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DIRECTOR'S REPORT

Anjani Finance Ltd.

You can view full text of the latest Director's Report for the company.
Market Cap. (₹) 8.44 Cr. P/BV 0.55 Book Value (₹) 15.05
52 Week High/Low (₹) 15/8 FV/ML 10/1 P/E(X) 18.21
Bookclosure 08/01/2025 EPS (₹) 0.46 Div Yield (%) 0.00
Year End :2025-03 

Your Directors are pleased to present the 36th Annual Report and the Company’s Audited Financial
Statement for the Financial Year ended March 31st, 2025.

Your directors submit the following particulars/disclosures and information as required under section
134(3) and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies
(Accounts) Rules 2014 and other applicable rules thereunder.

1. FINANCIAL :

The Company’s financial performance, for the year ended March 31st, 2025 is Summarized Below:

(Amount in ‘000’)

PARTICULARS

2024-25

2023-24

Total earning

11049.05

12700.29

Profit before Depreciation, Interest & other
adjustments

7311.47

9241.04

Less : Finance Cost

1245.55

3139.18

: Depreciation

43.07

55.36

Profit Before Tax

5026.20

6046.50

Less :Earlier Year Expenses

:Provision FOR Current Year Tax

1576.35

1172.83

:Deferred Tax Provided (Written Back)

-193.43

39.27

Profit for the year

4639.93

4834.40

Current Year Share of Associates

-

-

Consolidated Profit & Loss

-

-

APPROPRIATIONS :

Transfer to NBFC Reserve

(927.99)

(966.88)

Balance carried to Balance Sheet (Retained earnings)

38313.50

34601.56

EPS (Basic & Diluted) (in Rs. ) on Equity Shares of
Rs. 10/-

0.46

0.48

2. PERFORMANCE OF THE COMPANY

During the year the Company has achieved a turnover of 90.00 Lakhs as against turnover of 127.00
Lakhs in the previous year registering a decreased of 29.3%. The overall performance remains
satisfactory.

Profit for the year has decreased by (0.24) Lakh which is Rs. 60.225 as compared to Rs 60.465 in the
previous year.

Proportionate share in the profits of associate companies based on the shareholdings, have been
included in the consolidated financial statement for the year ended 31 "March, 2025

3. THE CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the year under review, there was no change in the nature of business of the company and there
is no material changes and/or commitments, affecting the financial position of the company, during the
financial year 2024- 2025.

4. LISTING OF SHARES OF THE COMPANY

The Equity Shares of the Company continue to remain listed on BSE Limited (Security Code:
531878). The company has paid the due listing fees to BSE Limited for the financial year 2025-26 on
time.

5. DIVIDEND

In order to preserve the profit and to utilize such amount in the business activities, Board of Directors
of your company does not recommend any dividend during the year 2024-25 under review. (Previous
year: Nil)

6. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION & PROTECTION FUNDS (IEPF)

No amount is required to be transferred to the investor education & protection fund during the year.

7. TRANSFER OF AMOUNT TO RESERVES

The Company has transferred Rs. 927982/- to the NBFC Reserves as per requirement of the Directions
of the RBI to the NBFC Companies (Previous year RS. 966880/-) except that no amount has been
transferred or withdrawn from the reserves by the Company.

8. CREDIT RATING

The company has not required credit rating during the year

9. NON PERFORMING ASSETS AND PROVISIONS

The company has ascertained NPA under Non-Banking Financial (Non deposit accepting or holding)
Company's Prudential norms (Reserve Bank) Directions, 2007, as amended from time to time, and
made adequate provisions there against. The company did not recognize interest income on such
NPAs. And also no assets of the company are classified as non-performing under the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015. As such, no provision is required to be
maintained.

10. COMPLIANCE OF RBI GUIDELINES:

The company continues to comply with all the requirements prescribed by NBFC Companies from
time to time

11. ASSOCIATES/SUBSIDIARIES/JOINT VENTURES COMPANIES

The company has no Subsidiaries and Joint Ventures.

12. DETAILS IN RESPECT OF FRAUD REPORTED BY AUDITOR’S UNDER SECTION
143(12) OF THE COMPANIES ACT, 2013 OTHER THAN THOSE WHICH ARE
REPORTABLE TO THE CENTRAL GOVERNMENT:

During the year under review, Statutory Auditors have not reported, any instances of fraud committed
against your Company by its officers and employees to the Board, details of which would need to be
mentioned in the Board's Report under section 143(12) of the . Companies Act, 2013.

13. THE DETAILS ABOUT THE POLICY DEVELOPED AND IMPLEMENTED BY THE
COMPANY ON CSR {CORPORATE SOCIAL RESPONSIBILITY) INITIATIVES TAKEN
DURING THE YEAR:

Your company does not fall under the threshold limit as required under the provisions of Section 135
of Companies Act, 2013 and rules made there under, hence there was no requirement to constitute
CSR Committee as well formulate any policy thereof.

14. CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES,
INDEPENDENCE OF DIRECTOR AND OTHER MATTERS UNDER SECTION 178(3) OF
THE COMPANIES ACT, 2013
:

The Board has, on the recommendation of the nomination and remuneration committee framed a
Nomination, Remuneration and Evaluation Policy which lays down the criteria for identifying the
persons who are qualified to be appointed as directors and, or senior management personnel of the
company, along with the criteria for determination of remuneration of directors, KMP's and other
employees and their evaluation and includes other matters, as prescribed under the provisions of
section 178 of Companies Act, 2013 and Regulation 19 of SEBI (LODR) Regulations 2015. Policy of
the Company has been given at the website of the Company at anjanifin@rediffmail.com. The details
of the same are also covered in Corporate Governance Report forming part of this Annual Report.

15. DISCLOSURE U/S 134 (3)

Pursuant to the provisions of sec 134 (3) read with companies (Accounts) rules, 2014. The required
information’s & disclosures, to the extent applicable to the company are as under:

• The web address where Annual Return in form no. MGT-7 is annexed is
https://anjanifin.eom//uploads/images/MGT-7_anjani_web_site.pdf

• Policy of company for the appointment of Directors and their remuneration as per Annexure-“B”.

• The particulars of contracts/arrangements entered into by the company with related parties referred
to in sub section (1) of section 188 of the Companies Act, 2013 in the Form
AOC-2 is enclosed
herewith as per
Annexure -“C”.

• Statement of Conservation of energy, technology absorption and foreign exchange earnings and
outgo is not applicable to the company.

• The ratio of the remuneration of each director to the median employee's remuneration and .their
details in terms of subsection 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are
forming part of this report and is annexed as per
Annexure -“D”.

There is no employee drawing remuneration of ^850000/- per month or ^10200000/- per year,
therefore the particulars of employees as required U/s 197(12) of the Companies Act, 2013 read with
Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, are not applicable to the Company.

16. STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF A RISK
MANAGEMENT POLICY FOR THE COMPANY INCLUDING IDENTIFICATION
THEREIN OF ELEMENTS OF RISK:

The Company is primarily engaged in the business of Investment and Lending Activities and is
associated with the normal business risk of the market. Any change in the taxation and Industrial
policy by the Government may adversely affect the profitability of the Company. The Company is
having adequate internal control to monitor the financial transactions and the books of accounts are
being audited by the independent auditor of the Company.

17. DISCLOSURES OF CODES, STANDARDS, POLICIES AND COMPLIANCES
THEREUNDER:

a) Know Your Customer and Anti money laundering measure policy

Your company has a board approved Know Your Customer (KYC Policy) and Anti Money
Laundering measure policy (AML Policy) in place and adheres to the said policy. The said policy is in
line with the RBI Guidelines. Company has also adhered to the compliance requirement in terms of the
said policy including the monitoring and reporting of cash and suspicious transactions. There are
however, no cash transactions of the value of more than Rs. 10,00,000/- or any suspicious transactions
whether or not made in cash noticed by the company in terms of the said policy.

b) Fair Practice Code

Your company has in place a Fair Practice Code (FPC), as per RBI Regulations which includes
guidelines from appropriate staff conduct when dealing with the customers and on the organizations
policies vis-a-vis client protection. Your company and its employees duly complied with the
provisions of FPC.

c) Code of Conduct for Board of Directors and the Senior Management Personnel

Your company has adopted a code of conduct as required under Regulation 17 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations 2015, for its BOD and the senior management
personnel. The code requires the directors and employees of the company to act honestly, ethically and
with integrity and in a professional and respectful manner. A certificate of the Management is attached
with the Report in the Corporate Governance section.

d) Code of Prohibition of Insider Trading Practices

Your company has in place a code for prevention of insider trading practices in accordance with the
model code of conduct, as prescribed under SEBI ( prohibition of insider trading) Regulations, 2015,
as amended and has duly complied with the provisions of the said code.

e) Vigil Mechanism Policy

Pursuant to the provisions of section 177(9) and (10) of the Companies Act 2013 read with rule 7 of
Companies (Meeting of Boards and its powers) Rules, 2014 and Regulation 22 of SEBI (Listing
Obligations And Disclosure Requirements) Regulations, 2015, the company and adopted a whistle
blower policy which provides for a vigil mechanism that encourages and supports its directors and
employees to report instances of unethical behavior, actual or suspected, fraud or violation of the
company' code of conduct policy. It also provides for adequate safeguards against victimization of
persons who use this mechanism and direct access to the chairman of audit committee in exceptional
cases. Policy of the whistle blower of the Company has been given at the website of the company at
www.anjanifin.com and attached the same as Annexure-E to this report.

f) Prevention, Prohibition and Redress-al of Sexual harassment of women at work place 1

Your Company has zero tolerance for sexual harassment at workplace. The Company has adopted a
Policy on Prevention, Prohibition and Redress-al of Sexual Harassment at workplace in line with the
provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redress-al)
Act, 2013 ('POSH Act') and the rules framed there under. All employees (permanent, contractual,
temporary, trainees) are covered under this policy. As per the requirement of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition & Redress-al) Act, 2013 ('Act') and Rules made there
under, your company has constituted Internal Complaints Committees (ICC). Statement showing the

number of complaints filed during the financial year and the number of complaints pending as on the
end of the financial year is shown as under:

Statements of compliant Received During the F.Y. 2024-25

No. of complaints pending at the beginning of Financial Year

0

No. of complaints received during the of Financial Year

1

No. of complaints disposed off during the of Financial Year

0

No. of complaints those remaining unresolved at the end of the of Financial Year

1

g) Nomination, Remuneration and Evaluation Policy (NRE Policy)

The Board has, on the recommendation of the nomination and remuneration committee framed a
nomination, remuneration and evaluation policy which lays down the criteria for identifying the
persons who are qualified to be appointed as directors and, or senior management personnel of the
company, along with the criteria for determination of remuneration of directors, KMP'S and other
employees and their evaluation and includes other matters, as prescribed under the provisions of
section 178 of Companies Act, 2013 and clause 49 of the Listing Agreement and Regulation 19 of
SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. Policy of the Company
has been given at the website of the Company at www.anjanifin.com and attached the same as
Annexure B to this report. The details of the same are also covered in corporate Governance Report
forming part of this annual report.

h) Related Party Transactions Policy

There were no materially significant related party transactions held during the FY 2024-25 that may
have potential conflict with the interest of company at large. Transactions entered with related parties
as defined under the Companies Act, 2013 and Regulation 23 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations 2015, during the financial year were mainly in the ordinary
course of business and on an arm's length basis. The related party transaction policy as formulated by
the company defines the materiality of related party and lays down the procedures of dealing with
related party transactions. The details of the same are posted on the Company web-site
www.anjanifin.com.

i) Policy of company for the appointment of Directors and their remuneration

Policy of company for the appointment of Directors and their remuneration is hosted on the website
(www.availablefinance.in) of the company as per the requirement of the section 178 of the Company
Act, 2013

18. DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors of your company consists of 4 directors. Mr. Sanjay Kumar Agarwal (DIN
00023611) continued to hold the office as a non-executive non-Independent director of the company.
Mrs. Kalpana Jain (DIN 02665393) is a Managing Director of company.

Mr. Sarthak Agrawal (DIN 09700883) and Mr. Ankur Agrawal (DIN 07551302)) are the Independent
directors of the Company. All independent directors have given declaration that they meet the criteria
of independence as laid down under section 149(6) of the companies Act, 2013 and clause 49 of the
Listing Agreement and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015
forms part of this report.

In accordance with the provisions of Section 152 of the companies Act 2013 read with relevant
provisions of Articles of Association of the company, Mr. Sanjay Kumar Agarwal will retire by
rotation at the ensuing Annual General meeting and being eligible offers himself for re-appointment.
The Board recommends her re-appointment.

The brief resume of directors proposed to be appointed/ reappointed, nature of their expertise in
specific functional areas and names of the companies in which they hold directorship along with their
membership/chairmanship of committees of the board as stipulated under Clause 49 of Listing
Agreement of stock exchanges and SEBI (Listing Obligations and Disclosure Requirements)
Regulations 2015, or provided in the Corporate Governance section along with the Annual Report.

Based on the confirmations received, none of the directors are disqualified from being appointed, re¬
appointed as directors in terms of section 164 of the Companies Act, 2013.

Independent Director Pursuant to the provision of the Companies Act, 2013, company is having two
Independent Director as on 31.03.2025, which are as follows: -

1. Mr. Ankur Agrawal

2 Mr. Sarthak Agrawal

CS Nasir Khan, a whole time Company Secretary of the company is designated as key managerial
personnel of the company as per the provisions of section 203 of the companies Act, 2013, has
resigned w.e.f 05.08.2025 and CS Utsav Agarwal has been appointed a whole time Company
Secretary of the company w.e.f 05.08.2025 in his place.

19. NUMBER OF MEETINGS OF THE BOARD:

During the FY 2023-2, (Five) 5 Board meetings were convened and held 29.05.2024, 12.08.2024,
25.10.2024, 13.12.2024 and 10.02.2025. The intervening gap between the meetings was within the
period prescribed under the Companies Act, 2013 and the SEBI (Listing obligation And Disclosure
Requirement) Regulations, 2015. The details of the Board meetings held during the year along with the
attendance of the respective directors there at are set out in the Corporate Governance Report forming
part of this annual report.

20. CAPITAL STRUCTURE AND SHARE CAPITAL:

The Paid-up Equity Share Capital as on 31st March, 2025 is Rs. 10,14,33,000/- (Rupees Ten crore
fourteen lacs thirty three thousand only) divided into 1,01,43,300 (Rupees one crore one lacs forty
three thousand three hundred) Equity Shares of Rs. 10/- each. During the year under review, the
company has not issued any shares with differential voting rights nor granted stock options nor sweat
equity Shares as on 31st March, 2025. Further that there is no change in the share capital of the
company during the year under review

21. SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATOR OR COURT OR
TRIBUNALS

During the year Stock Exchange (BSE) imposed penalty of Rs. 41300/- (including GST) on the
company due to late compliance of regulation 33 of SEBI (LODR) Regulations, 2015

Furthermore, there were no significant/material orders passed by any regulator or court or tribunal
which would Impact the going concern status of the company and its future operations.

22. INTERNAL AUDIT AND INTERNAL FINANCIAL CONTROL SYSTEM

The company has appointed an independent firm M/s Pallavi Jain & Company Chartered Accountants
(FRN 020689C) for conducting the audit as per the internal audit standards and regulations. The
internal auditor reports to the audit committee of the board. The audit function maintains its
independence and objectivity while carrying out assignments. It evaluates on a continuous basis, the
adequacy and effectiveness of internal control mechanism with interaction of KMP and functional
staff. The company has taken stringent measures to control the quality of disbursement of loan and its
recovery to prevent fraud.

23. SECRETERIAL AUDIT AND REPORT

Pursuant to the provisions of section 204 of the Companies Act, 2013 and the companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the BOD of the company had
appointed M/s SMR & Associates Practicing Company Secretary, Indore to undertake the secretarial

audit of the company for the F.Y. 2024-25 in the meeting held on 29.05.2024. The secretarial audit
report for the F.Y. ended March 31, 2025 is annexed herewith as per Annexure - “F”. The said report
does not contain any material qualification, reservation or adverse remark except the following:-

Rnt following observation made as under:

S.no

Particulars of Delay-submission / Observations

Remark/ Clarifications/
Explanations by company

01.

During the review period Delay-submission of the Statement
of Impact Audit Qualification for the year ended
31.03.2024. alongwith the financial results within the period
prescribed under this regulation. BSE levied penalty 35000
6300 (18% GST) Total Rs. 41300/-. The Company has
complied and paid the penalty as per BSE’s directive.

Due to our side company is
not enclosed the Statement of
Impact Audit Qualification for
the year ended 31.03.2024.
along with financial result
thereafter company ratify with
penalty with BSE

Further, the Board of directors of the Company on the recommendation of the Audit Committee, at its
meeting ,has recommended the members to approve the appointment of M/s SMR & Associates
Practicing Company Secretaries, (FCS:6841 ; CP: 26061) to conduct Secretarial Audit for the
consecutive 5 (five) years from the conclusion of the 36th AGM till the conclusion of the 41st AGM to
be held in the calendar year 2030.

Mr. Mohd. Raees Sheikh, Proprietor of the M/s SMR & Associates, Company Secretaries has
consented to act as the Secretarial Auditor of the Company and confirmed that his appointment, if
approved, would be within the limits prescribed under the Companies Act, 2013 and SEBI LODR
Regulations. He has further confirmed that he is not disqualified to be appointed as the Secretarial
Auditor under the applicable provisions of the Act, rules made thereunder, and SEBI Listing
Regulations.

24. APPOINTMENT OF THE STATUTORY AUDITORS AND EXPLANATIONS OR
COMMENTS ON QUALIFICATION, RESERVATION OR ADVERSE REMARK OR
DISCLAIMER MADE BY THE STATUTORY AUDITORS IN THEIR REPORT:.

The 2nd term of 5 (five) consecutive years of M/s Mahendra Badjatya & Co, Chartered Accountants,
(F.R.NO: 001457C), Indore as Statutory Auditors of the Company will expire at the conclusion of
ensuing 36th Annual General Meeting (AGM). Accordingly, in terms of provisions of section 139 of
the Companies Act, 2013 the Audit Committee and Board recommends the appointment of M/s. SAP
Jain & Associates (FRN: 019356C), Chartered Accountants, Indore as the Statutory Auditors of the
Company to hold office of the Auditors for a first term of 5 (Five) consecutive years from the
conclusion of 36th AGM till the conclusion of 41st Annual General Meeting to be held in the year 2030
in place of the existing retiring auditor M/s Mahendra Badjatya & Co, Chartered Accountants,
(F.R.NO: 001457C) on such remuneration as may be mutually decided by the Auditors and Board. As
required under Regulation 33(1)(d) of the SEBI (LODR) Regulation, 2015, the proposed auditor has
confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of
Chartered Accountants of India.

The Auditors Report and the Notes on financial statement for the year 2024-25 referred to in the
Auditor’s Report are self-explanatory and do not contain any qualification, reservation or adverse
remark, therefore, do not call for any further comments.

25. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of its
knowledge and ability, confirm that:

a) In the preparation of the annual accounts for the year ended March 31st,2025, the applicable accounting
standards read with requirements set out under Schedule III to the Act, have been followed and there
is no material departures from the same;

b) The directors had selected such accounting policies and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of
the company at March 31st,2025 and of the profit and loss of the company for the year ended on that
date;

c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records
in accordance with the provisions of this Act for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;

d) The directors had prepared the annual accounts on a “going concern” basis;

e) The directors had laid down internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating effectively; and

f) The directors had devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems are adequate and operating effectively.

26. CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Agreement with BSE, Regulation 34 read with Schedule V of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and Companies Act 2013, the corporate governance
report, management discussion and analysis and the auditor’s certificate regarding compliance of
conditions of corporate governance is enclosed herewith as per Annexure - G.

27. STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL
EVALUATION HAS BEEN MADE BY THE BOARD OF ITS PERFORMANCE AND THAT
OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

Pursuant to the provisions of the companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations 2015, an Annual Performance evaluation of the Board, the directors
individually as well as the evaluation of the working of the board committees including audit
committee and other committees of the board of directors of the company was carried out during the
year and is covered under the corporate governance report forming part of this annual report.

The Board carried out an annual performance evaluation of the Board, Committees, Individual
Directors and the Chairperson. The Chairman of the respective Committees shared the report on
evaluation with the respective committees' members. The performance of each committee was
evaluated by the Board, based on report on evaluation receive committees. The report on performance
evaluation of the Individuals Directors was reviewed by the Board and feedback was given to
Directors.

28. DEPOSITS

The Company is a non-deposit taking category - B, NBFC Company. The company does not have any
public deposits within the meaning of Section 73 of the Companies Act, 2013. Further that the
company has not accepted any deposit in contravention of the provisions of the Companies Act, 2013
as well as RBI directions.

29. PARTICULARS OF EMPLOYEES:

The ratio of the remuneration of each director to the median employee's remuneration and other details
in terms of u/s 197(12) of the Companies Act, 2013 read with Rule 5(1) of the. Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, are forming part of this report
and is annexed as per Annexure D.

The Company is having only three employees on 31st March, 2025 and the particulars there of in terms
of remuneration drawn as per rule 5(2) read with rule 5(3) of Companies (Appointment and
remuneration of Managerial Personnel) Rules, 2014 as amended, is annexed with the report as
Annexure-D There are certain employees in the company, who were in the receipt of remuneration in
the F.Y. 2024-25 which in aggregate is in excess of that drawn by the whole-time director. Since they
do not hold any shares in the company, either by themselves or along with their spouse and dependent
children, the disclosure under rule 5 of Companies (Appointment and remuneration of Managerial
Personnel) Rule, 2014 is not required.

Further, there is no employee drawing remuneration of Rs. 8,50,000/- per month or 1,02,00,000/- per
year, therefore, the disclosure of particulars of employees as per reg. 197(12) of the Companies Act,
2013 read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, are not applicable to the Company.

30. COMPLIANCE WITH SECRETARIAL STANDARDS:

Your Company is in compliance with the Secretarial Standards specified by the Institute of Company
Secretaries of India.

31. PROVISION OF VOTING BY ELECTRONIC MEANS:

Your Company is providing E-voting facility under section 108 of the Companies Act, 2013 read with
Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015. The ensuing
AGM will be conducted through Video Conferencing/OVAM, and no physical meeting will be held,
and your company has made necessary arrangements with CDSL to provide facility for remote e-
voting and e-voting at

32. ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The company has an adequate internal financial control backed by sufficient qualified staff, system
software and special software's. The company has also an internal audit system by the external agency.

33. COMMITTEE OF THE BOARD

The company has duly constituted the following committee as per the provisions of Companies Act,
2013 and SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015.

a) Audit Committee as per section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (Listing
Obligations & Disclosure Requirements) Regulations 2015.

b) Stakeholder Relationship Committee as per section 178 of the Companies Act, 2013 and Regulation
20 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015.

c) Nomination and Remuneration Committee as per section 178 of the Companies Act, 2013 and
Regulation 19 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015.

The details of the composition of the audit committee and other committees and their respective terms
of reference are included in the corporate Governance report forming part of this annual report. The
Audit Committee and other Board Committees meet at regular intervals prescribed in the Companies
Act, 2013, SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and any other
Act applicable, if any.

34. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL
POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF
THE FINANCIAL YEAR OFTHE COMPANY TO WHICH THE FINANCIAL STATEMENTS
RELATE AND THE DATE OFTHE REPORT:

There have been no material changes and commitments, affecting the financial position of the
Company which had occurred between the end of the financial year of the Company to which the
financial statements relate and the date of the report.

35. DISCLOSURE AS PER TERMS OF PARAGRAPH 9BB OF NON BANKING FINANCIAL
COMPANIES PRUDENTIALNORMS (RESERVE BANK) DIRECTIONS. 1998.

The desired disclosure is enclosed herewith as per attached financial statements.

36. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXHANGE
EARNING AND OUT GO

A. Conservation of Energy:

During the year under review the company has not taken any steps, towards conservation of
energy. However, the company will take necessary steps towards conservation of energy
whenever it feels necessary.

B. Technology Absorption

During the year under review the company has not taken any steps, towards technology
absorption. However, the company will take necessary steps towards technology absorption
whenever it feels necessary.

C. Foreign Exchange Earnings and Outgo

Dunne the year foreign exchange and outgo of the Company as follows:

Particulars

In USD

In Rs.

Foreign Currency Earning

Nil

Nil

Foreign Currency Outgo

Nil

Nil

The above foreign currency outgo was against import or goods & services and expenditure
during the year.

37. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Details of loans granted, guarantee provided and investment made by the Company which are
covered under the provisions of Section 186 of the Act, is provided in Notes forming part of
Financial Statements and hence not repeated here.

38. EXTRACT OF ANNUAL RETURN

In accordance with Section 92(3) of the Act, a copy of the Annual Return is available on the website of
the Company https://anjanifin.com//uploads/images/MGT-7_anjani_web_site.pdf

39. GENERAL DISCLOSURE:

Your directors state that no disclosure or reporting is required in respect of the following items as there
were no transactions on these matters or were not applicable to the Company during the year under
review:

• Your Company is not required to conduct the Cost Audit and is not required to maintain Cost Records
as specified under section 148 of the Companies Act, 2013.

• Your Company has not filed any application or there is no application or proceeding pending against
the company under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year under
review.

• Your Company has neither announced any Corporate Action (buy back of securities, payment of
dividend declared, mergers and de-mergers, split and issue of any securities) nor failed to implement or
complete the Corporate Action within prescribed timelines.

• There were no voting rights exercised by any employee of the Company pursuant to. the section 67(3)
read with the Rule 16 of the Companies (Share Capital and Debenture) Rules, 2014. 1

The is no requirement to conduct the valuation by the bank and no value the time of one-time

Settlement during the period under review; •

• There were no revisions in the Financial Statement and Board's Report.

Following are the key features of SWAYAM’. We would request you to publish the below text in
Annual Report of your Company to enable your shareholders take advantage of the same.

40. SWAYAM :

SWAYAM’ is a secure user-friendly web-based application, developed by “MUFG Intime India Pvt
. , our Registrar and Share Transfer Agents, that empowers shareholders to effortlessly access various
services. We request you to get registered and have first-hand experience of the portal. This application
can be accessed at
https://swavam.in.mpms.mufa.com/

• SWAYAM Resolution of Services Request Generate and Track Service Requests/Complaints through

• Features - A user-friendly GUI.

• Track Corporate Actions like Dividend/Interest/Bonus/split

•Pan based investment- Provides access to PAN Linked accounts, Company wise holdings and security valuations

• Effortlessly raise request for Unpaid Amounts.

Self- service portal- for securities held in DEMAT mode and physical securities, whose folios are KYC Compliant

• Statements - View entire holdings and status of corporate benefits.

• Two-factor authentication (2FA) at Login - Enhances security for investors.

41. ACKNOWLEDGEMENT

The Board of Directors Places its sincere gratitude for the assistance and co-operation received from
Bank, Customers and Shareholders. The Directors take the opportunity to express their sincere

appreciation for the dedicated services of the Executives and staffs for their contribution to the overall
performance of the company. .

By Order of the Board

Registered Office:

Anjani Finance Limited

CIN - L65910MP1989PLC032799 __

The Agarwal Corporate House

(Mrs Kalpana Jain) (Sanjay Kumar Agarwal)

Adjoining Agarwal public School Managing Director Director

Bicholi Mardana Road DIN: 02665393 DIN: 00023611

Madhya Pradesh, India

1

There was no instance of one-time settlement with any Bank or Financial Institution.

Attention Investors :
Naked short selling is strictly prohibited in the Indian market. All investors must mandatorily honor their delivery obligations at the time of settlement, for more information kindly refer SEBI SEBI/HO/MRD/MRD-PoD-3/P/CIR/2024/1, dated January 05, 2024
Attention Investors :
KYC is one time exercise while dealing in securities markets - once KYC is done through a SEBI registered intermediary (Broker, DP, Mutual Fund etc.), you need not undergo the same process again when you approach another intermediary.
Attention Investors :
Prevent unauthorised transactions in your Stock Broking account --> Update your mobile numbers/ email IDs with your stock Brokers. Receive information of your transactions directly from Exchange on your mobile/email at the end of the day…..Issued in the interest of Investors.
Attention Investors :
Prevent Unauthorized Transactions in your demat account -> Update your Mobile Number and Email address with your Depository Participant. Receive alerts on your Registered Mobile and Email address for all debit and other important transactions in your demat account directly from CDSL on the same day….. issued in the interest of investors.
Attention Investors :
No need to issue cheques by investors while subscribing to IPO. Just write the bank account number and sign in the application form to authorize your bank to make payment in case of allotment. No worries for refund as the money remains in investor account.
Attention Investors :
Investors should be cautious on unsolicited emails and SMS advising to buy, sell or hold securities and trade only on the basis of informed decision. Investors are advised to invest after conducting appropriate analysis of respective companies and not to blindly follow unfounded rumours, tips etc. Further, you are also requested to share your knowledge or evidence of systemic wrongdoing, potential frauds or unethical behavior through the anonymous portal facility provided on BSE & NSE website.
Attention Investors :
Stock Brokers can accept securities as margin from clients only by way of pledge in the depository system w.e.f. September 1, 2020. || Update your mobile number & email Id with your stock broker/depository participant and receive OTP directly from depository on your email id and/or mobile number to create pledge. || Pay 20% upfront margin of the transaction value to trade in cash market segment. || Investors may please refer to the Exchange's Frequently Asked Questions (FAQs) issued vide circular reference NSE/INSP/45191 dated July 31, 2020 andNSE/INSP/45534 dated August 31, 2020 and other guidelines issued from time to time in this regard. || Check your Securities /MF/ Bonds in the consolidated account statement issued by NSDL/CDSL every month….. Issued in the interest of Investors.
“Investment in securities market are subject to market risks, read all the related documents carefully before investing”.