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Directors Report of Coral India Finance and Housing Ltd.

Mar 31, 2018

Dear Member(s),

The Directors have pleasure in presenting the 24th Annual Report together with the Audited Financial Statement for the year ended 31stMarch 2018.

The company has adopted IND AS for the first time for its financial statements for the year ended 31st March, 2018. For all period upto and including the year ended 31st March, 2017, the Company prepared its financial statements in accordance with the accounting standards notified under the section 133 of the Companies Act 2013, read together with the Companies (Indian Accounting Standards) Rules, 2015 used for its statutory reporting requirement in India immediately before adopting IND AS. The financial statements for the year ended 31st March, 2017 and the opening Balance Sheet as at 1st April, 2016 have been restated in accordance with Ind AS for comparative information.

FINANCIAL RESULTS:

The performance during the period ended 31stMarch 2018 has been as under:

(Rupees in Lacs)

Particulars	2017-18	2016-17
Income	2298.39	1355.63
Expenditure	600.95	349.23
Earnings before Tax	1697.44	1006.40
Provision for Tax	350.00	197.37
Provision for Deferred Tax	(1.27)	(2.34)
Less: Income Tax Adjustments of earlier years	-	-
Earnings after Tax	1348.71	811.37
Other Comprehensive Income (net of tax)	(1441.14)	6044.60
Total Comprehensive Income	(92.43)	6855.97
Add: IND-AS Adjustment	-	44.16
Add: Balance Brought forward	13495.81	6715.75
Less: Proposed Dividend, Tax on Dividend	-	120.07
Balance carried forward to Balance Sheet	13403.38	13495.81

DIVIDEND:

Your Directors are pleased to recommend dividend for the financial year 2017-18 on the Equity Shares of the Company of face value of Rs.2.00/- each at the rate of 10% (i.e. 20 paisa per equity share of the Company).

PERFORMANCE:

During the year under review, the company posted Revenue of Rs.2298.39 Lacs as compared to previous year Rs.1355.63 Lacs. However, the earnings after tax stood at Rs. 1348.71 Lacs compared to Rs. 811.37 Lacs during the previous year.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 entered with Stock Exchanges, the Management Discussion and Analysis Report is enclosed as a part of this report.

DISCLOSURE IN COMPLIANCE WITH THE ACCOUNTING STANDARD ON âRELATED PARTY DISCLOSURES:

As required under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with Stock Exchanges, the disclosure in compliance with the accounting standard on ârelated party disclosures are enclosed as a part of this report.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

Your Company has taken adequate steps to adhere to all the stipulations laid down in Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A report on Corporate Governance is included as a part of this Annual Report. Certificate from the M/s. Uma Lodha& Co. Practicing Company Secretaries confirming the compliance with the conditions of Corporate Governance as stipulated under (SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is included as a part of this report.

The Company is regularly complying with Corporate Governance practices and also uploading the information under Corporate Filing & Dissemination System (corpfiling). Your Company has also been enlisted in the new SEBI compliant redressal system (SCORES) enabling the investors to register their complaints, if any, for speedy redressal.

LISTING WITH STOCK EXCHANGES:

The Equity Shares of the Company continues to be listed at Bombay Stock Exchange (BSE) and National Stock Exchange (NSE). The scrip code number of the Equity shares of the Company on BSE is 531556 and CORALFINAC on NSE. The Company confirms that it has paid the Annual Listing Fees for the year 2017-2018 to BSE and NSE where the Companyâs Shares are listed.

DEMATERIALIZATION:

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and existing Registrar & Transfer Agent for dematerialization of existing holding of the shareholders.

The International Securities Identification Number, allotted to the Company is INE558D01021 (The ISIN number has been changed from INE558D01013 to INE558D01021 pursuant to Sub-Division of Equity Shares dated 04.08.2017). The equity shares of the Company are listed at Bombay Stock Exchange Limited and National Stock Exchange.

96.95% of the Companyâs paid up Equity Share Capital is in dematerialized form as on 31st March, 2018 and balance 3.05 % is in physical form. The Companyâs Registrars are Link Intime India Private Limited, C-101, 247 Park, L.B. S Marg, Vikhroli (West) Mumbai - 400 083.

PUBLIC DEPOSIT:

Your Company has neither accepted nor renewed any deposit within the meaning of Section 73 and other applicable provisions, if any, of the Companies Act, 2013 and the necessary rules made there under during the year ended 31st March, 2018.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantees and investment have been disclosed in the notes to the financial statements.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations and the nature of its business for the purchase of inventories, fixed assets and for the sale of goods. There is no continuing failure to correct major weaknesses in internal control system.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The Company is committed to good Corporate Citizenship. As a part of its corporate social responsibility, the Company continues to undertake a range of activities including preventive healthcare. The CSR policy of the Company is placed on the website of the www.coralhousing.in/investors.

During the year under review, the Company was supposed to spent Rs. 20,62,300/- on its various CSR activities whereas the Company has spent Rs.28,86,225/- during the year under review.

In accordance with the provisions of Section 135 of the Companies Act, 2013, an abstract on Companyâs CSR activities is furnished as Annexure E to this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNING AND OUTGO:

(A) Conservation of energy:

Considering the nature of business activities carried out by the Company, your Directors have nothing to report with regard to conservation of energy as required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988.

(B) Technology absorption:

The management keeps itself abreast of the technological advancements in the industry and has adopted the state of the art transaction, billing and accounting systems and also risk management solutions.

a) The foreign exchange earnings - Nil (previous year Nil).

b) The foreign exchange expenditure - Nil (previous year Nil).

STATE OF AFFAIRS:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

( i) Changes in Directors and Key Managerial Personnel (KMP):

(a) At the Board meeting held on 05th June, 2017, your Company has appointed Mr. Kishor R. Mehta as an Additional Director (Appointed as a Director in the Annual General Meeting held on 14th September, 2017), Chief Financial Officer (CFO) and Key Management Personnel (KMP).

(b) At the Board meeting held on 25th July, 2017, your Company has appointed Mrs. Riya Shah as a Company Secretary (CS), Compliance Officer and Key Management Personnel (KMP) of the Company.

Events occurred between the end of the financial year of the Company and date of this report:

There are no material changes or commitments occurring after 31st March, 2018, which may affect the financial position of the company or may require disclosure.

DECLARATION OF INDEPENDENCE:

Your Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the provisions of Companies Act, 2013.

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual Directors pursuant to the provisions of the Act and as per Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The performance of the Board was evaluated by the Board after seeking inputs from all the Directors on the basis of the criteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee (âNRCâ) reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the Individual Director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc.

In a separate meeting of independent Directors, performance of non-independent Directors, performance of the board as a whole and performance of the Chairman was evaluated, taking into account the views of Executive Directors and non-Executive Directors. The same was discussed in the board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your company has an effective internal control and risk - mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The Companyâs internal control system is commensurate with its size, scale and complexities of its operations. The internal and operational audit is entrusted to Mr. Arvind Rajput. The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same. The Company has a robust Management Information System, which is an integral part of the control mechanism.

The Audit Committee of the Board of Directors, Statutory Auditors and the Business Heads are periodically apprised of the internal audit findings and corrective actions taken. Audit plays a key role in providing assurance to the Board of Directors. Significant audit observation and corrective actions taken by the management are presented to the Audit Committee of the Board. To maintain its objectivity and independence, the internal Audit function reports to the Chairman of the Audit Committee.

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES:

The information required under Section 197 of the Companies Act, 2013 read with Companies Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of Directors/ employees of your Company is set out in âAnnexure [C]â to this Report.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act, 2013, Directors of your Company hereby state and confirm that

(a) In the preparation of the Annual Accounts for the year ended 31st March 2018, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any .The Company has adopted Ind-AS w.e.f 01st April, 2017 and the financial statements has been prepared in accordance with the Ind-AS as prescribed under section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standard) Rules, 2015.

(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 the end of the financial year and of the profit and loss of the company for that period;

(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; and

(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.

(f) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

COMMITTEES:

(I) Audit Committee:

The Board has constituted a well-qualified Audit Committee with majority of them are Independent Directors including Chairman. They possess sound knowledge on accounts, audit, finance, taxation, internal controls etc. Mrs. Sheela Kamdar, Director acts as Chairperson to the Audit Committee.

(a) (i) The Composition of Audit Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mrs. Sheela Kamdar	Chairperson	Non-Executive-Independent
2.	Dr. Sharad R. Mehta	Member	Non-Executive-Independent
3.	Mr. Kishor Mehta	Member	Non-Executive-Non-Independent

(ii) Nomination and Remuneration Committee:

The Composition of Nomination and Remuneration Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mrs. Sheela Kamdar	Chairperson	Non-Executive-Independent
2.	Dr. Sharad R. Mehta	Member	Non-Executive-Independent
3.	Mr. Kishor Mehta	Member	Non-Executive-Non-Independent

(iii) Stakeholders Relationship Committee:

The Composition of Stakeholders Relationship Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mrs. Sheela Kamdar	Chairperson	Non-Executive-Independent
2.	Dr. Sharad R. Mehta	Member	Non-Executive-Independent
3.	Mr. Kishor Mehta	Member	Non-Executive-Non-Independent

(iv) Corporate Social Responsibility Committee

The Composition of Corporate Social Responsibility Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mrs. Sheela Kamdar	Chairperson	Non-Executive-Independent
2.	Dr. Sharad R. Mehta	Member	Non-Executive-Independent
3.	Mr. Kishor Mehta	Member	Non-Executive-Non-Independent

AUDITORS AND AUDITORSâ REPORT:

STATUTORY AUDITORS:

The Company has appointed M/s. HASMUKH SHAH & CO. LLP Chartered Accountants, (FRN: 103592W/W-100028) at the Annual General Meeting held on 14th September, 2017 for five consecutive years commencing from the financial year 2017-18. The appointment has been made in accordance with the Section 139 of the Companies Act, 2013 and the Rules made thereunder and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

M/s Hasmukh Shah & Co. has confirmed their eligibility and qualification required under Section 139, 141and other applicable provisions of the Companies Act, 2013 and Rules issued thereunder (including statutory modification(s) or re-enactment(s) thereof for the time being in force).

The Auditorsâ Report for the Financial Year ended 31st March, 2018 on the financial statements of the Company is a part of this Annual Report. The Auditorsâ Report for the financial year ended 31st March, 2018 does not contain any qualification, reservation or adverse remark.

AUDITORSâ REPORT/ SECRETARIAL AUDIT REPORT:

The Auditors have referred to certain routine matters in their report and the respective notes to the accounts are self-explanatory. As required under Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha & Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. Certain reservations and observations made in the report with regard to 100 percent of Promoters Shares are not in Demat form as on 31st March 2018, however, it has been complied in April, 2018 i.e. 100% of the Promoterâs holding is in Demat Form.

SECRETARIAL AUDIT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha& Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. The Secretarial Audit Report is annexed herewith as âAnnexure - [B]â to this Report.

EXTRACT OF THE ANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rule, 2014, the Extract of Annual Return (Form No. MGT-9) as on the financial year ended on 31st March, 2018 is enclosed as âAnnexure - [A]â to the Boardâs Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND AUDIT COMMITTEES:

Your Board of Directors has duly met Five (05) times during the financial year i.e. on 23rd May, 2017, 05th June, 2017, 25th July, 2017, 03rd November, 2017 and 24th January, 2018 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

The Audit Committee has duly met Four (04) times during the financial year i.e. on 23rdMay, 2017, 25th July, 2017, 03rd November, 2017 and 24th January, 2018 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Vigil Mechanism for Directors and employees to report genuine concerns has been established.

The purpose of the âWhistle Blower Policyâ is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy.

The Vigil Mechanism Policy has been uploaded on the website of the Company at - http://www.coralhousing.in/pdf/Policies/Whistle-Blower-Policy.pdf under investors/policies /Whistle-Blower Policy link. RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were in the ordinary course of the business and on armâs length basis. There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.

Transactions with related parties entered by the Company in the normal course of business are periodically placed before the Audit Committee for its omnibus approval and the particulars of contracts entered during the year as per Form AOC-2 is enclosed as Annexure-D. The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules there under and the Listing Agreement. This Policy was considered and approved by the Board has been uploaded on the website of the Company at http://www.coralhousing.in/pdf/Policies/Related-Party-Transaction-Policy.pdfunder investors/ policies /Related Party Policy link.

CODE OF CONDUCT:

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Company believes in âZero Toleranceâ against bribery, corruption and unethical dealings / behavior of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as âcode of business conductâ which forms an Appendix to the Code. The Code has been posted on the Companyâs websitehttp://www.coralhousing.in/pdf/Policies/Code-of-Conduct.pdfunder investors/Policies/ code of conduct

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behavior from an employee in a given situation and the reporting structure.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Companyâs shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

All Board of Directors and the designated employees have confirmed compliance with the Code.

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year under review, there were no significant/material orders passed by the regulators.

General

a) Your Company has not issued Equity Shares with differential rights as to dividend, voting or otherwise; and

b) Your Company does not have any ESOP scheme for its employees/Directors.

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy against sexual harassment in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder.

During the financial year 2017-18, the company has not received any complaints on sexual harassment and hence no complaints remain pending as of 31st March, 2018.

ACKNOWLEDGMENT:

We take this opportunity to express our deep sense of gratitude to Securities and Exchange Board of India, BSE Limited (BSE), National Stock Exchange of India Limited (NSE), Registrar of Companies, National Securities Depository Limited, Central Depository Services (India) Limited, M/s. Link Intime India Private Limited, Bankers and other Government Agencies and shareholders for their continued support.

By Order of the Board

For Coral India Finance & Housing Limited

Sd/- Sd/-

Navin B. Doshi Kishor Mehta

Place : Mumbai Managing Director Chief Financial Officer & Director

Date : 11th June, 2018 (DIN: 00232287) (DIN: 00235120)

Sd/-

Riya Shah

Company Secretary

Mar 31, 2016

DIRECTORS''REPORT:

Dear Member(s),

The Directors have pleasure in presenting the 22nd Annual Report together with the Audited Financial Statements for the year ended 31st March, 2016.

FINANCIALRESULTS

The performance during the period ended 31st March, 2016 has been as under:

(Rupees in Lacs)

Particulars	2015-16	2014-15
Income	1176.00	1937.00
Expenditure	390.66	635.95
Earnings before Tax	785.33	1301.04
Provision for Tax	153.27	270.00
Provision for Deferred Tax	2.43	1.10
Less: Income Tax Adjustments of earlier years	0.12	NIL
Earnings after Tax	634.36	1032.14
Less: Proposed Dividend, Tax on Dividend and Adjustment related to Fixed Assets	120.07	119.03
Balance Brought forward	6201.46	5288.35
Balance carried forward to Balance Sheet	6715.75	6201.46

DIVIDEND:

Your Directors are pleased to recommend dividend forth financial year 2015-2016 on the Equity Shares of the Company of face value of Rs.10.00/- each at the rate of 10% (i.e. Re. 1/-) per equity share of the Company.

PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 1176 lacs as compared to previous year Rs.1937.00 lacs. However, the earnings after-tax stood at Rs. 634.36 lacs as compared to Rs.1032.14 lacs during the previous year.

TRANSFERTO RESERVES:

Your Company does not propose to transfer any amount to the General Reserve. An amount of Rs. 514.30 lacs is proposed to be retained in the Statement of Profit and Loss.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34 of the (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 entered with Stock Exchanges, the Management Discussion and Analysis Report is enclosed as a part of this report.

DISCLOSURE IN COMPLIANCEWITH THE ACCOUNTING STANDARD ON âRELATED PARTY DISCLOSURESâ:

As required under Regulation 34 of the (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 with Stock Exchanges, the disclosure in compliance with the accounting standard on ârelated party disclosures are enclosed as a part of this report.

CORPORATE GOVERNANCEANDSHAREHOLDERSINFORMATION:

Your Company has taken adequate steps to adhere to all the stipulations laid down in Clause 49 of the Listing Agreement entered into with the Stock Exchange of India for the period 1st April 2015 to 30th November 2015 and as per the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (collectively referred to as âSEBI Listing Regulations, 2015) as referred in Regulation 15(2) of the listing regulations for the period 1st December 2015 to 31st March 2016.

A report on Corporate Governance is included as a part of this Annual Report.

LISTING WITH STOCK EXCHANGES:

The Equity Shares of the Company continues to be listed at Bombay Stock Exchange (BSE) and National Stock Exchange (NSE). The scrip code number of the Equity shares of the Company on BSE is 531556 and CORALFINAC on NSE. The Company is not trading on NSE. The Company confirms that it has paid the Annual Listing Fees for the year 2015-16 to BSE and NSE where the Companyâs Shares are listed.

DEMATERIALIZATION:

The International Securities Identification Number, allotted to the Company is INE558D01013. The equity shares of the Company are listed at Bombay Stock Exchange Limited and National Stock Exchange.

93.41% of the companyâs paid up Equity Share Capital is in dematerialized form as on 31st March, 2016 and balance 6.59% is in physical form. The Companyâs Registrar is Link In time India Private Limited,C-13, Pannalal Silk Mills Compound, L. B. S. Marg, Bhandup (West), Mumbai-400078.

PUBLICDEPOSIT:

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantees and investment have been disclosed in the notes to the financial statements.

INTERNALCONTROLSYSTEMSANDTHEIR ADEQUACY:

CORPORATE SOCIAL RESPONSIBILITY (CSR):

During the year under review, the Company was supposed to spent Rs. 26, 93,756/- on its various CSR activities whereas the Company could only spend Rs. 10,47,301/- during the year under review. Further the Company is still in the process of identifying the right avenue for spending more on various CSR activities.

In accordance with the provisions of Section 135 of the Companies Act, 2013, an abstract on Companyâs CSR activities is furnished as Annexure to this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNING ANDOUTGO:

(A) Conservation of energy:

(B) Technology absorption:

(C) Foreign exchange earnings and Outgo:

a) The foreign exchange earnings - Nil (previous year Nil).

b) The foreign exchange expenditure - Nil (previous year Nil).

STATEOFAFFAIRS:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

DIRECTORS AND KEYMANAGERIAL PERSONNEL (KMP):

(i) Changes in Directors and Key Managerial Personnel (KMP):

(a) During the year under review, Mrs. Ami Shah resigned as the Director of the Company and Mrs. Sheela Kamdar was appointed as Non-Executive independent Director. At the Board meeting held on 11th February 2016, your Company has appointed Mrs. Hirali Shah as âCompany Secretary (CS)â and âKey Management Personnel (KMP)â of the Company.

(b) In accordance with the provision of Section 152(6) (a) of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Navin. B. Doshi (DIN: 00232287) of the Company retires by rotation at the ensuing Annual General Meeting and being eligible, offers, himself for reappointment. Your Board recommends his reappointment.

DECLARATION OF INDEPENDENCE:

Your Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the provisions of Companies Act, 2013.

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual Directors pursuant to the provisions of the Act and as per Regulation 17(1) of the Listing Obligations and Disclosure Requirements Regulations, 2015.

The Board and the Nomination and Remuneration Committee (âNRCâ) reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc.

In a separate meeting of independent Directors, performance of non-independent Directors, performance of the Board as a whole and performance of the Chairman was evaluated, taking into account the views of Executive Directors and non-Executive Directors. The same was discussed in the Board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

INTERNALCONTROLSYSTEMSANDTHEIR ADEQUACY:

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES:

The information required under Section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of Directors/ employees of your Company is set out in âAnnexure [C]â to this Report.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act, 2013, Directors of your Company hereby state and confirm that

(a) In the preparation of the Annual Accounts for the year ended 31st March 2016, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(d) The Directors had prepared the Annual Accounts on ageing concern basis; and

(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.

(f) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

COMMITTEES:

(i) Audit Committee:

The Board has constituted a well-qualified Audit Committee with majority of them are Independent Directors including Chairperson. They possess sound knowledge on accounts, audit, finance, taxation, internal controls etc. Mrs. Sheela Kamdar, Director acts as Chairperson to the Audit Committee.

The Composition of Audit Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mrs. Sheela Kamdar	Chairperson	Non-Executive (Independent)
2.	Dr. Sharad R. Mehta	Member	Non-Executive (Independent)
3.	Mr. Sachin Doshi	Member	Non-Executive

(ii) Nomination and Remuneration Committee:

The Composition of Nomination and Remuneration Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mrs. Sheela Kamdar	Chairperson	Non-Executive (Independent)
2.	Dr. Sharad R. Mehta	Member	Non-Executive (Independent)
3.	Mr. Sachin Doshi	Member	Non-Executive

(iii) Stakeholders Relationship Committee:

The Composition of Stakeholders Relationship Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mrs. Sheela Kamdar	Chairperson	Non-Executive (Independent)
2.	Dr. Sharad R. Mehta	Member	Non-Executive (Independent)
3.	Mr. Sachin Doshi	Member	Non-Executive

AUDITORSANDAUDITORSâ REPORT: STATUTORYAUDITORS:

M/s. M. A. Parekh & Associates, Chartered Accountants, having (Registration number 121973W), Mumbai, the Statutory Auditors of the Company hold the office up to the conclusion of the ensuing Annual General Meeting and being eligible offers themselves for re-appointment for the financial year 2016-2017. Your Company has received written consent and a certificate stating that they satisfy the criteria provided under Section 141 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 and that the appointment, if made, shall be in accordance with the applicable provisions of the Companies Act, 2013 and rules issued there under.

As required under Regulation 18 read with Part C of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Audit Committee and the Board of Directors recommend the appointment of M/s. M. A. Parekh & Associates, Chartered Accountants, as the Auditors of your Company for the financial year 2016-17 till the conclusion of the next AGM. The Auditorsâ Report for the financial year 2015-16, does not contain any qualification, reservation or adverse remark.

AUDITORSâREPORT/SECRETARIALAUDITREPORT:

The Auditors have referred to certain routine matters in their report and the respective notes to the accounts are self-explanatory.

As required under Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha & Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. Certain reservations and observations made in the report with regard to 100 percent of Promoters Shares are not in Demat form. The Company has already initiated the process of demoting the balance physical holding of Promoterâs Shares. However, the Company would ensure in future that all the provisions are complied with to the fullest extent.

SECRETARIALAUDIT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha & Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. The Secretarial Audit Report is annexed herewith as âAnnexure- [B]â to this Report.

EXTRACT OFTHEANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rule, 2014, the Extract of Annual Return (Form No. MGT-9) as on the financial year ended on 31st March, 2016 is enclosed as âAnnexure - [A]â to the Directorsâ Report.

NUMBER OF MEETINGS OFTHE BOARD OF DIRECTORS AND AUDIT COMMITTEES:

Your Board of Directors has duly met Six (06) times during the financial year i.e. on 27th May, 2015, 28th July, 2015, 30th September, 2015, 09th October, 2015, 03rd November, 2015 and 11th February, 2016 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

The Audit Committee has duly met Six (6) times during the financial year i.e. on 27th May, 2015,28th July, 2015,30th September, 2015, 09th October, 2015, 03rd November, 2015 and 11th February, 2016 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained forthe purpose.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The purpose of the âWhistle Blower Policyâ is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairperson of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy.

The Vigil Mechanism Policy has been uploaded on the website of the Company at http://www.coralhousing.in/pdf/Policies/Whistle-Blower-Policy.pdf

RELATED PARTYTRANSACTIONS:

All related party transactions that were entered into during the financial year were in the ordinary course of the business. There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.

CODEOF CONDUCT:

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Company believes in âZero Toleranceâ against bribery, corruption and unethical dealings / behaviors of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as âcode of business conductâ which forms an Appendix to the Code. The Code has been posted on the Companyâs website http://www.coralhousing.in/pdf/Policies/Code-of-Conduct.pdf

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

RISK MANAGEMENT:

Pursuant to Section 134(3)(n) of the Companies Act, 2013 & Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is not required to constitute a business risk management committee. Hence it is not applicable to the company for the year under review.

At present the company has not identified any element of risk which may threaten the existence of the company. PREVENTIONOFINSIDERTRADING:

All Board of Directors and the designated employees have confirmed compliance with the Code.

SIGNIFICANT/MATERIAL ORDERS PASSED BYTHE REGULATORS:

Subsequent to the cancellation of the certificate of registration, granted to the company to carry business as Non-Banking Financial Institution (NBFC), has during the year surrendered the original certificate to Reserve Bank of India on 30^th July 2015.

General

a) Your Company has not issued Equity Shares with differential rights as to dividend, voting or otherwise; and

b) Your Company does not have any ESOP scheme for its employees/Directors.

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

During the financial year 2015-16 the company has not received any complaints on sexual harassment and hence no complaints remain pending as of 31 March, 2016.

ACKNOWLEDGMENT:

We take this opportunity to express our deep sense of gratitude to Securities and Exchange Board of India, BSE Limited (BSE), National Stock Exchange of India Limited (NSE), Registrar of Companies, National Securities Depository Limited, Central Depository Services (India) Limited, M/s. Link In time India Private Limited, Bankers, Government Agencies and shareholders for their continued support.

By Order of the Board

For Coral India Finance & Housing Limited

sd/- sd/-

Navin B. Doshi Sachin N. Doshi

Managing Director Director & Chief Financial Officer

(DIN : 00232287) (DIN : 00259986)

Place : Mumbai

Date : 10th August, 2016

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting the 21 st Annual Report together with the Audited Statement of Accounts for the year ended 31 st March, 2015.

1. FINANCIAL RESULTS

The performance during the period ended 31st March, 2015 has been as under:

(Rupees in Lacs) Particulars 2014-15 2013-14

Income 1937.00 1368.51

Expenditure 635.95 528.94

Earning before Tax 1301.04 839.57

Provision for Tax 270.00 166.00

Provision for Deferred Tax 1.10 0.36

Less: Income Tax Adjustments of earlier years NIL 4.95

Earnings after Tax 1032.14 668.25

Less: Proposed Dividend, Tax on Dividend and Adjustment related to Fixed Assets 119.03 116.71

Balance Brought forward 5288.35 4736.81

Balance carried forward to Balance Sheet 6201.46 5288.35

DIVIDEND:

Your Directors are pleased to recommend dividend for the financial year 2014-2015 on the Equity Shares of the Company of face value of Rs.10.00/- each at the rate of Re.1/- (i.e. 10%) per equity share of the Company.

PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 1937.00 lacs as compared to previous year Rs.1368.51 lacs. However, the earnings aftertax stood at Rs.1032.14 lacs as compared to Rs. 668.25 lacs during the previous year.

TRANSFER TO RESERVES:

Your Company does not propose to transfer any amount to the General Reserve. An amount of Rs. 913.11 Lacs is proposed to be retained in the Statement of Profit and Loss.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Clause 49 of the Listing Agreements with Stock Exchanges, the Management Discussion and Analysis Report is enclosed as a part of this report.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

Your Company has taken adequate steps to adhere to all the stipulations laid down in Clause 49 of the Listing Agreement. A report on Corporate Governance is included as a part of this Annual Report. Certificate from the M/s. Uma Lodha & Co. Practicing Company Secretaries confirming the compliance with the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is included as a part of this report.

LISTING WITH STOCK EXCHANGES:

The Equity Shares of the Company continues to be listed at Bombay Stock Exchange (BSE) and National Stock Exchange (NSE). The scrip code number of the Equity shares of the Company on BSE is 531556 and CORALFINAC on NSE. The trading in the Securities of the Company has been resumed in "T" group. The Company is not trading on NSE. The Company confirms that it has paid the Annual Listing Fees for the year 2015-16 to BSE where the Company's Shares are listed.

DEMATERIALIZATION:

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and existing Registrar & Transfer Agent for dematerialization of existing holding of the shareholders.

The International Securities Identification Number, allotted to the Company is INE558D01013. The equity shares of the Company are listed at Bombay Stock Exchange Limited and National Stock Exchange.

89.77% of the company's paid up Equity Share Capital is in dematerialized form as on 31 st March, 2015 and balance 10.23% is in physical form. The Company's Registrars are Link Intime India Private Limited,C-13, Pannalal Silk Mills Compound, L. B. S. Marg, Bhandup (West), Mumbai - 400 078.

PUBLIC DEPOSIT:

Your Company has neither accepted nor renewed any deposit within the meaning of Section 73 and other applicable provisions, if any, of the Companies Act, 2013 and the necessary rules made there under during the year ended 31 st March, 2015.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantees and investment have been disclosed in the notes to the financial statements.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations and the nature of its business for the purchase of inventories, fixed assets and for the sale of goods. There is no continuing failure to correct major weaknesses in internal control system.

CORPORATE SOCIAL RESPONSIBILITY(CSR):

During the financial Year 2014-2015, the Company has not made any contribution to Corporate Social Responsibility as the Company was identifying the right avenue. The Company has as on the date of signing the report initiated the policy of contributing towards Corporate Social Responsibility.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

(A) Conservation of energy:

Considering the nature of business activities carried out by the Company, your Directors have nothing to report with regard to conservation of energy as required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988.

(B) Technology absorption:

The management keeps itself abreast of the technological advancements in the industry and has adopted the state of the art transaction, billing and accounting systems and also risk management solutions.

(C) Foreign exchange earnings and Outgo:

a) The foreign exchange earnings - Nil (previous year Nil).

b) The foreign exchange expenditure-Nil (previous year Nil).

STATE OF AFFAIRS:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

(i) Changes in Directors and Key Managerial Personnel (KMP):

(a) At the Board meeting held on 28th January 2015, your Company has appointed Mr. Sachin N. Doshi as 'Chief Financial Officer (CFO)' and 'Key Management Personnel (KMP)' and Ms. Manorama A. Yadav as Company Secretary (CS)'and 'Key Management Personnel (KMP)'of the Company.

(b) In accordance with the provision of Section 152(6) (a) of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Sachin N. Doshi (DIN: 00259986) of the Company retires by rotation at the ensuing Annual General Meeting and being eligible, offers, himself for reappointment. Your Board recommends his re-appointment.

(c) Confirmation of Appointment:

Pursuant to the provisions of the section 161(1) of the Companies Act, 2013 read with the Articles of Association of the company, Mrs. Sheela Kamdar(DIN: 06948522) is appointed as Additional Director and she shall hold office only up to the date of this Annual General Meeting and being eligible offer herself for appointment as an Independent Director.

(d) Appointment of Independent Directors:

Pursuant to Section 149 and other applicable provisions of the Companies Act, 2013, your Directors are seeking appointment of Mrs. Sheela R. Kamdar (DIN: 06948522) as Independent Directors for five consecutive years starting from 14th September, 2015. Details of the proposal for appointment of Mrs. Sheela R. Kamdar (DIN: 06948522) is mentioned in the Explanatory Statement under Section 102 of the Companies Act, 2013 of the Notice of the Annual General Meeting.

(ii) Appointment of Independent Director:

(a) At the Annual General Meeting of the members of the Company held on 26th September, 2014, your Company has appointed the following persons as the Independent Directors of the Company: '

Sr. Name of the Director DIN Designation No

1. Dr. Sharad R. Mehta 02555772 Independent Director

2. Ms. Ami M. Shah 02533591 Independent Director

Name of the Director Date of Appointment as on Independent Director

Mr. Sharad R. Metha 26th September, 2014

Ms. Ami M. Shah 26th September, 2014

DECLARATION OF INDEPENDENCE:

Your Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the provisions of Companies Act, 2013 read with the Schedules and Rules issued there under as well as Clause 49 of the Listing Agreement.

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual Directors pursuant to the provisions of the Act and the Corporate Governance Requirements as prescribed by Securities and Exchange Board of India ("SEBI") under Clause 49 of the Listing Agreements ("Clause 49").

The performance of the Board was evaluated by the Board after seeking inputs from all the Directors on the baÂ»is of the criteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc:.

The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee ("NRC") reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc.

In a separate meeting of independent Directors, performance of non-independent Directors, performance of the board as a whole and performance of the Chairman was evaluated, taking into account the views of executive Directors and non-executive Directors. The same was discussed in the board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES:

In accordance with Section 178 and other applicable provisions if any, of the Companies Act, 2013 read with the Rules issued there under and Clause 49 of the Listing Agreement, the Board of Directors at their meeting held on 11th AUGUST 2014 formulated the Nomination and Remuneration Policy of your Company on the recommendations of the Nomination and Remuneration Committee. The salient aspects covered in the Nomination and Remuneration Policy, covering the policy on appointment and remuneration of Directors and other matters have been outlined in the Corporate Governance Report which forms part of this Report.

The information required under Section 197 of the Companies Act, 2013 read with Companies Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of Directors/ employees of your Company is set out in "Annexure [C]" to this Report.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3) (c) of the Companies Act, 2013, Directors of your Company hereby state and confirm that

(a) In the preparation of the annual accounts for the year ended 31 st March 2015, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(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 the end of the financial year and of the profit and loss of the company for that period;

(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; and

(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.

(f) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

COMMITTEES:

(i) Audit Committee:

The Board has constituted a well-qualified Audit Committee with majority of them are Independent Directors including Chairman. They possess sound knowledge on accounts, audit, finance, taxation, internal controls etc. Ms. Ami M. Shah, Director acts as Chairperson to the Audit committee.

(a) (i) TheCompositionofAuditCommitteecomprisesthefollowing:

Sr. Name of the Director Designation in Committee Nature of No Directorship

1. Ms. Ami M. Shah Chairperson Non-Executive (Independent)

2. Dr. Sharad R. Mehta Member Non-Executive (Independent)

3. Mr. Sachin N. Doshi Member Non-Executive

(ii) Nomination and Remuneration Committee:

The Composition of Nomination and Remuneration Committee comprises the following:

Sr. Name of the Director Designation in Committee Nature of No Directorship

1. Ms. Ami M. Shah Chairperson Non-Executive (Independent)

2. Dr. Sharad R. Mehta Member Non-Executive (Independent)

3. Mr. Sachin N. Doshi Member Non-Executive

(iii) Stakeholders Relationship Committee:

The Composition of Stakeholders Relationship Committee comprises of thefollowing:

Sr. Name of the Director Designation in Committee Nature of No Directorship

1. Ms. Ami M. Shah Chairperson Non-Executive (Independent)

2. Dr, Sharad R. Mehta Member Non-Executive (Independent)

3. Mr. Sachin N. Doshi Member Non-Executive

AUDITORS AND AUDITORS' REPORT:

STATUTORY AUDITORS:

M/s. M. A. Parekh & Associates, Chartered Accountants, having (Registration number 121973W), Mumbai, the Statutory Auditors of the Company hold the office up to the conclusion of the ensuing Annual General Meeting and being eligible offers themselves for re-appointment for the financial year 2015-2016. Your Company has received written consent and a certificate stating that they satisfy the criteria provided under Section 141 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 and that the appointment, if made, shall be in accordance with the applicable provisions of the Companies Act, 2013 and rules issued there under.

As required under Clause 49 of the Listing Agreement, The Audit Committee and the Board of Directors recommend the appointment of M/s. M. A. Parekh & Associates, Chartered Accountants, as the Auditors of your Company-for the financial year 2015- 16 till the conclusion of the next AGM. The Auditors' Report for the financial year 2014-15, does not contain any qualification, reservation or adverse remark.

AUDITORS' REPORT/ SECRETARIAL AUDIT REPORT:

The Auditors have referred to certain routine matters in their report and the respective notes to the accounts are self-explanatory.

As required under Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha & Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. Certain reservations and observations made in the report with regard to non- appointment of internal Auditor. The Company is still looking for the right professional and that 100 percent of Promoter's Shares are not in Demat form. The Company has already initiated the process of demating the balance physical holding of Promoter's Shares. However, the Company would ensure in future that all the provisions are complied with to the fullest extent.

SECRETARIAL AUDIT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha & Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. The Secretarial Audit Report is annexed herewith as "Annexure- [B]" to this Report.

EXTRACT OF THE ANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rule, 2014, the Extract of Annual Return (Form No. MGT-9) as on the financial year ended on 31st March, 2015 is enclosed as "Annexure- [A]" to the Directors' Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND AUDIT COMMITTEES:

Your Board of Directors has duly met four (4) times during the financial year i.e. on 30th May 2014, 11th August 2014, 31st October 2014 and 28th January 2015 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

The Audit Committee has duly met five (5) times during the financial year. i.e. on 30th May 2014,11th August 2014,31st October 2014,2nd January, 2015 and 28th January 2015 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for Directors and employees to report genuine concerns has been established.

The purpose of the "Whistle Blower Policy" is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy.

The Vigil Mechanism Policy has been uploaded on the website of the Company at http://www.coralhousing.in/pdf/ Policies/ Whistle-Blower-Policy.pdf under investors/policies/Whistle-Blower Policy link.

RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were in the ordinary course of the business. There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.

Transactions with related parties entered by the Company in the normal course of business are periodically placed before the Audit Committee for its omnibus approval and the particulars of contracts entered during the year as per Form AOC-2 is enclosed as Annexure-D. The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules there under and the Listing Agreement. This Policy was considered and approved by the Board has been uploaded on the website of the Company at http://www.coralhousing.in/pdf/Policies/Related-Party- Transaction-Policy.pdf under investors/ policies /Related Party Policy link.

CODE OF CONDUCT:

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Company believes in "Zero Tolerance" against bribery, corruption and unethical dealings / behaviors of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as "code of business conduct" which forms an Appendix to the Code. The Code has been posted on the Company's website http://www.coralhousing.in/pdf/Policies/Code-of-Conduct.pdf under investors/Policies/ code of conduct The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behavior from an employee in a given situation and the reporting structure.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

RISK MANAGEMENT:

Pursuant to section 134 (3) (n) of the Companies Act, 2013 & Clause 49 of the listing agreement, the Company has constituted a business risk management committee. The details of the committee and its terms of reference are set out in the corporate governance report forming part of the Boards report.

At present the company has not identified any element of risk which may threaten the existence of the company.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

All Board of Directors and ihe designated employees have confirmed compliance with the Code.

SIGNIFICANT/MATERIALORDERS PASSED BYTHE REGULATORS:

During the year under review, the certificate of registration, granted to the company to carry business as Non-Banking Financial Institution (NBFI), has been cancelled by the Reserve Bank of India w.e.f. 26th August 2014

General

a) Your Company has not issued Equity Shares with differential rights as to dividend, voting or otherwise; and

b) Your Company does not have any ESOP scheme for its employees/Directors.

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND

REDRESSAL) ACT, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy against sexual harassment in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder.

During the financial year 2014-15, the company has not received any complaints on sexual harassment and hence no complaints remain pending as of 31 March, 2015.

ACKNOWLEDGMENT: -

We take this opportunity to express our deep sense of gratitude to Securities and Exchange Board of India, Bombay Stock Exchange Limited (BSE), National Stock Exchange of India Limited (NSE), Registrar of Companies, National Securities Depository Limited, Central Depository Services (India) Limited, M/s. Link Intime India Private Limited, Bankers and other Government Agencies for their continued support.

By Order of the Board For Coral India Finance & Housing Limited

sd/- sd/- Navin B. Doshi Sachin N. Doshi Managing Director Director & Chief Financial Officer

Place: Mumbai Date: 28th July, 2015

Mar 31, 2014

Dear Members,

The directors are pleased to present their Twentieth Annual Report and Audited Statement of Accounts for the year ended 31st March, 2014.

1. FINANCIAL SCORE BOARD (Rupees in Lacs)

Particulars 2013-14 2012-13

Income 1368.51 3237.92

Expenditure 528.94 1337.55

Earning before Tax 839.57 1900.02

Provision for Tax 166.00 380.00

Provision for Deferred Tax 0.36 0.06

Less: Income Tax Adjustments of earlier years4.95 (4.74)

Earnings after Tax 668.25 1524.70

Less: Proposed Dividend and Tax on Dividend116.71 -

Balance Brought forward 4736.81 3212.11

Balance carried forward to Balance Sheet 5288.35 4736.81

DIVIDEND

The Board of Directors have recommended dividend of 10%, i.e., Rs. 1.00/-fully paid per equity share of Rs. 10/-each for the financial year2013-14.

PERFORMANCE:

During the year under review, the company posted Revenue of Rs.1368.51 lacs as compared to previous year Rs. 3237.92 lacs. Earnings after tax stood at Rs. 668.25 lacs as compared to Rs. 1524.70 lacs during the previous year.

DIRECTORS:

In accordance with Section 152 and other applicable provisions of Companies Act, 2013 Mr. Navin B. Doshi (DIN: 00232287), who retires by rotation and being eligible offers himself for re-appointment. Your Directors recommend their re-appointment. it is proposed to appoint Dr. Sharad R. Mehta (DIN: 02555772) and Ms. Ami M. Shah (DIN: 02533591) as Independent Directors of the Company for a consecutive term offive years from this Annual General Meeting.

Brief resumes of Directors, nature of experience and the names of the Companies in which they hold directorship and the membership/chairmanship of the Board/ Committees , as stipulated under Clause 49 of the listing Agreement with the stock Exchange are provided in the report on Corporate Governance forming part of the Annual Report.

Based on the confirmations received, none of the Directors are disqualified for appointment under Section 274(1)(g) of the Companies Act, 1956 and Section 164(2) of Companies Act, 2013.

DIRECTORS''RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed and proper explainations relating to material departures, if any have been furnished.

b) the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

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.

PARTICULARS AS PER SECTION 217(2A) OFTHE COMPANIES ACT, 1956

The information as required under section 217(2A) of the Companies Act, 1956 as amended, read with the Companies (Particulars of Employees) Rules, 1975 and forming part of the Directors Report is not applicable as there are no employees who are in receipt of Rs 60,00,000/- or more per annum if employed throughout the year under review or Rs 5,00,000/- or more per month if employed for the part of the year under review.

CORPORATE GOVERNANCE

The Companies Act, 2013 & the listing agreement with the Stock exchanges require compliances with specified Corporate Governance practices. These practices have been fully implemented and a certificate from the Practicing Company Secretary as well as a detailed report on Corporate Governance, approved by the Board of Directors of the Company is set out in the Annual Report.

MANAGEMENT''S DISCUSSIONANDANALYSISREPORT

In accordance with Clause 49 of the Listing Agreement with the Stock Exchanges, Management Discussion & Analysis Report is attached as part ofthis Annual Report.

FIXEDDEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

AUDITORS

M/s. M. A. Parekh & Associates, Chartered Accountants and Statutory Auditors will retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. Members are requested to consider their re-appointment at a remuneration to be decided by the Board of Directors for the financial year.

AUDITORS OBSERVATIONS

The Auditors have referred to certain routine matters in their report and the respective notes to the accounts are self-explanatory. CONSERVATION OFENERGYANDTECHNOLOGYABSORPTION

The Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988 require disclosure of particulars regarding conservation of energy in Form A and Technology Absorption in Form B prescribed by the rules. The Company not being a manufacturing Company is advised that Form A and Bare not applicable to it.

FOREIGN EXCHANGE EARNINGS & EXPENDITURE

During the year ended 31st March, 2014 there was no income & expenditure in Foreign Exchange.

TAXPROVISIONS

The Company has made adequate tax provisions under the provisions of Income Tax Act, 1961.

LISTING

The Equity Shares of the Company continues to be listed at Bombay Stock Exchange and National Stock Exchange. The scrip code number of the Equity shares of the Company on BSE is 531556 and CORALFINACon NSE. The trading in the Securities of the Company has been resumed in "T" group. The Company is not Trading on NSE.

DEMATERIALIZATION

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and existing Registrar & Transfer Agent for dematerialization of existing holding of the shareholders.

The International Securities Identification Number, allotted to the Company is INE 558D01013. The equity shares of the Company are listed on Bombay Stock Exchange Limited and National Stock Exchange Limited

HUMANRESOURCES

Your Directors acknowledge and appreciate the sincere efforts and effective services rendered by the committed officers and staff of the company.

INFORMATION UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL), ACT, 2013.

In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, your Company has formed a Committee to look into such cases as and when they arise.

During the period under review, no cases were filed with the Committee.

WHISTLE BLOWER POLICY

As per the provision of Section 177(9) of the Companies Act, 2013 the listed Company shall established a vigil mechanism for directors and employees. The vigil mechanism shall also provide for adequate safeguards against victimization of persons who use such mechanism and make provision for direct access to the chairperson of the Audit Committee in appropriate or exceptional cases. However such mechanism has been disclosed by the Company on its website.

The purpose of the Whistleblower Policy is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy.

ACKNOWLEDGEMENT

Your Directors wish to thank all stakeholders and business partners, your Company''s bankers, financial institutions and business associates for their continued support and valuable co-operation. The Directors also wish to express their gratitude to investors for the faith that they continue to repose in the Company.

By Order of the Board For Coral India Finance & Housing Limited

sd/-

Place: Mumbai NAVIN B. DOSHI

Date : 30th May, 2014 Chairman & Managing Director

Mar 31, 2013

Dear Members,

The directors are pleased to present their Nineteenth Annual Report and Audited Statement of Accounts for the year ended 31 st March, 2013.

1. FINANCIAL PERFORMANCE

(Rupees in Lacs) Particulars 2012-13 2011-12

Income 3237.92 4215.84

Expenditure 1337.55 2954.20

Earning before Tax 1900.02 1261.64

Provision for Tax 380.00 260.00

Provision for Deferred Tax 0.06 0.24

Less: Income Tax Adjustments of earlier years (4.74) (0.13)

Earnings after Tax 1524.70 1001.27

Balance Brought forward 3212.11 2210.84

Balance carried forward to Balance Sheet 4736.81 3212.11

2. DIVIDEND

In order to conserve the financial resources of the Company for future, the Board of Directors do not recommend payment of any Dividend.

4. DIRECTORS

In accordance with provisions of the Companies Act 1956 and the Company''s Articles of the Association, Ms. Ami M. Shah who retires by rotation and being eligible offers herself for re-appointment.

5. DIRECTORS''RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed.

b) the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

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.

6. PARTICULARS OF EMPLOYEES

Information as per section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended is not applicable to your Company.

7. FIXED DEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

8. AUDITORS

The shareholders of the company are requested to re-appoint the retiring Auditors M/s. M. A. Parekh & Associates, Chartered Accountants, the retiring Auditors, who have furnished the requisite certificate u/s 224(1 B) of the Companies Act, 1956 and therefore eligible for re-appointment as Auditors of the company.

9. CORPORATE GOVERNANCE

The report on Corporate Governance and the Auditors'' certificate on compliance with the conditions of corporate governance under Clause 49 of the Listing Agreement is annexed to this report.

10. APPRECIATION

Your Director wish to place a record for their sincere appreciation and thanks for the excellent co-operation and support received from the companies Bankers, Business Associates, Suppliers, Consultant, Customers, Contractors and Shareholders at large, and look forward the same in a greater level in the ensuing years.

For and on behalf of the board of Directors

Place: Mumbai NAVINCHANDRA B. DOSHI

Date: 30th May, 2013 CHAIRMAN

Mar 31, 2012

The directors are pleased to present their Eighteenth Annual Report and Audited Statement of Accounts for the year ended 31st March, 2012

1. Financial Performance (Rs.in Lacs) 2011-12 2010-11

Income 4,215.84 1,684.23

Expenditure 2,954.20 930.86

Earning before Tax 1,261.64 753.37

Provision for Tax 260.00 154.00

Provision for Deferred Tax 0.24 1.68

Income Tax Adjustments of earlier years (0.13) (4.27)

Earnings after Tax 1001.27 593.42

Balance Brought forward 2,210.84 1,617.41

Balance carried forward to Balance Sheet 3,212.11 2,210.84

*Previous year figures have been regrouped in view of the Revised Schedule VI.

3. DIVIDEND

In order to conserve the financial resources of the company for future, the Board of Directors do not recommend payment of any dividend.

4. DIRECTORS

In accordance with provisions of the Companies Act 1956 and the Company's Articles of the Association, Mr. Sachin N. Doshi who retires by rotation and being eligible offers himself for re-appointment.

5. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed.

b) the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

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.

6. PARTICULARS OF EMPLOYEES

Information as per section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules,1975 as amended is not applicable to your Company.

7. FIXED DEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

8. AUDITORS

The shareholders of the company are requested to re-appoint the retiring Auditors M/s. M. A. Parekh & Associates, Chartered Accountants, the retiring Auditors, who have furnished the requisite certificate u/s 224(1B) of the Companies Act, 1956 and therefore eligible for re-appointment as Auditors of the company.

9. CORPORATE GOVERNANCE

The report on Corporate Governance and the Auditors' certificate on compliance with the conditions of corporate governance under Clause 49 of the Listing Agreement is annexed to this report.

10. APPRECIATION

Your Director wish to place a record for their sincere appreciation and thanks for the excellent co-operation and support received from the Company's Bankers, Business Associates, Suppliers, Consultant, Customers, Contractors and Shareholders at large, and look forward the same in a greater level in the ensuing years.

For and on behalf of the board of Directors NAVINCHANDRA B. DOSHI

CHAIRMAN

Place: Mumbai Date: 14th August, 2012

Mar 31, 2010

The directors are pleased to present their Sixteenth Annual Report and Audited Statement of Accounts for the year ended 31st March, 2010.

1. FINANCIAL PERFORMANCE

Rupees in Lacs

2009-10 2008-09

Income 431.29 245.64

Expenditure 130.30 110.99

Earning before Tax 300.99 134.65

Provision for Tax 5.00 13.00

Provision for Deferred Tax (2.12) 2.39

Provision for Fringe Benefit Tax - 1.50

Earnings after Tax 253.12 117.76

Add: Income Tax Adjustments of earlier years - -

Balance Brought forward 1364.29 1246.52

Balance carried forward to Balance Sheet 1617.41 1364.29

2. MANAGEMENT DISCUSSION AND ANALYSIs

(a) Industry Structure and Development: With overall economic scenario looking positive, the company is trying to maximize it performance for earning a better value for its shareholders.

(b) Segment-wise operational performance: Your Company has three segments viz. Finance, Naturopathy and Construction. During the year under review, income from the fund & naturopathy activities is Rs. 12,850,075/- compared to Rs. 16,557,363/- in the previous year and Construction activity Rs. 28,707,992/- compared to Rs. 6,298,591/- in the previous year.

(c) Outlook: The macro and micro economic over view seems positive.

(d) Opportunities and Threats : The slowdown in global economy could have an impact in the Indian market.

(e) Internal control systems and their adequacy: The internal audit department reviews key business process and controls. The business risk and its control procedures are reviewed periodically.

(f) Human Resources: Human Resource is the most valuable asset of the company. With a rapid changing in the environment, the management put the whole efforts for the betterment of the employees to face the challenges with the training and development at frequent intervals.

3. DIVIDEND

In view to strengthen the equity base, your Directors did not propose any Dividend.

4. DIRECTORS

In accordance with provisions of the Companies Act 1956 and the Companys Articles of the Association, Mr. Navin Doshi who retire by rotation and being eligible offers himself for re-appointment.

5. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section217 (2A) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed.

b) In the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

c) That the Directors had taken proper ad 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) That the Directors had prepared the annual accounts on a going concern basis.

6. PARTICULARS OF EMPLOYEES

Information as per section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules,1975 as amended is NIL.

7. FIXED DEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

8. AUDITORS

The existing Auditors M/s. Sutaria Associates, Chartered Accountants, have expressed their unwillingness to continue as the Statutory Auditors of the company for the year 2010-2011.

M/s. V N Mehta & Associates, Chartered Accountants, who have furnished to the Company the required certificate under Section 224(1 B) of the Companies Act, 1956 and therefore eligible for appointment as Auditors of the Company from the conclusion of the ensuing Annual General Meeting upto the conclusion of next Annual General Meeting.

9. APPRECIATION

Your Director wish to place a record for their sincere appreciation and thanks for the excellent co-operation and support received from the companies Bankers, Business Associates, Suppliers, Consultant, Customers, Contractors and Shareholders at large, and look forward the same in a greater level in the ensuing years.

10. CORPORATE GOVERNANCE

The report on Corporate Governance and the Auditors certificate on compliance with the conditions of corporate governance under Clause 49 of the Listing Agreement is annexed to this report.

For and on behalf of the board Directors

NAVINCHANDRA B. DOSHI CHAIRMAN

Place : Mumbai Date : 13th August, 2010

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