Your Directors have pleasure in presenting their 29th Annual Report on the affairs your Company together with theAudited Statement of Accounts and the Auditor's Report of your Company for the Financial Year ended March 31,2025.
Akme Fintrade (India) limited (AFIL) is a NBFC registered with RBI engaged in vehicle financing and MSME/Businessloans, providing credit to individuals and businesses that may not have easy access to traditional banking services. AFIL ismajorly working in the rural and semi-urban area catering the f inancial needs of persons to purchase vehicle and businessneeds. AFIL cater to high-demand segments with tailored loan products, enabling asset creation and business growth.
Company is operating through branch networks where loans are sourced by field sales personals, assessed by the creditteam and then disbursement is done centralised. Company is currently operating through a network of 29 branches.Company is not doing any digital lending, all the lending are through offline network.
1. FINANCIAL HIGHLIGHTS OF THE COMPANY
The Financial performance of your Company for the year ended 31st March, 2025 is summarized below: Rs. in Lacs
Particulars
2024-2025
2023-24
Total Income
10272.07
7350.12
Total Expenditure
5983.45
4974.49
Profit Before Tax
4288.62
2375.63
-Current tax
903.37
647.99
-Deferred Tax
62.06
-125.28
Net Profit
3323.19
1852.92
Profit Brought Forward
7978.57
6496.23
Profit Available for Appropriation
APPROPRIATIONS
Transfer to reserve u/s 45-IA of RBI Act, 1934
664.64
370.58
Surplus carried to BS
10630.37
A. LENDING OPERATIONS:
The Loan disbursement of the Company as at the end of Financial Year 2025 was Rs. 25,377.99 Lacs as compared to Rs.9705.00 Lacs in the previous year.
The Net Owned Funds (NOF)/ Net worth of your Company is worth Rs. 37827.08 Lacs as on 31st March, 2025 as againstRs. 21968.11 Lacs during the previous year.
The Company's aim of maximizing Shareholders wealth is clearly reflected in the growth of Earnings Per Share (EPS) vizRs. 8.28/- at 31st March, 2025 as against Rs. 5.85/-as at 31st March, 2024.
The AUM of your Company stood at Rs. 58109.08 Lacs as at 31st March, 2025 as against Rs. 40372 Lacs in the previousfinancial year.
Your Directors feel that it is prudent to plough back the profit for future growth of your Company and do not recommendany dividend for the year ended 31st March, 2025.
There is no change in the Authorized and Paid-up Share Capital of the company during the year. The AuthorizedShare Capital of your Company as on 31st March 2025 is Rs. 50,00,00,000/- (Fifty Crores Only) divided into5,00,00,000 Equity Shares of Rs. 10/-each.
The Issued and Paid Up Equity Share Capital as on 31st March 2025 is Rs. 42,67,49,960/-.(Rupees Forty Two CroreSixty Seven Lakhs Forty Nine Thousand Nine Hundred Sixty Only) divided into 4,26,74,996 (Four Crore Twenty SixLacs Seventy Four Thousand Nine Hundred Ninety Six) equity shares of Rs.10/- (Rupees Ten Only) each
Your Company has come up with Initial Public Offer with Fresh issue of 1,10,00,000 (One Crore Ten Lacs) equityshares got listed on BSE Ltd and National Stock Exchange of India Limited on June 26,2024.
The company has issued & allotted 31,20,000 convertible warrants of Rs. 10/- each at Rs. 111/- per warrant (includinga premium of Rs. 101/- per share) under preferential allotment on a private placement basis for cash considerationthrough approval accorded by the shareholders at the Extra Ordinary General Meeting held on 06th January, 2025.These warrants shall be converted into equity shares within 18 months from the date of the allotment The resultingequity shares shall rank pari-passu with the existing equity shares of the company. Proceeds of the said PreferentialIssue were utilized for expansion of business, general corporate purposes and working capital requirements.Therefore, there are no details to be disclosed as per Regulations 32(7A) of the SEBI Listing Regulations.
The Board of Directors at its meeting held on 07th February, 2025, & shareholders vide their Postal Ballot dated14th March, 2025 approved the sub-division of the One Equity Share of face value Rs.10/- each into One EquityShares of face value of Rs. 1/- each. The Company fixed 18th April, 2025 as the record date for the purpose ofdetermining the members eligible for the allotment of sub division of Equity Shares.
/
Following changes have been made in the Paid-up Share Capital of the Company subsequent to the end of thefinancial year: -
The authorized share capital of your Company is Rs. 50,00,00,000/- (Fifty Crores Only) divided into50,00,00,000 Equity Shares of Rs. 1/-each vide passing ordinary resolution by way of Postal Ballot dated 14thMarch, 2025.
The Issued and Paid Up Equity Share Capital is Rs. 42,67,49,960/-(Rupees Forty Two Crore Sixty Seven LakhsForty Nine Thousand Nine Hundred Sixty Only) divided into 42,67,49,960 (Forty Two Crore Sixty Seven LakhsForty Nine Thousand Nine Hundred Sixty Only) equity shares of Rs.l/- (Rupees One Only) each vide passingordinary resolution by way of Postal Ballot dated 14th March, 2025.
The Company is a Non-Banking Financial Company- Investment and Credit Company ("NBFC-ICC") registered withReserve Bank of India ("RBI"), bearing reference number B-10.00092 dated September 5,2019.
During the year the Company has not transferred any amount to General Reserves and has transferred Rs. 664.64 lacsto Special Reserve. The company have Rs. 19156.39 Lacs in account of Reserves and surplus.
The company has adopted the various business excellence models, quality management system (QMS), Environmentalmanagement system (EMS), The Company's committed efforts towards improving efficiency and service level in itsoperations.
During the year, in addition to the already existing policies the Company has adopted certain policies, programmesand code of conduct pursuant to listing of its Equity Shares on Stock Exchanges under the provisions of CompaniesAct, 2013; SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015; SEBI (Prohibition of Insider Trading)Regulations, 2015 and Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 andany other applicable acts, rules, regulations, guidelines, circulars, notifications as may be applicable thereto.
The Company has also adopted materiality policy for determining material group Companies and the same has beendisclosed on its website.
In the face of market competition from banks, NBFCs will retain their significance due to their extensive outreach,enhanced flexibility, personalized services, and innovative digital offerings. The role of NBFCs in the larger financial sectoris expected to gain in strategic importance. NBFCs have become an integral part of the financial system, complementingthe role of traditional banks and contributing to the inclusive growth of the economy. They cater to the diverse financialneeds of different customer segments and play a significant role in promoting financial access and deepening financialmarkets. Being predominantly digital natives, there is already a trend towards greater use of digital tools and technology
amongst NBFCs in their processes and customer outreach. This will enhance their efficiency parameters, going forward.
Additionally, as NBFCs cater to those at the bottom of the pyramid, both at the individual as well as enterprise level, it isassumed that while their clients rise in economic status, they will continue to patronise the financiers that have introducedthem to the formal financial sector, assuming that they receive good service and suitable products. Within this evolvingscenario, AFIL has clarity on the path ahead with respect to its approach to Asset Creation and Liability Management.
Furthermore, NBFCs are increasingly adopting digitisation to enhance operational efficiency, elevate customerexperiences, drive cost savings and ensure compliance with regulatory standards. Despite facing stiff competitionfrom public and private sector banks and Microfinance Institutions (MFIs) across market share, customer acquisition,asset quality and technological innovation, NBFCs have spearheaded innovative digital initiatives. Through frugalinnovation, they leverage cutting-edge technologies like cloud computing, low- code/no-code platforms, data lakesand artificial intelligence (Al). These technologies propel multiple concepts like application modernisation, super apps,data transparency and robust information security.
This digital transformation enables NBFCs to compete effectively with larger institutions for customer engagement,while delivering seamless experiences for both customers and employees. In recent times, NBFCs have surpassedbanks in terms of new credit disbursals, leveraging technology to reach underserved sectors and capitalising on banks'limitations in swiftly expanding operations and adapting inflexible policies.
The Company has framed internal Corporate Governance guidelines, in compliance with the Directions issued by RBI forNBFCs, in order to enable adoption of best practices and greater transparency in the business operations, which havebeen hosted on its website www.akmefintrade.com. This report outlines compliance with requirements of the CompaniesAct, 2013, as amended (the Act'), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and theRegulations of RBI for Non-Banking Financial Companies (the 'NBFC Regulations'), as applicable to the Company. Areport on corporate governance is attached and forms part of this report (Annexure IV).
No material changes and commitments affecting the financial position of the Company occurred between the end ofthe financial year to which this financial statement relate on the date of this report except as below:
I. LISTING:
The Company has got Listed its equity Shares on BSE Limited and National Stock Exchange of India on 26th June,
2024
II. The company has issued & allotted 31,20,000 convertible warrants of Rs. 10/- each at Rs. Ill/- per warrant(including a premium of Rs. 101/- per share) under preferential allotment on a private placement basis for cashconsideration through approval accorded by the shareholders at the Extra Ordinary General Meeting held on06th January, 2025. These warrants shall be converted into equity shares within 18 months from the date ofthe allotment. The resulting equity shares shall rank pari-passu with the existing equity shares of the company.Proceeds of the said Preferential Issue were utilized for expansion of business, general corporate purposes andworking capital requirements. Therefore, there are no details to be disclosed as per Regulations 32(7A) of the SEBIListing Regulations.
m
Sr. No.
Disclosure
i
Date of issue and allotment of warrants
10.12.2025 (date of Issue) and 30.01.2025,07.02.2025 (Date ofallotment of warrants)
2
Number of warrants
31,20,000
3
Issue price
Rs. 111/-
4
Whether the issue of warrants was by wayof preferential allotment, private place¬ment, public issue;
Preferential allotment
5
Maturity date
The tenure of the Warrants shall not exceed 18 (eighteen)months from the date of allotment
6
Amount raised, specifically stating as towhether 25% of the consideration hasbeen collected upfront from the holdersof the warrants
Rs.8,65,80,000/- (25% of the consideration has been collectedupfront from the holders of the warrants)
7
Terms and conditions of warrants includ¬ing conversion terms.
The tenure of the Warrants shall not exceed 18 (eighteen)months from the date of allotment. Each Warrant shall carrya right to subscribe 1 (one) equity share per warrant, whichmay be exercised in one or more tranches, within 18 (eighteenmonths) from the date of allotment of such warrants. In theevent that a Warrant holder does not exercise the Warrantswithin a period of 18 (eighteen) months from the date of al¬lotment of such warrants, the unexercised Warrants shall lapseand the amount paid by that Warrant holder on such Warrantsshall stand forfeited by the Company.
There have been material changes and commitments, affecting the financial position of the Company which haveoccurred between the end of the financial year of the Company to which the financial statements relate and the date ofthe report:-
I. The Board of Directors at its meeting held on 07th February, 2025, & shareholders vide their Postal Ballotdated 14th March, 2025 approved the sub-division of the One Equity Share of face value Rs.10/- each intoOne Equity Shares of face value of Rs. 1/- each. The Company fixed 18th April, 2025 as the record date for thepurpose of determining the members eligible for the allotment of sub division of Equity Shares.
II. The Board of Directors at its meeting held on 22nd August, 2025 allotted 50,000 Non-Convertible Debenturesamounting to Rs. 50,00,00,000 Crore on Private Placement basis from time to time and complied with therules and regulations under various Acts.
The Dividend Distribution Policy of the Company approved by the Board of Directors ("Board") is in line with the Securitiesand Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI ListingRegulations") and RBI regulations. The policy is available on the website of the Company at https:^www.akmefintrade.com/wp-content/uploads/2024/12/Dividend-Distribution-Policy-1.pdf. Please refer to the section, Policy Compendium
for accessing the policy.
The Company continues to carry out the same activities. There has been no change in the nature of the business of theCompany during the year under review.
During the year under review, there were no material and significant orders passed by the regulators or courts or tribunalsimpacting the going concern status and the Company's operations in future..
Pursuant to Section 186(11) of the Companies Act, 2013, the provisions of Section 186 of the Companies Act, 2013,except sub-section (1), do not apply to a loan made, guarantee given, security provided or investment made by a financecompany in the ordinary course of business.
As on March 31, 2025, the composition of the Board is in accordance with the provisions of Section 149 of the Act andRegulation 17 of the SEBI Listing Regulations, with an appropriate combination of Executive Director, Non-ExecutiveDirectors and Independent Directors. The list of Directors of the Company has been disclosed as part of the CorporateGovernance Report.
All the Directors meet the fit and proper criteria stipulated by RBI. All the Directors and Senior Management Personnel("SMP") of the Company under the SEBI Listing Regulations have affirmed compliance with the Code of Conduct of theCompany.
The Board of Directors of the Company comprises six (6) Directors, including one (1) Chairman & Managing Director,one (1) Executive Director, and four (4) Non-Executive Independent Directors as on March 31, 2025 who collectivelybring a a wide range of skills and experience to the Board.
The terms and conditions of appointment of Independent Directors are available on the website of the Company athttps://www.akmefintrade.com/corporate-governance-2/. Please refer to the section, Policy Compendium for accessingthe policy. The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications,experience, expertise (including proficiency, as applicable) and hold highest standards of integrity.
The composition of the Board of Directors of the Company as on March 31,2025 is as under: -Composition of the Board:
Name of the Director
Designation
DIN
1
Mr. Nirmal Kumar Jain
Chairman & Managing Director
00240441
Mr. Rajendra Chittora
Executive Director
08211508
Mr. Vimal Bolia Sardarsinghji
Non-Executive Independent Director
03056586
Ms. Antima Kataria
09788502
Mr. Sanjay Dattatray Tatke
09848265
Mr. Nishant Sharma
08951697
KMP'S:
Ms. Rajni Gehlot
Chief Financial Officer
BGEPG8519D
Mr. Akash Jain
Chief Executive Officer
AIEPJ8748L
Mr. Manoj Kumar Choubisa
Company Secretary and Compliance officer
BDSPC6848L
Change in the Board and Key Managerial Personnel:
Durinn the vear followinn channes took nlare in thp Board of Direofors/KMP-
Name of the Director/KMP
Appointment / Res¬ignation
Date of Event
1.
Mr. Bobby Singh Chandel
Resignation
06.07.2024
i.
Mr. Shiv Prakash Shrimali
Non-executive Non Inde¬pendent Director
22.07.2024
2.
Appointment
11.072024
3.
Mr. Ramesh Kumar Jain
16.09.2024
Changes in Board & Key Managerial Personnel after the end of the Financial Year and till the Date of this BoardReport:
Neelam Tater
Additional Non-executiveNon Independent Director
05.08.2025
Retirement of Director by Rotation
In accordance with the provisions of Section 152 (6) of the Companies Act, 2013 and other applicable provisions, if any, ofthe Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), Mr.Rajendra Chittora (DIN: 08211508) Executive Director of the company is liable to retire by rotation at the ensuing 29thAnnual General Meeting and being eligible offers himself for reappointment
All the Independent Directors have submitted a declaration of independence, stating that they meet the criteria ofindependence provided under Section 149(6) of the Act read with regulation 16 of the SEBI Listing Regulations, asamended. They also confirmed compliance with the provisions of rule 6 of Companies (Appointment and Qualificationsof Directors) Rules, 2014, as amended, relating to inclusion of their name in the databank of Independent Directors.
The Board took on record the declaration and confirmation submitted by the Independent Directors regarding themmeeting the prescribed criteria of independence, after undertaking due assessment of the veracity of the same in termsof the requirements of regulation 25 of the SEBI Listing Regulations.
During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions
with the Company other than the sitting fees and reimbursement of expenses incurred for the purpose of attending themeetings of the Board or Committees of the Company.
Pursuant to the provisions of Section 139(2) of the Act and the rules made thereunder and RBI requirements, at25th Annual General Meeting of the Company held on 30th September, 2021, the members had appointed M/s.Valawat & Associates, Chartered Accountants (FRN:003623C) as the Statutory Auditors of the Company for aperiod of 5 years i.e. up to the Conclusion of Annual General Meeting of the Company to be held in the year 2026.
The Company has received consent from the Statutory Auditors and confirmation to the effect that they are notdisqualified to be appointed as the Statutory Auditors of the Company in terms of the provisions of Companies Act,2013 and Rules framed there under.
In terms of Section 138 read with other applicable provisions of the Companies Act, 2013 and on the recommendationof audit committee the Board of directors of the company in its meeting held on 22nd August, 2025 had appointedM/s. Pachori Rupesh & Associates, Chartered Accountants (Firm's Registration No: 024651C) as the Internal Auditorof the Company for the Financial Year 2025-26.
Pursuant to the provisions of Regulation 24A of the SEBI Listing Regulations and in accordance with Section 204of the Act, basis recommendation of the Board, the Company is required to appoint Secretarial Auditor, with theapproval of the Members at its AGM. In light of the aforesaid, the Board of the Company has recommended theappointment of M/s. Ronak Jhuthawat & Co Practicing Company Secretaries (C.P No. 12094), as the SecretarialAuditor of the Company for a period of 5 (five) consecutive financial years, i.e.; from FY2025-26 up to FY2029-30, subject to approval of the Members at the ensuing AGM of the Company, to undertake secretarial auditas required under the Act and SEBI Listing Regulations and issue the necessary secretarial audit report for theaforesaid period. M/s. Ronak Jhuthawat & Co Practicing Company Secretaries (C.P No. 12094), have confirmedthat their appointment, if made, will comply with the eligibility criteria in terms of SEBI Listing Regulations. Further,the Secretarial Auditor has confirmed that they have subjected themselves to Peer Review process by the Instituteof Company Secretaries of India ("ICSI") and hold valid certificate issued by the Peer Review Board of ICSI.
There is no qualification, reservation or adverse remark raised by Statutory Auditor in Auditor's report for the yearunder review. The Comments made by M/s. Valawat & Associates, Auditors of the company in their Auditor's reportread with relevant notes thereon are self-explanatory in nature and hence do not call for any further comments.
Pursuant to the provisions of Section 204 of the Act, the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 and Regulation 24A of the SEBI Listing Regulations, the Company had appointed M/s RonakJhuthawat & Co., Company Secretaries (Firm Registration Number: P2025RJ104300) to undertake the SecretarialAudit of the Company for FY25. Further, in terms of the regulatory requirements, M/s Ronak Jhuthawat & Co. hasissued the Annual Secretarial Compliance Report, confirming compliance by the Company of the applicable SEBIregulations and circulars/guidelines issued thereunder. The Secretarial Audit Report is appended as Annexure - Ito the Board's Report. There is no adverse remark, qualification, reservation or disclaimer in the Secretarial AuditReport
In terms of provisions of Section 118 of the Companies Act, 2013, the Company has complied with the requirementsprescribed under the Secretarial Standards on meetings of the Board of Directors (SS-1) and General Meetings (SS-2)issued by the Institute of Company Secretaries of India (ICSI) read with the MCA Circulars.
The disclosure as required in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for fiscal 2024 is given in Annexure-III.
During the year under review, the Company mobilized resources through multiple channels to meet its fundingrequirements. The Company successfully raised funds by way of IPO proceeds, issuance of convertible warrants, andborrowings from Banks and Financial Institutions, including NBFCs. In line with its liability management strategy, theCompany continues to diversify its resource base to achieve an optimum maturity profile and minimize the overall costof funds. The details of fund raising during the year are as under:
Amount/Details
IPO Proceeds
? 132 Crores
“Issuance of Warrants
31,20,000 Convertible Warrants;
Bank Borrowings
? 25 Crores
NBFC Borrowings
? 176.68 Crores
Your Company's stand-alone capital adequacy ratio was at 59.27% on 31st March, 2025, which we believe provides anadequate cushion to withstand business risks and is above the minimum requirement stipulated by the RBI.
22. CREDIT RATING:
During the Financial Year under review, the Company has sustained the long-term bank facility credit ratings of BBB ;Stable, which has been reaffirmed by Infomerics Valuation and Rating Limited and BBB ; Stable, Acuite Ratings &Research Limited. Outlook on both ratings is Stable. The Company's Non-Convertible Debenture facility rated as BBB Stable has been reaffirmed, by Infomerics Valuation and Rating Limited. For more details on credit ratings, kindly referCorporate Governance Report forming part of this report or visit to website of the Company at link www.akmefintrade.
The Company has adequate internal controls and processes in place with respect to its financial statements, which providereasonable assurance regarding the reliability of financial reporting and the preparation of financial statements. Thesecontrols and processes are implemented through various policies, procedures and certifications which commensuratewith the size and nature of the Company's business. The processes and controls are reviewed periodically. The Companyhas a mechanism of testing the controls at regular intervals for their design and operating effectiveness to ascertain thereliability and authenticity of financial information.
The Board is accountable for evaluating and approving the effectiveness of the internal controls, including financial,operational and compliance controls. The internal control system is subject to continuous improvement, with systemeffectiveness assessed regularly.
These systems provide reasonable assurance in respect of providing financial and operational information, complyingwith applicable statutes, safeguarding of assets of the Company, prevention and detection of frauds, accuracy andcompleteness of accounting records and ensuring compliance with Company's policies.
The Company has been following the various Circulars, Notifications and Guidelines issued by Reserve Bank of India (RBI)from time to time. The Circulars and the Notifications issued by RBI are also placed before the respective committees atregular intervals along with the compliance of the same.
To comply with RBI directions, your company has closed its Book of accounts for the full year ending March 2025, andyour Company continues to comply with the directives issued as well as the norms prescribed by Reserve Bank of Indiafor NBFCs.
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
The Company does not fall under any of the industries covered by the Companies (Disclosure of particulars ofDirectors) Rules, 1988. However, your Company has taken adequate measures for conservation of energy andusage of alternative source of energy, wherever required.
Your company has implemented a next generation, core virtual solution, with the purpose of aligning itself with thefast-growing technology evolution and leveraging operational capabilities, while reducing the time taken for wholeloan process.
With inter-connection of different branches with the head office in a safe, secure and reliable 360 cloud platform.For the aforesaid purpose, your company has signed-up with Jaguar Software India, and customized it with the
practical needs to area ot operation ot Company, which results in tollowing benetits:
1. Digitization of documents.
2. Centralization of all branches with corporate/registered office.
3. Speed-up the loan process.
4. Single- Click Report Generation.
5. Inter- departmental solution (robust the collaboration).
6. Android / IOS app-based system for field staff to submit initial documents and verification remarks.
7. Saving cost in logistics, handling, printing, and mitigating risk of physical movements.
8. Improves the quality of credit analysis.
9. Secured and Safe cloud-based system with end to end encryption.
10. Predefined roles with maker-checker concept, with final approval authority to Managing Director/AuthorizedPersonnel.
11. Keeping of Digital trails which can keep the whole loan process details in one click and useful during audit(s) andtracing purpose.
12. Simplification of work flow, with regular MIS.
Jaguar Software India as a service provider/ software vendor will provide applicable upgrades and latest securityprotocols.
Your company and its software vendor conducts its IT audit through external agencies at regular intervals. Thescope of IT audit is to identify the areas of risk, check vulnerabilities & cyber security etc. at periodic intervals.The external agencies suggestions and recommendations are reported to the Audit Committee & implementedwherever feasible.
Your company does not have any foreign exchange earnings and outgo during the year under review, HoweverCompany has obtained External Commercial Borrowings in earlier years and EMI, Interest of the Loan has been paidin foreign currency during the year.
During the year, your Company has not entered into any transactions with Related Parties which are not in the ordinarycourse of business or not on an arm's length basis and which require disclosure in this Report in terms of the provisionsof Section 188(1) of the Companies Act, 2013. Hence, no particulars are being provided in Form AOC-2. Related Partydisclosures, as per IND-AS have been provided in Notes to the financial statement.
The transactions between the Company and its group companies are to be undertaken on an arm's length basis. Thefollowing broad principles shall be adhered to at the time of undertaking such transactions:
a) All transactions shall have the substantive characteristics of a transaction between independent parties.
b) The transactions shall be entered into in a need based manner and shall be based on principle of impartiality.
c) The pricing for specific transactions shall be at market related rates and would be benchmarked against comparablequotes for similar transactions in the market between independent parties.
d) The transactions shall comply with all statutory/regulatory guidelines, internal policy norms and procedures(including appropriate documentation) applicable to such transactions, if engaged with independent parties withsimilar background.
During the year under review, the Company has not borrowed an unsecured loan from any of the Directors of theCompany.
In pursuance to the provisions of Section 92(3) of the Companies Act, 2013 read with Rules made thereunder andamended time to time, the Annual Return of the Company for the Financial Year ended on March 31,2025 is available onthe website of the company i.e. www.akmefintrade.com and the web link of the same is https://www.akmefintrade.com/financials/.
In accordance with Rule 9 of the Appointment of Designated Person (Management and Administration) Rules 2014, it isessential for the company to designate a responsible individual for ensuring compliance with statutory obligations.
The company has proposed and appointed Mr. Manoj Kumar Choubisa, Company Secretary & Compliance Officer, as aDesignated person in a Board meeting and the same has been reported in Annual Return of the company.
The Company has constituted a Risk Management Committee ("RMC") in terms of requirements of Regulation 21 of theSEBI Listing Regulations and RBI. The details are covered as part of the Corporate Governance Report.
Financing activity is the business of management of risks, which in turn is the function of the appropriate credit modelsand the robust systems and operations.
Your Company continues to focus on the above two maxims, and is always eager to improve upon the same. YourCompany continues to give prime importance to the function of receivables management, as it considers this theultimate reflection of the correctness of marketing strategy as well as appraisal techniques.
The Board of Directors has adopted a risk management policy for the Company which provides identification, assessmentand control of risks which in the opinion of the Board may threaten the existence of the Company. The Managementidentifies and controls risks through a properly defined framework in terms of the aforesaid policy.
A
The Company has in place a Risk Management Policy and introduced several measures to strengthen the internal controlssystems and processes to drive a common integrated view of risks, optimal and mitigation responses. This integrationis enabled through a dedicated team and Risk Management, Internal Control and Internal Audit systems and processes.
The Company's CSR policy is committed towards CSR activities as envisaged in Schedule VII of the Act. The Detailsof CSR policy of the Company are available on the website of the Company at akmefintrade.com. The Annual Reporton CSR activities as required under Companies (Corporate Social Responsibility Policy) Rules, 2014 is attached to thisreport as Annexure II
The Company is committed to provide a safe and conducive work environment to its employees at workplace. TheCompany has in place a Policy for prevention of Sexual Harassment, in line with the requirements of the "SexualHarassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013." Internal Complaints Committee(ICC) has been set up to redress complaints, as and when received, regarding sexual harassment and all employees arecovered under this Policy. During the year under review, there were no cases filed pursuant to the Sexual Harassment ofWomen at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Board met Sixteen (16) times during the year under review. The details of the number of meetings of theBoard held during the Financial Year 2024-25 and the attendance therein forms part of the Report on CorporateGovernance which forms part of the Annual Report.
During the financial year ended March 31,2025,4 (Four) General Meetings were held. Further, details of the meetingsare given in the Corporate Governance Report, which forms part of the Annual Report.
The Board of Directors has the following Committees:
a) Audit Committee
b) Nomination and Remuneration Committee
c) Stakeholders' Relationship Committee
d) Corporate Social Responsibility Committee
e) Risk Management Committee
f) Independent Directors Meeting
The details of the required Committees of the Board along with their composition, number of meetings andattendance at the meetings are provided in the Report on Corporate Governance as required under Schedule V ofthe Listing Regulations.
The Company does not have any subsidiary, associate and joint venture company within the meaning of Section 2(87)and 2(6) of the Companies Act, 2013 and no new subsidiary, associate and joint venture Company was formed duringthe year under review.
To the best of their knowledge and belief and according to the information and explanations obtained by them, yourDirectors make the following statements in terms of Section 134(5) of the Companies Act, 2013:
a. that in the preparation of the Annual Financial Statements for the year ended March 31, 2025, the applicableaccounting standards have been followed along with proper explanation relating to material departures, if any;
b. that such accounting policies as mentioned in the Notes to the Financial Statements have been selected andapplied consistently and judgment and estimates have been made that are reasonable and prudent so as to give atrue and fair view of the state of affairs of the Company as at March 31, 2025 and of the profit of the Company forthe year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordancewith the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing anddetecting fraud and other irregularities;
d. that the Annual Financial Statements have been prepared on a going concern basis;
e. that proper Internal Financial Controls were in place and that the financial controls were adequate and wereoperating effectively;
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate andoperating effectively.
In accordance with the applicable provisions of the Master Direction issued by the Reserve Bank of India a detailedanalysis of the Company's performance is discussed in the Management Discussion and Analysis Report, which formspart of this Annual Report.
Many initiatives have been taken to support business through organizational efficiency, process change support andvarious employee engagement programmes which has helped the organization achieve higher productivity levels. Asignificant effort has also been undertaken to develop leadership as well as technical/ functional capabilities in order tomeet future talent requirement.
In the field of Human Resource Development, your company stresses on the need to continuously upgrade thecompetencies of its employees and equip them to keep abreast of latest developments in the sector. The Companyoperates in a knowledge intensive business and is committed to enhancing these skills of its employees. In order toachieve this, the Company has an annual training plan to assess the various training needs. Necessary professionalskills are also imparted across all levels of employees through customized training interventions.
The Company had 258 employees on its rolls at various levels of organizational structure as on March 31, 2025.Our employees remain one of the company's greatest assets. We as an organization, believe in recognizing andappreciating employees for their valuable contribution and loyalty. We offer equal opportunities to all our employeesirrespective of gender to learn and grow in the organization. For the convenience of our employees and bringingnew ways of working, we are promoting digitalization for our employees as well as our customers.
Your Company lays great emphasis on upgrading the skills of its Human Resource, it benchmarks its practices withthe best practices being followed in the corporate world. This, apart from other strategic interventions, leads toeffective management of Human Resource thereby ensuring high level of productivity. Your Company enjoys avery cordial and harmonious relationship with its employees.
Number of emnlovees as on the closure of Financial vear
No. of Employees
Male
202
Female
56
Transgender
0
Your Company follows good management practices to ensure welfare of its employees through a process ofinclusive growth & development. The Company follows an open door policy whereby the employees can accessthe top management thereby contributing in the management and growth of the company. Commitment of theworkforce is ensured through an effective package of welfare measures which include comprehensive insurance,medical facilities and other amenities which in turn lead to a healthy workforce.
The Company neither have any Foreign Direct Investment (FDI) nor invested as any Downstream Investment in anyother Company in India.
Most of the NBFCs Customer profile is concentrated either in unorganized sector or on the self-employed segment,NBFCs have also ventured into riskier segments such as real estate, unsecured loans, purchase finance for usedcommercial vehicles, etc. These factors increase their risk profile which could have adverse impact on the financialhealth of NBFCs and have immense business potential from the segment untapped by commercial banks. The changesin the regulatory frame work have made NBFCs very competitive and responsible. The Reserve Bank of India (RBI)has introduced guidelines under which bank loans to NBFCs are not considered priority-sector loans, which reducesincentives from banks to lend directly to NBFCs and will increase the latter’s funding costs. Access to stable funding frombanks, institutional investors and capital markets is a key factor in the stable outlook on the sector, and any disruption in
funding access could lead to negative growth as well as rating action.
The provision of section 148 of the Act relating to maintenance of cost records and cost audit are not applicable to theCompany. Hence, the Company is not maintaining Cost records.
Your Company is a non-deposit taking Non-Banking Financial Company. The Company has not accepted any depositduring the year under review. Further, the Company had also passed a resolution to the effect that the company hasneither accepted public deposit nor would accept any public deposit during the year under review from public.
According to the 2016 Insolvency and Bankruptcy Code, no such application has been made.
The Company has a whistle-blower policy encompassing vigil mechanism pursuant to the requirements of the Section177(9) of the Act and Regulation 22 of the SEBI Listing Regulations and Regulation 9A of SEBI (Prohibition of InsiderTrading) Regulations, 2015.
The Company has established a Vigil Mechanism/ Whistle Blower policy to enable Directors, and Stakeholders, includingindividual employees and their representative bodies to report, in good faith, unethical, unlawful or improper practices,acts, or activities and the same have been disclosed on the website of the company "www.akmefintrade.com"
During the year under review, neither the statutory auditors nor the secretarial auditor has reported to the AuditCommittee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Companyby its officers or employees, the details of which would need to be mentioned in the Board's report, which forms part ofthis Integrated Annual Report.
Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 and Part D of Schedule II to the ListingRegulations, the Board has carried out the annual performance evaluation of its own performance, the Directorsindividually as well as working of its Audit, Nomination and Remuneration, Stakeholders' Relationship and Corporate SocialResponsibility Committees. A structured questionnaire was prepared after taking into consideration inputs receivedfrom the Directors, covering various aspects of the Board's functioning such as adequacy of the composition of theBoard and its Committees, Board culture, execution and performance of specified duties, obligations and governance.
The exercise was carried out to evaluate the performance of individual Directors, who were evaluated on parameterssuch as level of engagement and contribution, independence of judgement, safeguarding the interest of the Company,etc. The Independent Directors of the Company met on March 11, 2025 without the presence of Non-IndependentDirectors and members of the management to review the performance of Non Independent Directors and the Board ofDirectors as a whole; to review the performance of the Chairman and Managing Director of the Company and to assessthe quality, quantity and timeliness of flow of information between the management and the Board of Directors. The
performance evaluation of the Independent Directors was carried out by the entire Board.
The Board has framed a policy for selection and appointment of Directors, Key Managerial Personnel (KMP) and SeniorManagement and their remuneration. As and when need arises to appoint Director, KMP and Senior ManagementPersonnel, the Nomination and Remuneration Committee (NRC) of the Company will determine the criteria based onthe specific requirements. NRC, while recommending candidature to the Board, takes into consideration the qualification,attributes, experience and independence of the candidate. Director(s), KMP(s) and Senior Management Personnelappointment and remuneration will be as per NRC Policy of the Company. The salient features of the Nominationand Remuneration Policy of the Company has been disclosed in the Corporate Governance Report, which is a partof this report. The said Policy is available on the Company's website on https://www.akmefintrade.com/wp-content/uploads/2024/12/Nomination-and-Remuneration-Policy-1.pdf.
Our Company adopted the ESOP Scheme in accordance with Securities and Exchange Board of India (Share BasedEmployee Benefits and Sweat Equity) Regulations, 2021 pursuant to resolutions passed by our Board on November 14,2022 and by our Shareholders on December 7,2022 to grant 10,00,000 (Ten Lakhs Only) employee stock options underthe ESOP Scheme. The objective of the ESOP Scheme is to reward the eligible employees for their association with theCompany, their performance as well as to attract, retain and reward eligible employees to contribute to the growth andprofitability if the Company.
In terms of the ESOP Scheme, minimum vesting period is one year and maximum vesting period is three years from thedate of grant of options. The exercise period in respect of a vested option shall be a maximum period of one year fromthe date of vesting of options.
Our Company has not issued any Equity Shares under any employee stock option scheme or employee stock purchasescheme.
Your Company is fully committed to supporting the rights and welfare of its women employees and ensuring compliancewith the provisions of the Maternity Benefit Act, 1961, as amended. During the financial year under review, the Companyhas complied with all applicable provisions of the Act, including those relating to maternity leave, benefits, nursing breaks,and the provision of a safe and healthy working environment for female employees.
In accordance with the statutory requirements, appropriate policies and internal mechanisms are in place to facilitate asupportive and inclusive workplace. There were no complaints or non-compliances reported during the year in relationto maternity benefits.
Prevention of Sexual Harassment of Women at Workplace:
Your Company is sensitive to women employees at workplace. As required under the Sexual Harassment of Women atthe Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has a formal policy to ensure safety ofwomen and prevention of sexual harassment and has set up Internal Complaints Committee (ICC) at its work place(s) toredress the complaints of women employees. During the year, no complaint was filed with ICC and no complaint pending
as on the end of the Financial Year 31st March 2025.
Pursuant to the provisions of Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition andRedressal) Act, 2013, the complaints received thereunder and the details relating thereto are as follows:
(a) Number of complaints at the beginning of the year: Nil
(b) Number of complaints received during the year: Nil
(c) Number of complaints disposed of during the year: Nil
(d) Number of complaints pending at the end of the year: Nil
Your Directors wish to place on record their appreciation for cooperation your Company has received from the variousdepartments like MCA, Registrar of Companies, the Reserve Bank of India, the National Housing Bank, the IRDAI andother regulators, banks, financial institutions and various other Organizations and Agencies for the continued helpand co-operation extended by them. The Directors also gratefully acknowledge all stakeholders of the Company viz.customers, members, dealers, vendors, banks and other business partners for the excellent support received from themduring the year. The Directors place on record their sincere-appreciation to all employees of the Company for theirunstinted commitment and continued contribution to the Company.