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Notes to Accounts of Ladderup Finance Ltd.

Mar 31, 2018

a. Terms & Conditions

The Company has only one class of Equity Shares having a par value of Rs. 10 per Share. Each holder of Equity Share is entitled to one vote per share.

In the event of liquidation of the Company, the holder of Equity Shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.

Other disclosures pursuant to Long-term Borrowings:

Secured Corporate Term Loan (LAP) from STCI

a. Term Loan from STCI Finance Limited amounting to Rs. 35,750,000/- (P.Y. Rs. 39,000,000) is secured by exclusive charge by way of registered mortgage of three plots of land in the name of Ladderup Enterprises Private Limited, a company owned/controlled by key management and/or their relatives. It carries interest rate of 13.50% per annum up to 20th November, 2017 and from 21st November, 2017 the rate was 12.25% per annum. The Loan is repayable in 48 equal monthly installments of Rs. 812,500/- each commencing from the end of 13th month of the date of first disbursement.

b. Term Loan from STCI Finance Limited amounting to Rs. 7,608,332/- (P.Y. Rs. 8,300,000) is secured by exclusive charge by way of registered mortgage of premises of the company. It carries interest rate of 13.50% per annum up to 5th December, 2017 and from 6th December, 2017 the rate was 12.25% per annum. The Loan is repayable in 36 equal monthly installments of Rs. 230,556/- each commencing from the end of 13th month of the date of first disbursement.

c. Secured Loan taken from ICICI Bank amounting to Rs. 1,121,761/- (P.Y. Rs. Nil) carrying interest rate of 9.10% p.a. The loan is repayable in May, 2020. The loan is secured against respective vehicle.

Secured Loan from Others includes

i) Secured Loan taken from Indianivesh Capital Limited amounting to Rs. 69,658,397/- (P.Y. Rs. 45,461,027/-) carrying interest rate of 13% p.a. up to 30th June, 2017 and thereafter 11.50% p.a. The loan is repayable in March, 2019. The loan is secured against pledge of some of the shares held by the Company as non-current investment.

Note 1 : Deferred Tax Assets (Net)

The major components of Deferred Tax (Liability) / Asset as recongised in the Financial Statement are as follows:

Note 2 : Accompanying Notes to Accounts

A) Contingent Liabilities :

B) In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

C) Disclosure pursuant to Accounting Standard - 15 ‘Employee Benefits’

Actuarial Assumptions:

* The estimates of future salary increases, considered in a actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

(i) Changes in the Present Value of Defined Benefit Obligation representing reconciliation of opening and closing balances thereof:

D) Segment Reporting

a. Basis of Preparation

In accordance with the requirements of Accounting Standard - 17 “Segment Reporting”, the Company’s business activities can be classified into two segments namely Investment & Trading in Shares & Securities and Finance Activities. The information about all the segments is given below.

b. Information about Primary Segments - Business Segments:

i. Segment Information

Note :

Fixed Assets and Other Assets used in the Company’s Operations or Liabilities contracted have not been identified to any of the Reportable Segments, as the Assets are used interchangeably between Segments. Hence, it is not practicable to provide Segment Disclosures relating to total Assets and Liabilities.

E) Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances) Rs. Nil (PY Rs. 2,197,067).

F) Company has transferred an amount of Rs. 12,695,630/- (P.Y. Rs. 25,236,980/-) equivalent to 20% of the Profits after Tax of the Company to Special Reserve Account in compliance with Section 45IC of the Reserve Bank of India Act.

G) Corporate Social Responsibility

As per provisions of section 135 of the Companies Act, 2013, the Company has to incur at least 2% of average net profits of the preceding three financial years towards Corporate Social Responsibility (“CSR”). Accordingly, a CSR committee has been formed for carrying out CSR activities as per the Schedule VII of the Companies Act, 2013.

Details of CSR Expenditure:

a) Gross amount required to be spent by the Company during the year is Rs. 1,145,634 (Previous Year Rs. Nil)

Figure in the bracket are in respect of Previous Year

H) The Additional information pursuant to schedule III to the companies act 2013 is either NIL or not applicable.

i) The previous year’s figures have been re-grouped/re-classified to conform to this year’s classification.


Mar 31, 2016

b. Terms & Conditions

The Company has only one class of Equity Shares having a par value of '' 10 per Share. Each holder of Equity Share is entitled to one vote per share.

In the event of liquidation of the Company, the holder of Equity Shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.

Secured Loan from Others includes :

i) Loan from Indianivesh Capital Limited amounting to '' 29,319,187 (PY '' 5,022,439) carrying Interest rate of 13% p.a. The loan is repayable in March, 2017. The loan is secured against pledge of some of the shares held by the Company as non-current investment.

ii) Loan from Bajaj Finance Limited amounting to '' Nil (PY '' 24,000,000) carrying Interest rate of 14% p.a. The loan is repaid in January, 2016. The loan is secured against pledge of some of the shares held by the Company as non-current investment

A) Contingent Liabilities :

i) Disputed Income Tax Liability amounting '' 11,16,826. (PY '' 5,10,740.)

B) In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

* The estimates of future salary increases, considered in an actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

* Since there was no employees in the earlier years.

D) Segment Reporting

a. Basis of Preparation

In accordance with the requirements of Accounting Standard - 17 "Segment Reporting", the Company''s business activities can be classified into two segments namely Investment & Trading in Shares & Securities and Finance Activities. The information about all the segments are given below.

Note :

Fixed Assets and Other Assets used in the Company''s Operations or Liabilities contracted have not been identified to any of the Reportable Segments, as the Assets are used interchangeably between Segments. Hence, it is not practicable to provide Segment Disclosures relating to total Assets and Liabilities.

E) Related Party Disclosures a. List of Related Parties

Name of the Party Relationship

Mr. Sunil Goyal Managing Director

Mr. Deepak Ladha (Up to 04/04/2015) Executive Director

Mr. Manoj Singrodia Director

Mr. Sanket Limbachiya Company Secretary

Mr. Suresh Kumar (From 12/08/2015) Chief Financial Officer

Mrs. Usha Goyal

- Relative of Key Managerial Personnel & Director

Mrs. Santosh Singrodia

Ladderup Corporate Advisory Private Limited

(Up to 30/09/2015)_ Subsidiary Company

Ladderup Wealth Management Private Limited

Ladderup Foundation A trust in which directors of Company are trustees

Annapurna Pet Private Limited Associate Company

Ladderup Corporate Advisory Private Limited

(From 01/10/2015)_ Enterprises over which Key Managerial Personnel or

Ladderup Venture LLP their relatives are able to exercise significant influence

New India Spinning Co.

* During the year on 30th September, 2015 the company has sold 246,500 equity shares of its 100% subsidiary company, Ladderup Corporate Advisory Private Limited (LCAPL) and there by the holding of the company in LCAPL is reduced to 15% and LCAPL ceased to be a subsidiary company w.e.f 30th September,2015.

G) Company has transferred an amount of '' 50,93,162/- (P.Y. '' 34,99,349/-) equivalent to 20% of the Profits after Tax of the Company to Special Reserve Account in compliance with Section 45IC of the Reserve Bank of India Act.

H) The previous year''s figures have been re-grouped / re-classified to conform to this year''s classification.

Notes :

1 As defined in paragraph 2(1)(xii) of the Non-Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Directions 1998

2 Provisioning norms shall be applicable as prescribed in Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007

3 All Accounting Standards and Guidance Notes issued by ICAI are applicable including for valuation of investments and other assets as also assets acquired in satisfaction of debt. However, market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above


Mar 31, 2015

A. Terms & Conditions

The Company has only one class of Equity Shares having a par value of Rs 10 per share. Each holder of Equity Share is entitled to one vote per share.

In the event of liquidation of the Company, the holder of Equity Shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.

Secured Loan from Others includes :

i) Loan from Bajaj Finance Limited amounting to Rs 2,40,00,000 carrying interest rate of 14% p.a. The loan is repayable in January, 2016. The loan is secured against pledge of some of the shares held by the Company as non - current investment.

ii) Loan from Indianivesh Capital Limited amounting to Rs 50,22,439 carrying interest rate of 14% p.a. Tha loan is repayable in March, 2016. The loan is secured against pledge of some of the shares held by the Company as non- current investment.

Note 2 : Accompanying Notes to Accounts

A) Contingent Liabilities & Capital Commitment:

i) Uncalled liability on partly paid up Equity Shares Nil (P. Y. Rs 1,19,21,070 )

ii) Disputed Income Tax Liability for the AY 2012-13 amounting Rs 5,10,740. (P. Y. Nil)

B) In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business atleast equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

C) Disclosure pursuant to Accounting Standard - 15 'Employee Benefits'

Actuarial Assumptions:

* The estimates of future salary increases, considered in a actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

D) Segment Reporting

a. Basis of Preparation

In accordance with the requirements of Accounting Standard - 17 "Segment Reporting", the Company's business activities can be classified into two segment namely Investment & Trading in Shares & Securities and Finance Activities. The information about all the segments are given below.

Note :

Fixed Assets and Other Assets used in the Compnay's Operations or Liabilities contracted have not been identified to any of the Reportable Segments, as the Assets are used interchangeably between Segments. Hence, it is not practicable to provide Segment Disclosures relating to total Assets and Liabilities.

E) Related Party Disclosures a. List of Related Parties

Name of the Party Relationship

Mr. Sunil Goyal Managing Director

Mr. Manoj Singrodia Director

Mr. Deepak Ladha Executive Direcor

Mr. Harsha Saksena (Upto 31st March, 2015) CFO & Director

Mr. Sanket Limbachiya (From 1st February, 2015) Company Secretary

Mrs. Usha Goyal Relative of Key Management Personnel

Mrs. Santosh Singrodia Relative of Key Management Personnel

Ladderup Corporate Advisory Pvt. Ltd. Subsidiary Company

Ladderup Wealth Management Pvt. Ltd. Subsidiary Company

Ladderup Insurance Broking Pvt. Ltd., Subsidiary Company (Upto 19th January, 2015)

Ladderup Foundation

A trust in which directors of Company are trustees

New India Spinning Company

Enterprises over which Key Management Personnel or their relatives are able to exercise significant influence

I) Effective from 1st April, 2014, the Company has charged depreciation on its assets base on their useful life as stipulated under Schedule II of the Companies Act,2013. Due to this, the depreciation for the year ended on 31st March, 2015 is higher by Rs 51,154 as compared to the depreciation computed under provisions of the Companies Act, 1956.

J) The previous year's figures have been re-grouped / re-classified to conform to this year's classification.

1 As defined in paragraph 2(1)(xii) of the Non-Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Directions 1998

2 Provisioning norms shall be applicable as prescribed in Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007

3 All Accounting Standards and Guidance Notes issued by ICAI are applicable including for valuation of investments and other assets as also assets acquired in satisfaction of debt. However, market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above


Mar 31, 2014

Note 1 : Deferred Tax Liabilities (Net)

The major components of Deferred Tax Liability / (Asset) as recongised in the Financial Statement are as

*As on 31-03-2014, there are no amounts due to the suppliers covered under Micro, Small and Medium Enterprises Development Act, 2006.

Note 2 : Accompanying Notes to Accounts

A) Contingent Liabilities & Capital Commitment: Uncalled liability on partly paid-up Equity Shares Rs.1,19,21,070 (P.Y. Nil)

B) In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

*The estimates of future salary increases, considered in a actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

(i) Changes in the Present Value of Defined Benefit Obligation representing reconciliation of opening

D) Segment Reporting

a. Basis of Preparation

In accordance with the requirements of Accounting Standard - 17 "Segment Reporting", issued by Companies (Accounting Standards) Rules, 2006 the Company''s business activities can be classified into two segment namely Investment & Trading in Shares & Securities and Finance Activities. The information about all the segments are given below.

Note :

Fixed Assets and Other Assets used in the Compnay''s Operations or Liabilities contracted have not been identified to any of the Reportable Segments, as the Assets are used interchangeably between Segments. Hence, it is not practicable to provide Segment Disclosures relating to total Assets and Liabilities.

E) Related Party Disclosures

a. List of Related Parties

Name of the Party Relationship

Mr. Sunil Goyal Managing Director

Mr. Manoj Singrodia Director

Mr. Deepak Ladha Executive Direcor

Mr. Harsha Saksena (w.e.f. 14th August, 2013) Executive Director

Mrs. Usha Goyal Relative of Key Management Personnel

Mrs. Santosh Singrodia Relative of Key Management Personnel

Ladderup Corporate Advisory Pvt. Ltd. Subsidiary Company

Ladderup Wealth Management Pvt. Ltd. Subsidiary Company

Ladderup Insurance Broking Pvt. Ltd. Subsidiary Company

Quiet Enterprises LLP - (P.Y. Quiet Investments Pvt. Ltd.) Enterprises over which Key Management Ladderup Securities Pvt. Ltd. — Personnel or their relatives are able to Sonu Portfolio Services Pvt. Ltd. exercise significant New India Spinning Company influence



H) Company has transferred an amount of Rs 46,96,003/- (P.Y. Rs. 51,11,596/-) equivalent to 20% of the Profits after Tax of the Company to special reserve account in compliance with section 45IC of the Reserve Bank of India Act.

I) During the year 2010-11, the Company had made an issue of 50,00,000 Convertible Warrants on preferential basis convertible into equity shares of face value of Rs. 10/- each fully paid up at a price of Rs.30/- per share (including premium of Rs.20/-) to promoter group and other investors in accordance with SEBI guidelines. The Company has fully utilized the Warrant proceeds towards the objects as mentioned in the offer document.

J) The previous year''s figures have been re-grouped / re-classified to conform to this year''s classification.

Notes :

1 As defined in paragraph 2(1)(xii) of the Non-Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Directions, 1998.

2 Provisioning norms shall be applicable as prescribed in Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007.

3 All Accounting Standards and Guidance Notes issued by ICAI are applicable including for valuation of investments and other assets as also assets acquired in satisfaction of debt. However, market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long-term or current in (4) above.


Mar 31, 2013

A) In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilites is adequate and not in excess of amount reasonably necessary.

B) Some of the Loans & Advances are subject to confirmation and reconciliation. Consequential adjustment thereof, if any, will be given effect into the books of account in the year of such adjustment.

C) Disclosure pursuant to Accountng Standard – 15 ''Employee Benefts''

No Provision for retrement benefts as required by the Accountng Standard (AS)-15 (Revised) is required, since the Company did not have any employees during the year.

D) Segment Reportng

a. Basis of Preparaton

In accordance with the requirements of Accountng Standard – 17 "Segment Reportng", issued by ICAI/Companies (Accounting Standards) Rules, 2006 the Company''s business activities can be classified into two segments namely Investment & Trading in Shares & Securites, and Finance Actvites. The informaton about all the segments are given below.

b. Informaton about Primary Segments – Business Segments:

E) Company has transferred an amount of Rs. 51,11,596/- ( P. Y. Rs. 25,05,289/-) equivalent to 20% of the Profts Afer Tax of the Company to special reserve account in compliance with Secton 45IC of the Reserve Bank of India Act.

F) During the year 2010-11, the Company had made an issue of 50,00,000 Convertble Warrants on Preferental Basis convertble into Equity Shares of face value of Rs. 10/- each fully paid up at a price of Rs. 30/- per Share (including premium of Rs. 20/-) to the Promoter group and Other Investors in accordance with SEBI Guidelines. During the year, the said Warrants have been converted into 50,00,000 Equity Shares of Rs. 10/- each on 24th April, 2012. Out of the total money received, the Company has utlised Rs. 14,20,95,403/- towards the objects as mentoned in the ofer document. The balance amount of Rs. 79,04,597/- pending utlisaton is lying with Mutual Funds & Banks .

G) The previous year''s figures have been re-grouped / re-classified to conform to this year''s classifcaton .


Mar 31, 2012

A. Terms & Conditions

The Company has only one class of Equity Shares having a par value of Rs. 10/- per share. Each holder of Equity Share is entitled to one vote per share.

In the event of liquidation of the Company, the holder of Equity Shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.

Above Vehicle Loan is secured by hypothecation of vehicle financed. The loan carries rate of interest @ 8% p.a. and repayable in 35 equal installments starting from October, 2010.

Note 1 : Accompanying Notes to Accounts

A) In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

B) Some of the Sundry Debtors, Sundry Creditors, Loans and Advances are subject to confirmation and reconciliation. Consequential Adjustment thereof, if any, will be given effect into the books of account in the year of such adjustment.

C) Disclosure pursuant to Accounting Standard - 15 "Employee Benefits"

No Provision for retirement benefits in terms of the Accounting Standard (AS)- 15 (Revised) is required, since the Company did not have any employees during the year.

D) Segment Reporting

a. Basis of preparation

In accordance with the requirements of Accounting Standard-17 "Segment Reporting", issued by ICAI/Companies (Accounting Standards) Rules, 2006 the Company's business activities can be classified into two segments namely Investment & Trading in Shares & Securities, and Finance Activities. The information about all the segments are given below.

b. Information about Primary Segments -Business Segments:

Note :

Fixed Assets and Other Assets used in the Company's operations or liabilities contracted have not been identified to any of the reportable segments, as the assets are used interchangeably between segments. Hence, it is not practicable to provide segment disclosures relating to total assets and liabilities.

E) Company has transferred an amount of Rs. 25,05,289/- (P.Y. Rs. 19,07,844/-) equivalent to 20% of the Profits after Tax of the Company to Special Reserve Account in compliance with section 45IC of the Reserve Bank of India Act.

F) On 25th October 2010, the Company has allotted 5,000,000 Share Warrants on preferential basis convertible into Equity Shares of Face Value of Rs. 10/- each fully paid up at a price of Rs. 30/- per share (including premium of Rs. 20/-) to Promoter Group and Other Investors in accordance with SEBI Guidelines. The Company has received an amount aggregating to Rs. 129,750,000 against these Convertible Warrants. Out of the total money received, the Company has utilized Rs. 128,806,864 towards the objects as mentioned in the offer document. The balance amount of Rs. 9,43,136 pending utilization is lying with Mutual Funds & Banks.

G) The previous year's figures have been re-grouped / re-classified to conform to this year's classification which is as per Revised Schedule VI. This adoption does not impact recognition and measurement principles followed for preparation of financial statements as at 31st March, 2011.


Mar 31, 2011

1. In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated and are realizable in the ordinary course of business. The provision for all known liabilites is adequate and not in excess of the amount reasonably necessary.

2. The balances and classification of Sundry Debtors, Loans and Advances, Sundry Creditors and Other Liabilities shown in the Financial Statements are as per the ledgers and are subject to confirmation and consequent reconciliation and adjustment.

3. Contingent Liabilities not provided for: Nil (P.Y. Nil)

4. No provision for retirement benefits as required by the Accounting Standard (AS)-15 (Revised) is made, since the Company does not have any employees during the year.

5. During the year the Company has acquired 85% stake of M/s. Ladderup Insurance Broking Private Limited and there by it has become Subsidiary of the Company.

6. Segment Information:

In accordance with the requirements of Accounting Standard – 17 "Segment Reporting, issued by ICAI/Companies (Accounting Standards) Rules, 2006 the Company’s business activities can be classified into two segments namely Investment & Trading in Shares & Securities and Finance activities. The information about all the Segments is given in Annexure V to the Schedules forming part of Balance Sheet.

7. Related Partes:

For the year ended 31st March, 2011

(a) key Management Personnel:

Mr. Sunil Goyal : Managing Director

Mr. Manoj Singrodia : Director

Mr. Parimal Sheth : Executive Director & CEO

Mr. Rajesh Murarka : Executive Director & CFO

(b) Relative of key Management Personnel with whom the Company has entered in to transactions during the year:

Mrs. USA Goyal

Mrs. Santosh Singrodia

(c ) Name of the enterprises where director or its relatives are able to exercise significant influence with whom the Company has entered into transactions during the year:

Singrodia Goyal & Co. Quiet Investments Private Limited Ladderup Securites Private Limited Sonu Portolio Services Private Limited

(d) Associates:

Lotus Spaces Private Limited New India Spinning Company

(e) Subsidiary Companies:

Ladderup Corporate Advisory Private Limited Ladderup Wealth Management Private Limited Ladderup Insurance Broking Private Limited transactions :2010-11

(b) Relative of key Management Personnel with whom the company has entered in to transaction during the year:

Mrs. Usha Goyal

Mrs. Santosh Singrodia

(c ) Name of the enterprises where director or its relatives are able to exercise significant influence with whom the Company has entered into transactions during the year:

Singrodia Goyal & Co. Jay Ambe Enterprises Ladderup Securites Private Limited

(d) Associates:

Lotus Spaces Private Limited New India Spinning Company

(e) Subsidiary Companies:

Ladderup Corporate Advisory Private Limited Ladderup Wealth Management Private Limited Transactons: 2009-10

8. Amounts due to Micro, Small and Medium enterprises:

As on 31.03.11, there are no amounts due to the suppliers covered under Micro, Small and Medium Enterprises Development Act, 2006.

9. earning Per Share:

In accordance with Accountng Standand 20 – Earning Per Share issued by ICAI/Companies (Accountng Standard) Rules, 2006, computation of earning per share is set our below:

10. taxes on Income:

i) Provision for Taxation for the year has been made in accordance with the Provisions of the Income Tax Act, 1961.

ii) In terms of Accounting Standard 22 accounting for Taxes on Income" issued by ICAI/ Companies (Accounting Standards) Rules, 2006 the Company has recognized Deferred Tax Liability amounting to Rs.43,668 for the year ended 31st March, 2011 in the Profit & Loss Account.

11. Company has transferred an amount of Rs. 19,07,844 (P.Y. Rs. 17,51,558) equivalent to 20% of the Profits after Tax of the Company to Special Reserve Account in compliance with Section 45IC of the Reserve Bank of India Act.

12. During the year the Authorised Share Capital of the Company has been increased from Rs. 1,000 Lacs (divided into 100 Lacs Equity Shares of Rs. 10 each) to Rs. 1,500 Lacs (divided into 150 Lacs Equity Shares of Rs. 10 each) vide Special Resolution passed in the Annual General Meeting of the Company held on 21st September, 2010.

13. During the year, the Company had issued, on preferential basis, 50 Lacs Convertible Share Warrants to Promoter Group and other Investors. Each warrant shall be Convertible into one Equity Share of the Company at a price of Rs. 30 per share i.e. at a premium of Rs. 20 per Share within 18 months of their allotment. The Company had received Rs. 1,071 Lacs towards partial/full subscription towards the warrants. Out of the proceeds received the Company has utilized Rs. 971.73 Lacs towards the objects as mentioned in the offer document. Pending utilization, the balance funds of Rs. 99.27 Lacs has been temporarily lying with Mutual Funds & Banks.

14. Figures of previous year have been regrouped, reclassified and / or rearranged wherever necessary.


Mar 31, 2010

1. In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated and are realizable in the ordinary course of business. The provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

2. The Balances and classification of Sundry Debtors, Loans and advances, Sundry Creditors and other liabilities shown in the Financial Statements are as per the ledger and are subject to confirmation and consequent reconciliation and adjustment.

3. Contingent Liabilities not provided for : Rs. Nil

4. Additional information pursuant to the provisions of paragraphs 3, 4C and 4D have been given hereinbelow to the extent applicable :

5. Liabilities in respect of Gratuity is accounted for on cash basis which is not in conformity with Accounting Standard (AS) 15 (Revised 2005) on Employee Benefits as issued by the ICAI/ Company (Accounting Standards) Rules, 2006, which requires that Gratuity Liability be accounted for on accrual basis.

6. During the year, the Company has earned income of Rs. 6,186,868/- (P.Y. Rs. 9,600,142/-) as revenue sharing of fees from Ladderup Corporate Advisory Private Limited (LCAPL), a wholly owned subsidiary of the Company, being 15% of total fees income as reduced by bad debts, if any, pursuant to Revenue sharing Agreement between the Company and LCAPL.

7. Sundry Debtors represents Rs. 21,52,166/- (P.Y. Rs. 8,97,371/-) receivable from Ladderup Corporate Advisory Private Limited, its wholly owned subsidiary.

8. Details of Equity Shares in quoted Companies held by the Company, as referred to in Schedule “6” are given in Annexure "II" to the Notes on Accounts.

9. Segment Information:

In accordance with the requirements of Accounting Standard - 17 "Segment Reporting", issued by ICAI/Companies (Accounting Standards) Rules, 2006 the Companys business activities can be classified into three segment namely Investment & Trading in shares & Securities, Consultancy and Finance activities. The information about all the segments is given in Annexure “III” to the Notes on Accounts.

10. Related Parties:

For the year ended 31st March, 2010

(a) Key Management Personnel:

Mr. Sunil Goyal Managing Director

Mr. Manoj Singrodia Director

Mr. Parimal Sheth Executive Director & CEO

Mr. Rajesh Murarka Executive Director & CFO



(b) Relative of Key Management Personnel with whom the company has entered in to transaction during the year:

Mrs. Usha Goyal

Mrs. Santosh Singrodia

(c) Name of the Enterprises where director or its relatives are able to exercise significant influence with whom the Company has entered into transactions during the year:

M/s. Singrodia Goyal & Co.

M/s. Jay Ambe Enterprises

M/s. Ladderup Securities Private Limited

(d) Associates:

M/s. Lotus Spaces Private Limited

M/s. New India Spinning Company



Note: Related Parties as disclosed by Management and relied upon by auditors.

For the year ended 31st March, 2009.

(a) Key Management Personnel:

Mr. Sunil Goyal Managing Director

Mr. Manoj Singrodia Director Mr. K.V.S. Shyam Sunder Director

Mr. K.M.Tulsian Director

Mr. Burzin Somandy Director

Mr. Dhaval Desai Director

Mr. Hemang Jangla Director

Mr. T.B. Subramanian Director

Mr. Parimal Sheth Executive Director & CEO

Mr. Rajesh Murarka Executive Director & CFO

Mr. Saurabh Agarwal* Executive Director & CFO



*Resigned w.e.f. 30th September, 2008

(b) Relative of Key Management Personnel:

Mrs. Usha Goyal

Mrs. Santosh Singrodia



(c) Name of the Enterprises having same Key Management Personnel with whom the Company has entered into transactions during the year:

Havmore Financial Services India Limited

Precious Real Estate Private Limited

Jay Ambe Enterprises

Invent Bio-Med Private Limited

JumboKing Foods Private Limited

Parag Milk Foods Private Limited

Kisan Mouldings Limited

(d) Associates:

M/s. Singrodia Goyal & Company

M/s. New India Spinning Company

M/s. Ladderup Securities Private Limited



Note: Related Parties as disclosed by Management and relied upon by auditors.

11. Amounts due to Micro, Small and Medium Enterprises:

Based on the information available with the Company, no creditors have been identified as “supplier” within the meaning of "Micro, Small and Medium Enterprises Development (MSMED) Act, 2006".

12. Taxes on Income:

(i) Provision for taxation for the year has been made in accordance with the provisions of the Income-tax Act, 1961.

(ii) In terms of Accounting Standard-22 "Accounting for Taxes on Income" issued by ICAI/ Companies (Accounting Standards) Rules, 2006 the company has recognized Deferred Tax Assets amounting to Rs. 14,902 for the year ended 31st March, 2010 in the Profit & Loss Account.

13. Company has transferred an amount of Rs. 17,51,558/- (P.Y. Rs. 1,202,506/-) equivalent to 20% of the profits after tax of the Company to Special Reserve Account in compliance with Section 45IC of the Reserve Bank of India Act.

14. During the year financial 2008-09, the Company had issued, on preferential basis, 40.00 Lacs convertible warrants at a premium of Rs. 10/- per warrant to promoter group and other investors, in accordance with SEBI guidelines. The Company had received upfront money Rs. 773.00 Lacs on 40.00 Lacs warrants, out of this 38.50 Lacs warrants were converted into equity shares during the year. Balance 1.50 Lacs warrants were not converted into equity shares on non exercise of option before the due date and accordingly the upfront subscription amount of Rs. 3.00 Lacs on issue of these warrants have been forfeited during the year and credited to capital reserve. The Company has utilized entire amount of warrant issue proceeds towards strategic investment in various ventures, other listed/unlisted companies and general corporate purpose.

15. Figures of previous year have been regrouped, reclassified and/or rearranged wherever necessary.

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