x) Provisions, contingent liabilities and contingent assets:

Provisions are recognized only when there is a present obligation, as a result of past events and when
a reliable estimate of the amount of obligation can be made at the reporting date. These estimates are
reviewed at each reporting date and adjusted to reflect the current best estimates. Provisions are discounted
to their present values, where the time value of money is material.

Contingent liability is disclosed for:

(a) Possible obligations which will be confirmed only by future events not wholly within the control of
the Company or

(b) Present obligations arising from past events where it is not probable that an outflow of resources will
be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be
made.

Contingent assets are disclosed where an inflow of economic benefit is probable.

xi) Leases:

A contract is, or contains, a lease, if the contract conveys the right to control the use of an assets for a
period of time in exchange for consideration.

Company as a lessee:

The Company’s lease asset classes primarily consist of leases for office premises. The Company assesses
whether a contract contains a lease, at inception of a contract.

At the date of commencement of the lease, the Company recognizes a right-of-use (ROU) asset and a
corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term
of 12 months or less (short-term leases) and low value leases. The ROU assets are initially recognized at
cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or

prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They
are subsequently measured at cost less accumulated depreciation and impairment losses.

ROU assets are depreciated from the commencement date on a straight-line basis over the shorter of the
lease term and useful life of the underlying asset. ROU assets are evaluated for recoverability whenever
events or changes in circumstances indicate that their carrying amounts may not be recoverable.

The lease liability is initially measured at amortized cost at the present value of the future lease
payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily
determinable, using the incremental borrowing rates in the country of domicile of these leases. Lease
liabilities are remeasured with a corresponding adjustment to the related ROU asset if the Company
changes its assessment of whether it will exercise an extension or a termination option.

However, company is having lease with term of 12 months or less (short term leases). the Company
recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease.

Lease liability and ROU asset have been separately presented in the Balance Sheet. Interest expense on
lease liability is reported as finance cost in the Statement of Profit and Loss and lease payments have been
classified as financing cash flows.

xii) Earnings Per Share:

Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to
equity shareholders by the weighted average number of equity shares outstanding during the period.

For the purpose calculating Diluted Earnings per share, the net profit or loss for the period attributable
to equity shareholders and the weighted average number of shares outstanding during the period are
adjusted for the effects of all dilutive potential ordinary shares. .

3. Recent Pronouncements:

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. For the year ended 31st
March, 2025, MCA has notified amendments to Ind AS - 116 to clarify how seller should apply the right-of-
use asset and lease liabilities, ensuring that gains or losses related to retained rights are not recognized,
except under specific circumstances in lease back transactions. Other amendments are in Ind As- 117
- Insurance Contact and corresponding amendments in other Ind As, which are not applicable to the
Company.

72 The Loans are given in India to parties other than Public Sectors.

73 Disclosures required by Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, as amended and section 186 (4) of the Companies Act, 2013, as amended:

73.1 Amount of loans/ advances in nature of loans to subsidiaries and joint ventures and outstanding: NIL (PY
NIL)

7.3.2 Amount of loans/ advances in nature of loans to Firms/ Companies in which directors are interested and
outstanding: NIL (PY. NIL)

7.3.3 Details of investments made and outstanding are given in (Note 8).

73.4 Details of guarantee given or security provided and outstanding: NIL (PY. NIL).

73.5 Loans or advances to Promoters, Directors & KMPs : NIL (PY. NIL).

7.3.6 The Company, as part of its normal business, grants loans and advances to its customers being individual
& other entities and borrows money from banks, financial institutions, other entities and persons. These
transactions are part of Company’s normal non-banking finance business, which is conducted ensuring
adherence to all regulatory requirements.

7.4 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or
any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including
foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that
the Intermediary shall, directly or indirectly, lend or invest in other person or entities identified by or
on behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security of the like to or on
behalf of the Ultimate Beneficiaries.

7.5 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
whether, directly or indirectly, lend or invest in other persons or entities identified by or on behalf of the
Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries.

13.1 All Property, Plant & Equipment are held in the name of the Company. The Title Deeds of all immovable
properties are in the name of Company.

13.2 All lease agreements are duly executed in favour of the company

13.3 Capital-work-in progress ageing schedule NIL (PY. NIL)

13.4 Capital Work-in-Progress, whose completion is overdue or has exceeded its cost compare to its original
plan : NIL (PY. NIL).

13.5 Capital Work-in-Progress, project temporarily suspended : NIL (PY. NIL).

13.6 Revaluation of Property Plant & Equipment, Rights to Use Assets and Intangible Assets : NIL (PY. NIL).

13.7 The amount of Foreign Exchange Difference & Interest capitalised : NIL (PY. NIL).

13.8 No Proceeding against the Company has been initiated or are pending against the Company for holding
any benami property under the Benami Transactions ( Prohibition) Act, 1988 (45 of 1988) and rules made
thereunder.

Security

(i) Term Loans are secured by hypothecation of exclusive charge of unencumbered standard receivables of the
Company to the extent of 110% - 125% of the outstanding amount and further fixed deposits aggregating
to ' 1429.39 Lakhs (PY ' 899.76) have been lien marked as margin money for outstanding Term loans of '
5824.81 (PY. ' 5039.97).

(ii) Term Loans of ' 650.32 Lakhs (PY ' 1,660.54 Lakhs) were further secured by equitable mortgage of two
residential immovable properties of the Managing Director of the Company. The said security were released
during the year. (Note xv below).

(iii) Term Loans of ' 391797 Lakhs (PY ' 2454.05 Lakhs) are further secured by equitable mortgage of a
commercial and a residential immovable properties of the Managing Director of the Company.

(iv) Short Term Loans and Loans repayable on demand of ' 5330.28 Lakhs (PY. ' 4401.20 Lakhs) are secured
by re-pledge of gold ornaments of the customers of the Company. Gold ornaments of the customers are
mapped for each short term loan.

(v) Short term loans of ' 2534.06 Lakhs (PY. ' 1503.60 Lakhs) are secured by primary charge over standard
receivables of the Company to the extent of 120% of the outstanding loan amount under the said facility
and further secured by collateral charge over the gold ornaments of the customers mapped with each
short term loan.

(vi) Personal guarantees have been given by Managing Director and/or Executive Directors of the Company
(Note 45)

(vii) Unsecured Inter corporate loans carry interest rate from 10.00% p.a. to 12.00% p.a. with maximum tenor of
12 months or repayable on demand. The Company has repaid the said loan as and when due or demanded
by the lenders.

(viii) Unsecured loans from Directors of the Company carry interest @ 9.00% p.a without any stipulations as
regards to repayment. The said loans are availed by the Company terms of special resolution passed in
the Annual General Meeting of the Company held on September 25, 2024 and are in compliance of the
provisions of the Companies Act, 2013.

(ix) Loans availed during the year have been applied for the purpose for which they have been availed except
some of the term loans were temporarily used for working capital of the Company pending its utilsiation
for the purpose for which it were availed.

(x) The Company has not taken any loan from any entity or person on account of or to meet the obligation
of its subsidiaries and joint ventures.

(xi) Quarterly Returns / statements of the current assets/receivables filed by the Company with its bankers are
in agreement with the books of accounts.

(xii) Fund raised on short term basis have not been utilised for long term purpose.

(xiii) Default in terms of repayment of Principal and Interest - NIL (PY NIL).

(xiv) The Company has not been declared as Wilful Defaulter by bank or financial institution or other lender or
government authority.

(xv) All the charges created/modified or satisfied were registered with the Registrar of Company within the
statutory period from the date of creation/modification/satisfacton of security except the Company has
not filed the form for modification of charge upon realease of security of two residential immovable
properties of the Managing Director mortgaged with State Bank of India in May, 2024.

18.1 There is no amount due and outstanding to be transferred to the Investor Education & Protection Fund
(IEPF) as at 31st March, 2025. Unclaimed Dividends, shall be transferred to IEPF as and when they become
due.

18.2 In terms of an agreement for sale dated October 26, 2023 the Company has transferred 15,98,878 fully paid
equity shares of ' 10/- each of Satco Capital Markets Limited for a total consideration of ' 208.17 lakhs
during the year and accordingly, adjusted the advance received in the previous year.

22 (A)(i) Terms/Rights attached to Equity Shares:

The Company has only one class of Shares referred to as equity shares having a Par Value of '10/- per
share. Each shareholder of equity shares is entitled to one vote per Share.

As per the provisions of the Companies Act, 2013 in the event of liquidation of the Company, the
shareholder of equity shares will be entitled to receive remaining assets of the Company in proportion
to the number of equity shares held by the shareholder, after distribution of all preferential amounts.

22 (A)(ii) There were no Buyback of shares or issue of bonus shares or issue of shares pursuant to contract
without payment being received in cash during the previous 5 years immediately preceding the
reporting date.

22 (A)(iii)The company declares and pays dividend in Indian Rupees ('). The dividend proposed by the Board of
Directors is subject to the approval of shareholders in ensuing Annual General Meeting, except in case
of Interim dividend. The distribution will be proportional to the number of equity shares held by the
shareholders.

The Board of Directors of the Company have proposed dividend of ' 0.75 per Equity Shares of ' 10 each
for the year ending March 31, 2025 (RY. ' 0.60 per Equity Share) subject to approval of the members at
the forthcoming Annual General Meeting.

Capital Reserve

This reserve represent amount transferred pursuant to cancellation of equity share warrants and transfer of
contingency reserve and investment reserve of erstwhile company in terms of special resolution passed at the
62nd AGM of the Company.

Securities Premium Reserve

This reserve represents the premium on issue of equity shares and can be utilized in accordance with the
provisions of the Companies Act, 2013.

General Reserve

This 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.

Statutory Fund Reserve

This Reserve represents the Reserve Fund created under Section 45 IC of the Reserve Bank of India Act, 1934.
Accordingly an amount representing 20% of profit for the period is transferred to the fund for the year.

Contingency Reserve & Investment Reserves

These reserves are of erstwhile company as per the statutory provisions as applicable at that point in time.

Retained Earnings

Retained earnings represent the accumulated earnings net of losses, if any, made by the Company over the
years.

Money Received Against Share Warrant

Pursuant to the resolution passed in the meeting of the shareholders of the Company held on February 15, 2024,
the Company has issued and allotted on a preferential basis to a Promoter Director of the Company 15,50,000
convertible equity warrants of a nominal value of ' 10/- each at a premium of ' 100 aggregating to ' 1705 Lakhs
in compliance with all the applicable statutory regulations and enactments. The Company has received ' 426.25
Lakhs, being 25% of the aggregate consideration upon allotment of 15,50,000 convertible equity warrants. The
equity warrant holder shall, in terms of issue and subject to the SEBI (ICDR) Regulations and other applicable
rules, regulations and laws, be entitled to exercise the equity warrants in one or more tranches within a period
of 18 (Eighteen) months from the date of allotment of the equity warrants upon payment of balance 75% of the
consideration. The Company shall accordingly issue and allot the corresponding number of Equity Shares of
face value of ' 10 (Rupees Ten only) each to the warrant holder.

The primary objective of the capital management is to ensure that the Company complies with the capital
adequacy requirement of Reserve Bank of India (RBI), maintains strong credit rating and healthy capital
ratios in order to manage capital base to cover risk inherent in the business, support business and maximise
shareholders value. The adequacy of the Company’s capital is continuously monitored by the Management
using, among other measures, the regulations issued by RBI.

The Company manages its capital structure and makes adjustments to it according to changes in economic
conditions and the risk characteristics of its activities. In order to maintain or adjust the capital structure, the
Company may adjust the amount of dividend payment to shareholders, return capital to shareholders or issue
capital securities.

The Company has complied in full with the capital requirements prescribed by RBI over the reported period.
Disclosures of capital adequacy as per applicable RBI regulations (Note 42).

Note ‘40’- Financial Risk Management Framework - Objectives and Policies

The Company is committed to create value for its shareholders through sustainable business growth and
with that intent has put in place a robust risk management framework to promote a proactive approach in
reporting, evaluating and resolving risks associated with the business of the Company. Given the nature of the
business the Company is engaged in, the risk management framework recognizes that there is an uncertainty
in creating and sustaining such value as well as in identifying opportunities. Risk management is therefore
made an integral part of the Company’s effective management practice.

The Company’s principal financial liabilities comprise borrowings and trade and other payables. The main
purpose of this financial liabilities is to finance and support the Company’s operations. The Company’s
principal financial assets include loans, investments, cash and cash equivalents and other receivables that are
derived directly from its operations. As a financial lending institution, the Company is exposed to various risks
that are related to its lending business and operating environment. The principal objective in the Company’s
risk management processes is to measure and monitor the various risks that the Company is subject to and to
follow policies and procedures to address such risks.

The Company is generally exposed to Credit Risk, Liquidity Risk, Market Risk and Operational Risk.

(i) Credit Risk

The Credit Risk is the risk of financial loss to the Company if a customer or counterparty to a financial
instrument fails to meet its contractual obligations. Credit Risk arises principally from the risk of loss that
may occur from the default of the Company’s customers under loan agreements. Customer defaults and
inadequate collateral may lead to loan losses.

The Company is exposed to the risk that its customers default in repayment of loans or advances granted
by the Company. Customers may default on their obligations owed to the Company due to insolvency, lack
of liquidity, operational failure etc. Significant failures by the customers to timely perform their obligations
owed could materially and adversely affect the company’s financial position, ability to borrow incremental
funds, ability to meet business expenses and to repay, make the re-payment to its lenders and creditors in
a timely manner.

The credit risk may also arise due to the business, operational, technological parameters and business
environment in which the company operates. Due to some challenges that may be specific to the customer,
there may be failure on the part of a customer to meet its performance obligations and pose a credit risk
to the Company. On the operational side, there could be a slippage in operational procedure and execution
of policies leading to credit risk. Similarly technological redundancy and obsoleteness may also pose credit
risk.

The Company lends both secured and unsecured loans to its customers. To mitigate the credit risk, the
Company has implemented various policies and mechanisms, including the Credit Policy to define the
broad principles which the Company follows to accept lending proposals, to manage the loan portfolio and
recover its dues in adherence to RBI Regulations to protect the business assets of the Company.

Credit risk on Gold loan is considerably reduced as collateral is in the form of Gold ornaments which
can be easily liquidated and there is only a distant possibility of losses due to adequate margin of 25%
or more retained while disbursing the loan. Credit risk is further reduced through a quick but careful
collateral appraisal and loan approval process. Hence an overall, the Credit risk is normally low. Further,
an established process for customer verification, ornament valuation and purity checks, maximum loan
value and auction of ornaments as per RBI stipulations with delegated powers at the branchs level and
continuous monitoring by the Management of the Company helps to manage the credit risk. Similarly risk
in respect of other secured loans are considerably reduced considering the available collateral securities.

To reduce the credit risk for other loans, the Company performs a detailed credit assessment on the
prospective borrower, seeks security over some assets of the borrower and/or a guarantee from a third
party. The Company takes all reasonable and business precautions through policies and procedures to
mitigate and manage the credit risk in respect of such other loans.

The Company employs all recovery procedures, including follow up with the customer for payment, legal
remedies for recovery, invocation and sale of collateral as per the policies of the Company and guidelines
issued by the Reserve Bank of India.

The Senior management in the Company is responsible for the evaluation of internal financial controls
and risk management systems. In addition to continuous monitoring by the Senior Management, the
Company conducts regular internal audits through an in-house team of various branches to identify the
scope of improvement/enhancement in the Company’s processes, quality control, fraud prevention and
compliance with law & regulations. In addition, the internal audit reports of external agency are reviewed
by the Audit Committee and placed before the Board.

At the portfolio level, the Company manages credit risk through limiting concentration of credit at
individual borrower level, group levels, etc. The loan proposals are assessed based on various factors like
repayment capacity, credit worthiness, repayment history, business/ professional profile, future business
prospects, field investigation, quality & value of security, etc.

The credit risk is managed by a robust control framework by the risk and collection department which
continuously align credit and collection policies and resourcing, obtaining external data from credit bureaus,
reviews of portfolios and review of loan delinquency by senior and middle management team comprising
of risk, analytics, collection and fraud containment along with business. The same is periodically reviewed
by Risk Management Committee.

Despite all measures being taken by the Management of the Company, the financing business has an
inherent risk of default by the customer in the repayment of the loan.

Liquidity risk is defined as the risk that the Company will encounter difficulty in meeting obligations
associated with financial liabilities that are settled by delivering cash or another financial asset. Liquidity
risk arises because of the possibility that the Company might be unable to meet its payment obligations
when they fall due as a result of mismatches in the timing of the cash flows under both normal and stress
circumstances. Such scenarios could occur when funding needed for the business of the Company or to
meet financial obligations is not available to the Company on acceptable / favourable terms. To limit this
risk, management has arranged for diversified funding sources and adopted a policy of availing funding in
line with the tenor and repayment pattern of its receivables and monitors future cash flows and liquidity
on a regular interval. The Company has developed internal control processes and contingency plans for
managing liquidity risk. This incorporates an assessment of expected cash flows and the availability of
unencumbered receivables which could be used to secure funding by way of assignment if required. The
maturity profile of financial assets and financial liabilities at undiscounted values is as under :

(iii) Market risk

Market Risk is the risk that the fair value or the future cash flows of a financial instrument will fluctuate
because of changes in market factor. Such changes in the values of financial instruments may result from
changes in the interest rates, credit, liquidity, and other market changes. The objective of market risk
management is to avoid excessive exposure of our earnings and equity to loss and reduce our exposure
to the volatility inherent in financial instruments. The company continuously monitors these risks and
manages them through appropriate risk limits. The Management of the company reviews market-related
trends and risks and adopts various strategies related to assets and liabilities, in line with the company’s
risk management framework. The Company is exposed to four types of market risk as follows:

a) Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flow of a financial instrument will fluctuate
because of changes in market interest rates. The Company is subject to interest rate risk, since there is a
mismatch between borrowing and lending vis-a-vis fixed and floating rate interest and maturity period.
The Company is exposed to interest rate risk on short-term and long-term floating rate interest bearing
liabilities. The Company’s policy is to maintain a balance of fixed and floating interest rate borrowings,
maturity period and the proportion of fixed and floating rate debt are determined by prevailing interest
rates. These exposures are reviewed by the management on a periodic basis.

b) Price Risk

A sudden fall in the gold price and a fall in the value of the pledged gold ornaments can result in default in
loans repayment, if the outstanding loan and the interest thereon exceed the market value of the pledged
gold. This risk is in part mitigated by a minimum 25% margin retained on the value of gold jewellery for the
purpose of calculation of the loan amount. Further, we appraise the gold jewellery collateral solely based
on the weight of its gold content, excluding the weight and value of the stones studded in the jewellery.
In addition, the sentimental value of the gold jewellery to the customers may induce repayment of the
amount due and redemption of the collateral even if the value of gold ornaments falls below the value of
the loan outstanding amount due for payment. An occasional decrease in gold prices will not increase price
risk significantly on account of our adequate collateral security margins. However, a sustained decrease in
the market price of gold can additionally cause a decrease in the size of our loan portfolio and our interest
income.

c) Equity Price Risk

Equity price risk relates to change in the fair value of investments in the equity instruments measured at
fair value through OCI. As at March 31, 2025 the carrying value of such equity instruments recognised at
fair value through OCI amounts to ' 1,400.52 Lakhs (PY. ' 1,427.92 Lakhs).

Operational risk is the risk of loss arising from inadequate or failed internal processess, human error, fraud,
systems failure or from external events. When controls fail to operate effectively, operational risks can cause
damage to reputation, have legal or regulatory implications, or lead to financial loss. The Company cannot
expect to eliminate all operational risks, but it endeavours to manage these risks through comprehensive
internal control systems, procedures and data back up processes. In order to further strengthen the control
framework and effectiveness, the Company has established risk control self-assessment at branches to
identify process lapses by way of exception reporting which enables the management of the Company
to evaluate key areas of operational risks and the process to adequately mitigate them on an ongoing
and timely basis. The Company also undertakes risk based audits on a regular basis across all branches/
functions. While examining the effectiveness of control framework through self-assessment, the risk-
based audit would assure effective implementation of self certification and internal financial controls
adherence, thereby, reducing Company’s operational risk.

d) Prepayment Risk

Prepayment risk is the risk that the Company will incur a financial loss because its customers and
counterparties repay or request repayment earlier than expected, such as fixed rate loans when interest
rates fall.

e) Foreign currency risk

Currency Risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign
exchange rates. However the company is not exposed to the risk of fluctuations on change in exchange
rates as the Company does not have any foreign transaction.

The fair value of the financial assets and liabilities is the amount at which it could be exchanged in a current
transaction between willing parties, other than in a forced or liquidation sale.

All the financial assets and liabilities of the Company are measured at amortised cost except for investments
in equity instruments, which are classified at fair value through other comprehensive income and based on a
fair valuation report of an independent registered valuer.

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments

by valuation technique:

Level 1: Level 1 hierarchy includes Financial Instruments measured using quoted prices.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using
valuation techniques which maximise the use of observable market data and place limited reliance on
entity specific estimates. If all significant inputs required to fair value an instrument are observable,
the instrument is included in level 2

Level 3: I f one or more of the significant inputs is not based on observable market data, the instrument is
included in level.

Note ‘43’ - Disclosures as per Reserve Bank of India Master Direction (Non-Banking Financial Company
- Scale Based Regulation) Directions, 2023 and Non-Banking Financial Company - Non-Systematically
Important Non-Deposit Taking (Reserve Bank) Directions, 2016, as amended.

In terms of framework for Scale Based Regulations for Non-Banking Financial Company considering size,
activities and perceived riskiness, the Company falls into base layer i.e. (NBFC-BL). The following disclosures
are as applicable to NBFC-BL.

Note ‘43(i)’-

The leverage ratio of the Company is less than 7
Note ‘43(ii)’-

The company has complied with norms prescribed as per Reserve Bank of India Master Direction (Non-Banking
Financial Company - Scale Based Regulation) Directions, 2023 and Non-Banking Financial Company - Non¬
Systematically Important Non-Deposit taking (Reserve Bank) Directions, 2016.

Note 46 - Additional regulatory information under division III to schedule III as per notification dated
March 24, 2021

(i) Relationship with struck off Companies

Details of struck off Companies with whom the company has transaction during the year or outstanding
balance:

(iii) Details of crypto currency or virtual currency - the Company has not traded or invested in crypto currency
or virtual currency during the financial year.

Note ‘47’

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

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

For Bhagwagar Dalal & Doshi Mangal Credit And Fincorp Limited

Chartered Accountants
FRN: 128093W

Sd/- Sd/- Sd/- Sd/-

Jatin V. Dalal Meghraj Jain Nilesh Jain Hardik Jain

Partner Managing Director Director & CFO Director

M.No. 124528 DIN: 01311041 DIN-08788781 DIN:-07871480

Place: Mumbai Place: Mumbai

Date : May 15, 2025 Date : May 15, 2025