lending activities, but can also arise from credit enhancement provided, such as financial guarantees, letters of credit, endorsements and acceptances. The Company has very insignificant exposure to loans given or taken hence exposure to such risk is very negligible.

Credit risk is one of the major risk for the Company''s business, management therefore carefully manages its exposure to credit risk. This risk is comprehensively addressed both at the strategic level and at the client level. There is a framework with risk oversight being provided by the Risk Management. During the year the Company has adopted the Ind AS while identifying and providing for the Expected Credit Losses (ECL). Regular portfolio risk analysis is done various financial and policy parameters for making required changes in the credit policy as a proactive approach to risk management. The assessment of credit risk of a portfolio of assets entails further estimations as to the likelihood of defaults occurring, of the associated loss ratios and of default correlations. The Company measures credit risk using Probability of Default (PD), Exposure at Default (EAD) and Loss Given Default (LGD). This is similar to the approach used for the purposes of measuring Expected Credit Loss (ECL) under Ind AS 109.

Liquidity and Interest Rate Risk:

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. While 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 is not exposed to liquidity or interest rate risk, however the Management is continuously evaluating the risks, if any.

The Company is exposed to liquidity risk principally, as a result of lending and investment for periods which may differ from those of its funding sources. Treasury teams actively manage asset liability positions in compliance with the ALM policy of the company laid down in accordance overall guidelines issued by RBI in the Asset Liability Management (ALM) framework.

The Company may be impacted by volatility in interest rates in India which could cause its margins to decline and profitability to shrink. It is exposed to interest rate risk, both as a result of lending at fixed interest rates and for reset periods which may differ from those of its funding sources. The Company seeks to match its interest rate positions of assets and liabilities to minimize interest rate risk. Further, an interest rate sensitivity gap report is prepared by classifying all rate sensitive assets and rate sensitive liabilities into various time period categories The difference in the amount of rate sensitive assets and rate sensitive liabilities maturing or being re-priced in any time period category, gives an indication of the extent of exposure to the risk of potential changes in the margins on new or re-priced assets and liabilities Interest rate risk is measured on a bi -annual basis and filed with regulator.

Currency Risk:

Exchange rate volatility imparts a new dimension to the risk profile of an NBFC''s balance sheets having foreign assets or liabilities. The Company is not exposed to currency risk as it has no foreign assets or liabilities.

Capital Management Risk:

The Reserve Bank of India (RBI) sets and monitors capital adequacy requirements for the Company from time to time. As per regulations prescribed by Reserve Bank of India, the Company''s minimum prescribed regulatory capital is holding Net Owned Funds of Rs. 200 Lakh. The Companies policies in respect of capital management and allocation are reviewed regularly by the Board of Directors and hence, increase in capital is planned well in advance to ensure adequate funding for its growth.

Ind AS 109 outlines a ‘three-stage'' model for impairment based on changes in credit quality since initial recognition as summarised below, The objective of the impairment requirements is to recognise lifetime expected credit losses for all financial instruments for which there have been significant increases in credit risk since initial recognition - whether assessed on an individual or collective basis - considering all reasonable and supportable information, including that which is forward-looking.

A financial instrument that is not credit-impaired on initial recognition is classified in ‘Stage 1'' and has its credit risk continuously monitored by the Company.

If significant increases in credit risk (‘SICR'') since initial recognition is identified, the financial instrument is moved to ‘Stage 2'' but is not yet deemed to be credit-impaired.

If the financial instrument is credit-impaired, the financial instrument is then moved to ‘Stage 3''. Financial instruments in Stage 1 have their ECL measured at an amount equal to 12 month ECLs. Instruments in Stages 2 or 3 have their ECL measured based on expected credit losses on a lifetime basis. Purchased or originated credit-impaired financial assets are those financial assets that are credit impaired on initial recognition. Their ECL is always measured on a lifetime basis (Stage 3).

The measurement of ECL is calculated using three main components: (i) Probability of Default (PD) (ii) Loss Given Default (LGD) and (iii) the Exposure At Default (EAD).

The 12 month ECL is calculated by multiplying the 12 month PD, LGD and the EAD. The 12 month and lifetime PDs represent the PD occurring over the next 12 months and the remaining maturity of the instrument respectively. The EAD represents the expected balance at default, taking into account the repayment of principal and interest from the balance sheet date to the default event together with any expected drawdowns of committed facilities. The LGD represents expected losses on the EAD given the event of default, taking into account, among other attributes, the mitigating effect of collateral value at the time it is expected to be realised and the time value of money.

i) Probability of default (PD) represents the likelihood of a borrower defaulting on its financial obligation, either over the next 12 months (12M PD), or over the remaining lifetime (Lifetime PD) of the obligation.

ii) Exposure At default (EAD) is the total amount of an asset the entity is exposed to at the time of default. EAD is defined based on the characteristics of the asset. EAD is dependent on the outstanding exposure of an asset, sanctioned amount of a loan and credit conversion factor for non-funded exposures.

iii) Loss given default (LGD) It is the part of an asset that is lost provided the asset default. The recovery rate is derived as a ratio of discounted value of recovery cash flows (incorporating the recovery time) to total exposure amount at the time of default. Recovery rate is calculated for each segment separately. Loss given default is computed as (1 - recovery rate) in percentage terms.

The Company assesses when a significant increase in credit risk has occurred based on quantitative and qualitative assessments. Exposures are considered to have resulted in a significant increase in credit risk and are moved to Stage 2 when:

i. Quantitative test: Accounts that are 30 calendar days or more past due move to Stage 2 automatically. Accounts that are 90 calendar days or more past due move to Stage 3 automatically.

ii. Qualitative test: Accounts that meet the portfolio''s ‘high risk'' criteria and are subject to closer credit monitoring. High risk customers may not be in arrears but either through an event or an observed behavior exhibit credit distress.

iii. Reversal in Stages: Exposures will move back to Stage 2 or Stage 1 respectively, once they no longer meet the quantitative criteria set out above. For exposures classified using the qualitative test, when they no longer meet the criteria for a significant increase in credit risk.

Collateral and other credit enhancements:

The Company employs a range of policies and practices to mitigate credit risk. The most common of these is accepting collateral for funds advanced. The principal collateral types for loans and advances are:

i) Charges over business assets such as premises, inventory and accounts receivable; and

ii) Charges over financial instruments such as debt securities and equities.

Longer-term finance and lending to corporate entities are generally secured.

The Company''s policies regarding obtaining collateral have not significantly changed during the reporting period and there has been no significant change in the overall quality of the collateral held by the Company since the prior period.

The Company closely monitors collateral held for financial assets considered to be credit-impaired, as it becomes more likely that the Company will take possession of collateral to mitigate potential credit losses. Financial assets that are credit-impaired and related collateral held in order to mitigate potential losses.

Write-off policy:

The Company writes off financial assets, in whole or in part, when it has exhausted all practical recovery efforts and has concluded there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include (i) ceasing enforcement activity and (ii) where the Company''s recovery method is foreclosing on collateral and the value of the collateral is such that there is no reasonable expectation of recovering in full.

(v) Stock Ratios:

(a) As at 31st March, 2023 The Commercial Papers issued by the Company - Nil.

(b) As at 31st March, 2023 Outstanding Non-Convertible Debentures with original maturity of less than one year - Nil.

(c) Other short-term liabilities, if any as a % of total public funds, total liabilities and total assets - Nil.

(vi) Institutional Set-up for Liquidity Risk Management

The Company''s risk management function is carried out by the Risk Management Committee by evaluating financial risks and the appropriate governance framework for the Company. The Risk Management Committee provides assurance to the Board that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

Notes:

(a) All quoted investments measured at FVPL have been included in less than 1 month bucket considering its liquidity. All unquoted equity shares / funds including investment in subsidiaries & all quoted investments measured at FVOCI have been included in ''Over 5 years''. The maturity pattern has been prepared in line with various regulations issued by RBI from time to time, best practices & based upon best estimate of the management with regard to the timing of various cash flows.

^(b) The classification of Assets and Liabilities into current and non-current is carried out based on their residual maturity profile as per requirement of Schedule III to the Companies Act, 2013. The above maturity pattern of assets and liabilities has been prepared by the Company after taking into consideration guidelines for Maturity Profile - Liquidity given under master directions issued by RBI, best practices and best estimate of the Assets-Liability Committee /management with regard to the timing of various cash flows.

Note 39 Capital management:

The Company''s objective is to maintain appropriate levels of capital to support its business strategy taking into account the regulatory, economic and commercial environment. The Company aims to maintain a strong capital base to support the risks inherent to its business and growth strategies. The Company endeavors to maintain a higher capital base than the mandated regulatory capital at all times. No changes have been made to the objectives, policies and processes from the previous years. However, they are under constant review by the Board.

The Company''s assessment of capital requirement is aligned to its planned growth which forms part of an annual operating plan which is approved by the Board and also a long range strategy. These growth plans are aligned to assessment of risks- which include credit, liquidity and interest rate.

The Company monitors its capital regularly, and hence, increase in capital is planned well in advance to ensure adequate funding for its growth.

Note 43 Disputed Tax Liabilities:

The Income-Tax assessments of the company have been completed. The disputed demands outstanding is Rs. 863.42 Lakh against which company has paid/adjusted Rs. Nil Lakh under protest. Based on the decision of the Appellate Authorities and the interpretations of the relevant provisions, the company has been legally advised that the demand is likely to be either deleted or substantially reduced and accordingly no provision has been made.

Note 44 Pronouncements issued but not effective:

a) The Code on Social Security, 2020

The Parliament of India has approved the Code on Social Security, 2020 (the Code) which may impact the contributions by the Company towards gratuity and other statutory dues payable to employee . The Code has been published in the Gazette of India however, the effective date has not yet been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective, if any.

b) Newly issued standards

There were no standards notified by the Ministry of Corporate Affairs (MCA) during the year ended March 31, 2023.

c) Amendments in prevailing standards but not effective

Ministry of Corporate Affairs (MCA) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the Companies (Indian Accounting Standards) Rules, 2015. The effective date for adoption of these amendments is annual period beginning on or after April 1, 2023. The significant amendments are as below:

i) Ind AS 1 - Presentation of Financial Statements

This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements.

ii) Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

This amendment has introduced a definition of ''accounting estimates'' and included amendments to Ind AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements.

iii) Ind AS 12 - Income Taxes

This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements.

Note 45

CSR Expenditure include expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof: Rs. Nil Lakh (P.Y. Rs. Nil Lakh).

Gross amount required to be spent as per aforesaid provision is Rs. Nil Lakh.

Note 46 Other Statutory Information - General

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) There are no balances outstanding on account of any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

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

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding 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.

(vi) 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 on behalf of the Ultimate Beneficiaries.

(vii) The Company does not have any transaction which is 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).

(viii) The Company has not borrowed from banks and financial institutions for any specific purpose during the financial year.

(ix) There is no immovable property whose title deeds are not held in the name of the Company.

(x) There are no loans or advances in the nature of loans that are granted to promoters, directors, key managerial personnel

(KMPs) and the related parties either severally or jointly with any other person, that are: a) Repayable on demand or b) Without specifying any terms or period of repayment.

(xi) The Company does not have borrowings from banks or financial institutions on the basis of security of current assets.

(xii) The Company is not declared wilful defaulter by any bank or financial Institution or other lender.

Note 47 Since the Company is non-systemically important non-deposit taking NBFC, the ratios prescribed under division III of schedule III are not applicable.

Note 48 Previous year''s figures have been regrouped, rearranged and / or reclassified wherever necessary.

(A) Par value per share:

The par value of Equity Shares is Rs.10/-.

(B) The rights, preferences and restrictions attaching to each class of shares including to restrictions on the distribution of dividends and repayment of capital:

Equity Shares- The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share. The equity shareholders are entitled to dividend only if dividend in a particular financial year is recommended by the Board of Directors and approved by the members at the annual general meeting of that year. In case of winding up, if the assets available for distribution are less than the paid up share capital, then the shortfall will be borne by the members proportionately. Where there is an excess, the same shall be distributed proportionatley among the members.

Note 1

The Company has followed the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for Income Recognition, Assets Classification and Capital Adequacy.

Note 2

The Company has followed Accounting Standard 15(revised), Accounting for Retirement benefits.

i) Contribution to Provident Fund of Rs. 1.60 Lakh (P. Y Rs. 1.40 lakh) is charged to the Statement of Profit and Loss as per applicable law / rules.

ii) The Company has taken Group Gratuity scheme of Life Insurance Corporation of India for Gratuity payable to the employees. Liability for the year end obligation, based on an actuarial valuation as per the projected unit credit method as at the reporting date, is charged to the Statement of Profit and Loss. And accordingly Provision for the gratuity liability amounting to Rs. 0.04 Lakh (P.Y Rs. 0.04 lakh) has been made during the year by the company based on the valuation report of the Life Insurance Corporation (Actuarial Valuer).

iii) The Company belongs to an industry which faces a high attrition rate and hence the leave balance accrued is either availed or fully paid off.

Note 3

Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees):

Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

During the year, remuneration paid to the directors are within the prescribed limit of section 196,197 & 203 read with Schedule V of the Companies Act, 2013.

Note 4

The Company is mainly engaged in the business of Investment Activities in India. All activities of the Company revolve around this main business, and as such, there are no separate reportable segments as per Accounting Standard (AS) 17 on “Segment Reporting”.

*Bank Guarantee of Rs 1,500 Lakh is executed by the Shriyam Broking Intermediary Limited (SBIL), the subsidiary company and backed up by the Company in the form of Corporate Guarantee. Out of that Rs 1,141.27 Lakh is backed up by FD & Lien of Shares held as Investments by SBIL and exposure to the extent of Balance of Rs 358.73 Lakh remains as contingent with the Company.

Note 5

Disputed Tax Liabilities:

The Income-Tax assessments of the company have been completed up to the assessment year 2015-16.The disputed demand outstanding up to the said assessment year is Rs. 27.58 Lakh against which company has paid Rs. 4.39 Lakh under protest. Based on the decision of the Appellate Authorities and the interpretations of the relevant provisions, the company has been legally advised that the demand is likely to be either deleted or substantially reduced and accordingly no provision has been made.

Note 6

MAT credit entitlement of Rs. 359.91 Lakh as per the returns filed upto assessment year 2017-18 is not considered in absence of certainty of encashment considering company’s substantial exposure to equity market.

Note 7

CSR Expenditure include expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof: Rs. 7.60 Lakh (P.Y. Rs. 13.75 Lakh).

Gross amount required to be spent as per aforesaid provision is Rs. 7.55 Lakh.

Note 8

Details of Loans given, Investments made, Guarantees given and Securities provided during the year covered under Section 186(4) of the Companies Act, 2013:

i) Loans given by company to body corporates as at 31st March, 2018 - (Refer Note No. 14.1)

ii) Investment made by Company as at 31st March, 2018 - (Refer Note No. 9)

Note 9

Unhedge foreign currency exposure as at 31st March, 2018 is Rs. Nil (P.Y. Rs. Nil)

Note 10

Previous year’s figures have been regrouped, rearranged and / or reclassified wherever necessary.

Note 11

Disclosure of details as required by Revised Para 13 of Non Banking financial Companies Prudential Norms (Reserve Bank) Directions, 2007, earlier Para 9BB of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998.

Notes :

1 As defined in point xix of paragraph 3 of Chapter -2 of these Directions.

2 Provisioning norms shall be applicable as prescribed in these Directions.

3 All Accounting Standards 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 shall be disclosed irrespective of whether they are classified as long term or current in (5) above.

Note 1

In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realized in the ordinary course of business. The provisions of all known liabilities are adequate and neither in excess of or nor short of the amounts reasonably necessary

Note 2

Related Party Disclosures:

List of related parties with whom transactions have taken place during the year:

i) Subsidiary :

Shriyam Broking Intermediary Limited.

ii) Key Managerial Personnel:

Mr. R. Sundaresan - Executive Chairman

Mr. Yogendra Chaturvedi - Executive Director (w.e.f. 05/02/2016)

Ms. Monika Agrawal - Executive Director & Co Secretary

Mr. Saurabh Chaturvedi - CFO

iii) Transactions during the year with related parties. (Reimbursement of expenses has not been treated as related party transactions.

Significant Related Party Transactions during the year:

3. Payment and provision for remuneration and services, includes Rs. 9.80 lacs as Salary paid to Shri R. Sundaresan, Executive Director, Rs. 0.70 lacs as Salary paid to Mr Yogendra Chaturvedi, Executive Director, Rs. 10.72 lacs as Salary paid to Ms Monika Agrawal, Executive Director & Company Secretary and Rs. 10.62 lacs paid to Shri Saurabh Chaturvedi, CFO.

4. Expenses for Trading Activities includes Rs 5.50 lacs paid to Shriyam Broking Intermediary Ltd. Subsidiary Company.

Note 5

In the opinion of the management, the Company is mainly engaged in the business of Investment Activities and all other activities of the Company revolve around the main business, and as such, there are no separate reportable segments as per Accounting Standard (AS) 17 on “Segment Reporting”.

Note 6

Disclosure of loans / advances and investments in its own shares by the listed companies, their subsidiary, associates etc. (as certified by the management)

(Figures in bracket indicate figures of previous year).

Note 7

The Company has followed Accounting Standard 15(revised), Accounting for Retirement benefits.

- Contribution to Provident Fund of Rs. 1.13 lacs is charged to the Statement of Profit and Loss as per applicable law / rules.

- The Company has taken Group Gratuity scheme of Life Insurance Corporation of India for gratuity payable to the employees. Liability for the year end obligation, based on an actuarial valuation as per the projected unit credit method as at the reporting date, is charged to the Statement of Profit and Loss. And accordingly Provision for the gratuity liability amounting to Rs. 0.96 lacs has been made during the year by the company based on the valuation report of the Life Insurance Corporation (Actuarial Valuer).

- The Company belongs to an industry which faces a high attrition rate and hence the leave balance accrued is either availed or fully paid off.

Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees):-

Shri R. Sundaresan Rs. 9.80 Lacs ( P.Y. Rs. 6.50 Lacs )

Shri Yogendra Chaturvedi Rs. 0.70 Lacs ( P.Y. Rs. Nil )

Ms. Monika Agrawal Rs. 10.72 Lacs ( P.Y. Rs. 9.50 Lacs )

Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

During the year, remuneration paid to the directors are within the prescribed limit of section 196,197 & 203 read with Schedule V of the Companies Act, 2013.

Note 8

During the year under review, Company has transferred some of its Stock in trade into Investments at cost. There is no impact on the Statement of Profit and Loss for the said transfers.

MAT credit entitlement of Rs. 363.81 lacs as per the returns filed up to assessment year 2015 - 16 is not considered in absence of certainty of encashment considering company''s substantial exposure to equity market.

Note 9

There is no dues to Micro, Small & Medium Enterprises for the year under review.

Note 10

Previous year''s figures have been regrouped, rearranged and / or reclassified wherever necessary.

Note 11

Disclosure of details as required by Revised Para 13 of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 2007, earlier Para 9BB of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998.

1. The Company has followed the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for Income Recognition, Assets Classification and Capital Adequacy.

2. In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realised in the ordinary course of business. The provisions of all known liabilities are adequate and neither in excess of or nor short of the amounts reasonably necessary.

3. Related Party Disclosures:

List of related parties with whom transactions have taken place during the year:

i) Subsidiary :

Shriyam Broking Intermediary Limited.

ii) Group Cos or Firms/Associate Co Chaturvedi & Shah

Antique Finance Pvt Ltd (upto 29/03/15)

iii) Key Managerial Personnel:

Mr R. Sundaresan - Executive Director

Ms Monika Agarwal - Executive Director & Company Secretary w.e.f. 11/02/15

Mr Saurabh Chaturvedi - CFO

4. Significant Related Party Transactions during the year:

1. Payment and provision for remuneration and services, includes Rs. 6.50 lacs as Salary paid to Shri R. Sundaresan, Executive Director, Rs. 9.50 lacs as Salary paid to Ms Monika Agarwal, Executive Director & Company Secretary and Rs. 10.00 lacs paid to Shri Saurabh Chaturvedi, CFO.

2. Expenses for Trading Activities includes Rs 8.10 lacs paid to Shriyam Broking Intermediary Ltd. Subsidiary Company.

3. Income from Compensation includes Rs. 96.00 lacs received from Chaturvedi & Shah, and Rs. 1.00 Lac from Antique Finance Pvt Ltd. (Excluding Service Tax).

5. In the opinion of the management, the Company is mainly engaged in the business of Investment Activities and all other activities of the Company revolve around the main business, and as such, there are no separate reportable segments as per Accounting Standard (AS) 17 on "Segment Reporting".

6. The Company has followed Accounting Standard 15(revised), Accounting for Retirement benefits.

* Contribution to Provident Fund of Rs. 0.93 lacs is charged to the Statement of Profit and Loss as per applicable law / rules.

* The Company has taken Group Gratuity scheme of Life Insurance Corporation of India for gratuity payable to the employees. Liability for the year end obligation, based on an actuarial valuation as per the projected unit credit method as at the reporting date, is charged to the Statement of Profit and Loss and accordingly Provision for the gratuity liability amounting to Rs. 0.02 lacs has been made during the year by the company based on the valuation report of the Life Insurance Corporation (Actuarial Valuer).

* The Company belongs to an industry which faces a high attrition rate and hence the leave balance accrued is either availed or fully paid off.

7. Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees):-

Shri R. Sundaresan Rs. 6.50 Lacs ( P.Y. Rs. 6.50 Lacs )

Ms. Monika Agarwal Rs. 9.50 Lacs (w.e.f. 11/02/2015)

8. Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

9. During the year, remuneration paid to the directors are within the prescribed limit of section 196,197 & 203 read with Schedule V of the Companies Act, 2013.

10. The Reserve Bank of India (RBI) vide its Notification No. DNBS. 223/CGM (US) - 2011 dated 17th January 2011 has issued directions to all NBFC's to make provision of 0.25% against standard assets with immediate effect. Accordingly, the company has made reversal of provision of Rs. (3.93) Lacs during the year against standard assets which has been charged to Statement of Profit & Loss. The above provision is treated as Tier II Capital.

11. Contingent Liabilities:

(Rs. in Lacs

Particulars As at As at 31st March, 31st March, 2015 2014

Allotment money & Calls unpaid on 98.19 98.19 partly paid shares / Debentures

12. The Company has filed appeal with the Commissioner of Income Tax - Appeals - 8 for AY 2012 - 13 for disputed tax refund of Rs. 3,61,172/- arose on account of disallowance u/s 14A.

13. MAT credit entitlement of Rs. 252.81 lacs as per the returns filed upto assessment year 2014 - 15 is not considered in absence of certainty of encashment considering substantial exposure to equity market.

14. Company has applied the estimated useful lives of its fixed assets w.e.f. 01/04/2014 as per Schedule II of the Companies Act, 2013. Accordingly, depreciation for the Year ended 31st March, 2015 is higher by Rs.4.69 lacs respectively. The written down value of Fixed Assets whose lives have expired as at 1st April, 2014 have been adjusted net of tax, in the opening balance of Profit and Loss account amounting to Rs. 30.55 Lacs and against deferred tax amounting to Rs. 15.74 Lacs.

15. Under the Micro, Small and Medium Enterprises Development Act, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. The Company is in the process of compiling relevant information from its suppliers about their coverage under the Act. Since the relevant information is not readily available, no disclosures have been made in the Accounts. note 32

16. Previous year's figures have been regrouped, rearranged and / or reclassified wherever necessary.

Note 1

The Company has followed the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for Income Recognition, Assets Classification and Capital Adequacy.

Note 2

In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realised in the ordinary course of business. The provisions of all known liabilities are adequate and neither in excess of or nor short of the amounts reasonably necessary.

Note 3

Related Party Disclosures:

List of related parties with whom transactions have taken place during the year: i) Subsidiary:

Shriyam Broking Intermediary Limited, ii) Associates/ Group Cos or Firms:

Antique Finance Private Limited

Chaturvedi & Shah i i i) Key Managerial Personnel:

Shri R. Sundaresan - Executive Director

Shri Saurabh Chaturvedi - CFO

iv) Transactions during the year with related parties. (Reimbursement of expenses has not been treated as related party transactions.)

Significant Related Party Transactions during the year:

1. Payment and provision for remuneration and services, includes Rs. 6.50 lacs as Salary paid to Shri R. Sundaresan Executive Director, and Rs. 8.29 lacs paid to Shri Saurabh Chaturvedi CFO.

2. Expenses for Trading Activities includes Rs 3.98 lacs paidtoShriyam Broking Intermediary Ltd. Subsidiary Company & Rs. 0.28 lacs paid to Antique Stock Broking Ltd, subsidiary of Antique Finance Pvt Ltd. an Associate Company.

3. Income from Compensation includes Rs. 63.00 lacs received from Chaturvedi & Shah, a Associate Firm.(Excluding Service Tax).

Note 4

In the opinion of the management, the Company is mainly engaged in the business of Investment Activities and all other activities of the Company revolve around the main business, and as such, there are no separate reportable segments as per Accounting Standard (AS) 17 on "Segment Reporting".

Note 5

Disclosure of loans / advances and investments in its own shares by the listed companies, their subsidiary, associates etc. (as certified by the management)

Note 6

The Company has followed Accounting Standard 15(revised), Accounting for Retirement benefits.

Contribution to Provident Fund of Rs. 0.64 lacs is charged to the Statement of Profit and Loss as per applicable law / rules.

The Company has taken Group Gratuity scheme of Life Insurance Corporation of India for gratuity payable to the employees. Liability for the year end obligation, based on an actuarial valuation as per the projected unit credit method as at the reporting date, is charged to the Statement of Profit and Loss. And accordingly Provision for the gratuity liability amounting to Rs. 0.02 lacs has been made during the year by the company based on the valuation report of the Life Insurance Corporation (Actuarial Valuer).

The Company belongs to an industry which faces a high attrition rate and hence the leave balance accrued is either availed or fully paid off.

Note 7

Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees):-

Shri R. Sundaresan Rs. 6.50 Lacs ( P.Y. Rs. 6.50 Lacs )

Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

During the year, remuneration paid to the directors are within the prescribed limit in the Part II of Schedule XIII of the Companies Act, 1956.

The company is of the opinion that the computation of net profit under section 349 of the Companies Act, 1956 is not required to be made as no commission is paid / payable to the Directors for the year ended 31st March, 2014.

Note 8

The Reserve Bank of India (RBI) vide its Notification No. DNBS. 223/CGM (US) - 2011 dated 17th January 2011 has issued directions to all NBFC''s to make provision of 0.25% against standard assets with immediate effect. Accordingly, the company has made provision of Rs. 2.37 Lacs during the year against standard assets which has been charged to Statement of Profit & Loss. The above provision is treated as Tier II Capital.

Note 9

Contingent Liabilities: (Rs. in Lacs)

Particulars As at As at 31st March, 2014 31st March, 2013

Allotment money & Calls unpaid on partly paid shares/ Debentures 98.19 101.06

Note 10 Under the Micro, Small and Medium Enterprises Development Act, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. The Company is in the process of compiling relevant information from its suppliers about their coverage under the Act. Since the relevant information is not readily available, no disclosures have been made in the Accounts.

Note 11

Previous year''s figures have been regrouped, rearranged and /or reclassified wherever necessary.

Note 12

Disclosure of details as required by Revised Para 13 of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 2007, earlier Para 9BB of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998.

Statement Pursuant To Section 212 Of The Companies act, 1956 relating To Companies Interest in the Subsidiary Company

a) Name of subsidiary Company : Shiryam Broking Intermediary limited

b) Date from which it became subsidiary : September 27, 1994

c) Number of shares held by Shardul Securities Limited with its nominee in the subsidiary as at 31/3/2013 : 1,00,00,000 Equity Shares of rs. 10/- each.

d) Extent of interest of holding Company in the subsidiary as at 31/03/2013 : 100%

e) Net aggregate amount of the subsidiary Company''s profit/(loss)

i For the subsidiary Company''s year ended 31/03/2014 : rs. (0.81) lacs

ii For the previous fnancial years since it became a subsidiary : rs. 3,132.14 lacs

f) Net aggregate amount of the subsidiary Company''s profit/loss dealt with in the Company''s accounts : Not applicable

i For subsidiary Company''s year ended 31/03/2013 : Nil

ii For the previous Financial year since it became subsidiary : Nil

Note 1

The Company has followed the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for Income Recognition, Assets Classification and Capital Adequacy.

Note 2

In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realised in the ordinary course of business. The provisions of all known liabilities are adequate and neither in excess of or nor short of the amounts reasonably necessary.

Note 3

Related Party Disclosures:

List of related parties with whom transactions have taken place during the year : i) Subsidiary :

Shriyam Broking Intermediary Limited.

Shardul Energy Limited (Up to 23rd November, 2012) ii) Associates / Group Cos or Firms:

Antique Finance Private Limited

Chaturvedi & Shah iii) Key Managerial Personnel:

Shri R. Sundaresan - Executive Director

Shri K M Shah - Director

Shri Saurabh Chaturvedi - CFO

Note 4

In the opinion of the management, the Company is mainly engaged in the business of Investment Activities and all other activities of the Company revolve around the main business, and as such, there are no separate reportable segments.

Note 5

Disclosure of loans / advances and investments in its own shares by the listed companies, their subsidiary, associates etc. (as certified by the management)

Note 6

The Company has followed Accounting Standard 15(revised), Accounting for Retirement benefits.

- Contribution to Provident Fund of Rs. 0.64 lacs is charged to the Statement of Profit and Loss as per applicable law / rules.

- The Company has taken Group Gratuity scheme of Life Insurance Corporation of India for gratuity payable to the employees. Liability for the year end obligation, based on an actuarial valuation as per the projected unit credit method as at the reporting date, is charged to the Statement of Profit and Loss. And accordingly Provision for the gratuity liability amounting to Rs. 0.02 lacs has been made during the year by the company based on the valuation report of the Life Insurance Corporation (Actuarial Valuer).

- The Company belongs to an industry which faces a high attrition rate and hence the leave balance accrued is either availed or fully paid off.

Note 7

Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees) :-

Shri R. Sundaresan Rs. 6.50 Lacs ( P.Y. Rs. 6.50 Lacs )

Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

During the year, remuneration paid to the directors are within the prescribed limit in the Part II of Schedule XIII of the Companies Act, 1956.

The company is of the opinion that the computation of net profit under section 349 of the Companies Act, 1956 is not required to be made as no commission is paid / payable to the Directors for the year ended 31st March, 2013.

Note 8

During the year under review, Company has transferred its Investment into Stock in trade at cost as on 1st October,2012 and Stock in trade into Investment at cost as on 23rd October,2012.There is no impact on the Statement of Profit and Loss for the said transfers.

Note 9

The Reserve Bank of India (RBI) vide its Notification No. DNBS. 223/CGM (US) - 2011 dated 17th January 2011 has issued directions to all NBFC''s to make provision of 0.25% against standard assets with immediate effect. Accordingly, the company has made provision of Rs. (0.56) Lacs during the year against standard assets which has been charged to Statement of Profit & Loss. The above provision is treated as Tier II Capital.

Note 10

During the year under review your company sold its entire investment of 5,00,000 fully paid of equity shares of Rs 10/- each held at par in its wholly owned subsidiary named Shardul Energy Limited and consequently the mentioned subsidiary has ceased to be wholly owned subsidiary of the Company with effect from 23rd November 2012.

Note 11

Contingent Liabilities:

(Rs. in Lacs)

Particulars As at 31st March, 2013 As at 31st March, 2012

Allotment money & Calls unpaid on partly paid shares / debentures 101.06 98.19

Note 12

Under the Micro, Small and Medium Enterprises Development Act, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. The Company is in the process of compiling relevant information from its suppliers about their coverage under the Act. Since the relevant information is not readily available, no disclosures have been made in the Accounts.

Note 13

Previous year''s figures have been regrouped, rearranged and / or reclassified wherever necessary.

Note 14

Disclosure of details as required by Revised Para 13 of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 2007, earlier Para 9BB of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998.

(A) The rights, preferences and restrictions attaching to each class of shares

Equity Shares- The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share. The equity shareholders are entitled to dividend only if dividend in a particular financial year is recommended by the Board of Directors and approved by the members at the annual general meeting of that year. In case of winding up, if the assets available for distribution are less than the paid up share capital, then the shortfall will be borne by the members proportionately. Where there is an excess, the same shall be distributed proportionately among the members.

Notes:

Office Premises includes :

a) 15 shares of Rs. 50/- each of Tulsiani Chamber Prem i ses Co-op. Soci ety Limited.

b) 5 shares of Rs. 50/- each of Parekh Vora Chamber Premises Co-op. Society Limited.

c) 10 shares of Rs. 50/- each of Laxmi Finance & Leasing Companies Commercial Premises Co-op. Society Limited.

NOTE 1 -

The Company has followed the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for Income Recognition, Assets Classification and Capital Adequacy.

NOTE 2 -

In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realised in the ordinary course of business. The provisions of all known liabilities are adequate and neither in excess of or nor short of the amounts reasonably necessary.

(Figures in bracket indicate figures of previous year).

Significant Related Party Transactions during the year:

1. Payment and provision for remuneration and services, includes Rs. 6.50 lacs as Salary paid to Shri R. Sundaresan Executive Director, and Rs. 6.00 lacs paid to Shri Saurabh Chaturvedi CFO.

2. Expenses for Trading Activities paid/(Refunded) (Net) includes Rs 3.43 lacs paid to Shriyam Broking Intermediary Ltd. Subsidiary Co. & Rs. 0.07 lacs paid to Antique Stock Broking Ltd, subsidiary of Antique Finance Pvt Ltd.

3. Income from Compensation includes Rs. 30.00 lacs received from Shriyam Broking Intermediary Ltd, a subsidiary Company.(Excluding Service Tax).

NOTE 3 -

In the opinion of the management, the Company is mainly engaged in the business of Investment Activities and all other activities of the Company revolve around the main business, and as such, there are no separate reportable segments.

NOTE 4-

Disclosure of loans / advances and investments in its own shares by the listed companies, their subsidiaries, associates etc. (as certified by the management)

NOTE 5-

The Company has followed Accounting Standard 15(revised), Accounting for Retirement benefits.

- Contribution to Provident Fund of Rs. 0.64 lacs is charged to the Statement of Profit and Loss as per applicable law / rules.

- The Company has taken Group Gratuity scheme of Life Insurance Corporation of India for gratuity payable to the employees. Liability for the year end obligation, based on an actuarial valuation as per the projected unit credit method as at the reporting date, is charged to the Statement of Profit and Loss. And accordingly Provision for the gratuity liability amounting to Rs. 0.02 lacs has been made during the year by the company based on the valuation report of the Life Insurance Corporation (Actuarial Valuer).

- The Company belongs to an industry which faces a high attrition rate and hence the leave balance accrued is either availed or fully paid off.

NOTE 6 -

Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees):- Shri R. Sundaresan Rs. 6.50 Lacs ( P.Y. Rs. 6.00 Lacs )

Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

During the year, remuneration paid to the directors are within the prescribed limit in the Part II of Schedule XIII of the Companies Act, 1956.

The company is of the opinion that the computation of net profit under section 349 of the Companies Act, 1956 is not required to be made as no commission is paid / payable to the Directors for the year ended 31st March, 2012.

NOTE 7 -

The Reserve Bank of India (RBI) vide its Notification No. DNBS. 223/CGM (US) - 2011 dated 17th January 2011 has issued directions to all NBFC's to make provision of 0.25% against standard assets with immediate effect. Accordingly, the company has made provision of Rs.1.30 Lacs during the year against standard assets which has been charged to Profit & Loss Account. The above provision is treated as Tier II Capital.

NOTE 8 -

Contingent Liabilities: (Rs. in Lacs)

Particulars As at 31st March, 2012 As at 31st March, 2011

Allotment money & Calls unpaid on partly paid shares / Debentures 98.19 98.19

NOTE 9 -

Under the Micro, Small and Medium Enterprises Development Act, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. The Company is in the process of compiling relevant information from its suppliers about their coverage under the Act. Since the relevant information is not readily available, no disclosures have been made in the Accounts.

NOTE 10 -

Previous year's figures have been regrouped, rearranged and / or reclassified wherever necessary.

NOTE 11-

Disclosure of details as required by Revised Para 13 of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 2007, earlier Para 9BB of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998.

(A) The Company has followed the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for Income Recognition, Assets Classification and Capital Adequacy.

(B) In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realised in the ordinary course of business. The provisions of all known liabilities are adequate and neither in excess of or nor short of the amounts reasonably necessary.

(C) Related Party Disclosures:

List of related parties with whom transactions have taken place during the year:

i) Subsidiaries :

Shriyam Broking Intermediary Limited.

Shardul Energy Limited.

(Formerly known as Shardul Commodities International Limited)

ii) Associates / Group Cos/Firms :

Antique Finance Private Limited

Chaturvedi & Shah Consulting Pvt Ltd.

Chaturvedi & Shah

iii) Key Managerial Personnel:

Shri R. Sundaresan - Executive Director

Shri Saurabh Chaturvedi - CFO

Significant Related Party Transactions during the year:

1. Payment and provision for remuneration and services, includes Rs. 6.00 lacs as Salary paid to Shri R. Sundaresan Executive Director and Rs. 4.82 lacs paid to Shri Saurabh Chaturvedi CFO.

2. Expenses for Trading Activities paid/(Refunded) (Net) includes Rs 4.89 lacs paid to Shriyam Broking Intermediary Ltd. Subsidiary Co. & Rs. 2.20 lacs paid to Antique Stock Broking Ltd an Associate Company.

3. Income from Compensation includes Rs. 60.00 lacs received from Shriyam Broking Intermediary Ltd, a subsidiary Company.(Excluding Service Tax).

(D) In the opinion of the management, the Company is mainly engaged in the business of Investment Activities and all other activities of the Company revolve around the main business, and as such, there are no separate reportable segments.

(E) The Company has followed Accounting Standard 15 (revised), Accounting for Retirement Benefits.

- Contribution to Provident Fund of Rs. 61,248/- is charged to the Statement of Profit and Loss as per applicable law / rules.

- The Company has taken Group Gratuity scheme of Life Insurance Corporation of India for gratuity payable to the employees. Liability for the year end obligation, based on an actuarial valuation as per the projected unit credit method as at the reporting date, is charged to the Statement of Profit and Loss. And accordingly Provision for the gratuity liability amounting to Rs. 0.02 lacs has been made during the year by the company based on the valuation report of the Life Insurance Corporation (Actuarial Valuer).

- The Company belongs to an industry which faces a high attrition rate and hence the leave balance accrued is either availed or fully paid off.

(F) Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees):-

Shri R. Sundaresan Rs. 6.00 Lacs ( P. Y. Rs. 6.00 Lacs)

Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

During the year, remuneration paid to the directors are within the prescribed limit in the Part II of Schedule XIII of the Companies Act, 1956.

The company is of the opinion that the computation of net profit under section 349 of the Companies Act, 1956 is not required to be made as no commission is paid / payable to the Directors for the year ended 31st March, 2011.

(G) The Reserve Bank of India (RBI) vide its Notification No. DNBS. 223/CGM (US) - 2011 dated 17th January 2011 has issued directions to all NBFC's to make provision of 0.25% against standard assets with immediate effect. Accordingly, the company has made provision of Rs.0.83 Lacs during the year against standard assets which has been charged to Profit & Loss Account. The above provision is treated as Tier II Capital.

(H) Disclosure of details as required by Revised Para 13 of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 2007, earlier Para 9BB of Non Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998.

(I) Contingent Liabilities: (Rs. in Lacs)

Particulars As at As at

31st March, 2011 31st March, 2010 Allotment money & Calls unpaid on partly paid shares / Debentures 98.19 98.19

Capital Commitment - 6.50

Income Tax disputed liability for the A.Y. – 2007 – 2008 pending with CIT (appeals). - 12.10

(J) Under the Micro, Small and Medium Enterprises Development Act, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. The Company is in the process of compiling relevant information from its suppliers about their coverage under the Act. Since the relevant information is not readily available, no disclosures have been made in the Accounts.

(Q) Previous year's figures have been regrouped, rearranged and / or reclassified wherever necessary.

(A) The Company has followed the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for Income Recognition, Assets Classification and Capital Adequacy.

Significant Related Party Transactions during the year:

1. Investment sold during the year includes Rs. 976.00 Lacs shares of Antique Stock Broking Ltd to Antique Finance Pvt Ltd.

2. Payment and provision for remuneration and services, includes Rs. 6.50 lacs as Salary paid to Shri R. Sundaresan Executive Director, and Rs. 3.36 lacs paid to Shri Saurabh Chaturvedi CFO.

3. Expenses for Trading Activities paid/(Refunded) (Net) includes Rs 3.47 lacs paid to Shriyam Broking Intermediary Ltd. Subsidiary Co. & Rs. 3.88 lacs paid to Antique Stock Broking Ltd. Associate Co.

4. Income from Compensation includes Rs. 15.00 lacs received from Shriyam Broking Intermediary Ltd, subsidiary Co.

(B) In the opinion of the management, the Company is mainly engaged in the business of Investment Activities and all other activities of the Company revolve around the main business, and as such, there are no separate reportable segments.

(C) Directors Remuneration :

Salary to Executive Directors as under (include under the head payment to employees):- Shri R. Sundaresan Rs. 6.50 Lacs ( P.Y. Rs. 6.50 Lacs )

Information relating to the payment to Executive Directors does not include payment for gratuity, which is provided for group of employees on an overall basis and as per the actuarial valuation report of the Life Insurance Corporation of India.

During the year, remuneration paid to the directors are within the prescribed limit in the Part II of Schedule XIII of the Companies Act, 1956.

The company is of the opinion that the computation of net profit under section 349 of the Companies Act, 1956 is not required to be made as no commission is paid / payable to the Directors for the year ended 31st March, 2010.

(D) Under the Micro, Small and Medium Enterprises Development Act, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. The Company is in the process of compiling relevant information from its suppliers about their coverage under the Act. Since the relevant information is not readily available, no disclosures have been made in the Accounts.

(E) Contingent Liabilities:

(Rs. in Lacs)

Particulars As at As at

31st March, 2010 31st March, 2009

Allotment money & Calls unpaid on partly paid shares / Debentures 98.19 98.19

Capital Commitment 6.50 6.50

Income Tax disputed liability for the A.Y. - 2007 - 2008 pending with CIT (appeals). 12.10 -

(F) Previous years figures have been regrouped, rearranged and / or reclassified wherever necessary.