Notes to Accounts of Mefcom Capital Markets Ltd.

Mar 31, 2015

1. CONTINGENT LIABILITIES

a) Corporate Guarantee issued to the banker of Mefcom Securities Ltd. (subsidiary company) for securing guarantee issued by their banker ' 1,00,00,000/- (Previous Year Rs. 1,00,00,000/-).

b) Capital Commitments: Estimated amount of contracts to be executed on capital account but not provided for - Rs.2,70,00,000/-(Previous Year-Rs.2,70,00,000/-)

2. PROVISION FOR TAXATION

a) . Provision for Income-tax has been made in accordance with the provisions of the Income-tax Act, 1961.

b) . The Company has carry forward losses under tax laws. In absence of virtual certainty of sufficient future taxable income, net deferred tax asset has not been recognized in accordance with the Accounting Standard - 22 on "Accounting for Taxes on Income'.

3. The Company has identified that there is no material impairment of assets and as such no provision is required in terms of Accounting Standard-28 on "Impairment of Assets".

4. No amount was due to the suppliers registered under The Micro, Small and Medium Enterprises Development Act, 2006 as on 31st March, 2015.

5. SEGMENT REPORTING

The company has considered business segment as the primary segment. Segments have been identified taking into account the nature of the activities, the differing risks and returns, the organisation structure and internal reporting system. There are no reportable geographical segments.

Segment Revenue, Segment Results, Segment Assets and Segment Liabilities include the respective amount identifiable to each segment and also amount allocated on a reasonable basis. Assets, Liabilities, Incomes and Expenses that can not be allocated between the segments are shown as part of Unallocable Assets, Liabilities, Incomes and Expenses respectively.

6. RELATED PARTY DISCLOSURE

Related Party Disclosure in accordance with the Accounting Standards (AS-18) on "Related Party Disclosures" are as under:

i) Related Parties : List of related parties where control exists and related parties with whom transactions have been taken place and relationships:

Kev Management Personnel: Subsidiary:

Mr. Vijay Mehta - Chairman Mefcom Securities Ltd.

Enterprise over which key management personnel can exercise significant influence:

IKMA Infoway Private Ltd.

Note: Related party relationship is as identified by the Company and relied upon by the Auditors.

7. EMPLOYEES BENEFITS

a) Denned Contribution Plan

There was no employee in the company who was eligible for contribution to Providend Fund or any other Fund.

b) Defined Benefit Plan

Gratuity is being provided on cash basis. During the year no gratuity was paid.

c) The company does not have practice of carry forward and encashment of unavailed leaves. Therefore, no disclosures are required in this regard.

8. Pursuant to the enactment of Companies Act 2013, the company has applied the estimated useful lives as specified in Schedule II, except in respect of certain assets as disclosed in Accounting policy on Depreciation and Amortization. Accordingly the unamortized carrying value is being depreciated/ amortized over the revised/ remaining useful lives. The written down value of Fixed Assets whose lives have expired as at 1 st April 2014 have been adjusted on the opening value of General Reserve Account amounting to Rs.3,04,800.67.

Due to change in useful life of the assets as per Schedule II to the Companies Act, 2013, there is a higher charge of depreciation of Rs.1,13,104.35 and a corresponding impact on the written down value of the assets.

9. In the opinion of the management, Current/Non Current Assets, Loans and Advances shall have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet and provision for all known liabilities have been made and contingent liabilities disclosed properly.

10. Previous years' figures have been regrouped / rearranged wherever considered necessary to conform to current years' classification.

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Mar 31, 2014

1 SHARE CAPITAL

1(a) The Company has only one class of equity shares having a par value of 10/-per share. Each shareholder is eligible for one vote per share. The dividend , if any, proposed by the Board of Directors is subject to the approval of shareholders except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion of their shareholding.

2. CONTINGENT LIABILITIES

a) Disputed demand under income Tax Act, 1961 : NIL (Previous Year: Rs.23,73.140/)

b) Corporate Guarantee issued to the banker of Mefcom Securities Ltd. (subsidiary company) for securing guarantee issued by their banker Rs. 1,00.00,000/- (Previous Year Rs. 1,00,00,000/-).

c) Capital Commitments: Estimated amount of contracts to be executed on capital account but not provided for Rs.2,70,00,0000/-(PreviousYear-NIL).

3. PROVISION FOR TAXATION

a). Provision for Income-tax has been made in accordance with the provisions of the Income-tax Act, 1961.

b). The Company has carry forward losses under tax laws. In absence of virtual certainty of sufficient future taxable income, net deferred tax asset has not been recognized in accordance with the Accounting Standard-22 on ''Accounting for Taxes on Income''.

4. The Company has identified that there is no material impairment of assets and as such no provision is required in terms of Accounting Standard-28 on "Impairment of Assets".

5. No amount was due to the suppliers registered under The Micro, Small and Medium Enterprises Development Act, 2006 as on 3L'' March, 2014.

6. a) Directors have waived off their right to claim sitting fees in respect of the meetings attended by them during the year.

b) Remuneration has been paid to the Chairman as a minimum remuneration in accordance with the limit prescribed in Schcdulc- XIII of the Companies Act, 1956 and resolution passed by the members in the General Meeting as per details given hereunder :-

Salary &Allowanccs:Rs.9,25.806/-(Previous year: Rs. 15,00,000/-)

7. SEGMENT REPORTING

The company has considered business segment as the primary segment. Segments have been identified taking into account the nature of the activities, the differing risks and returns, the organisation structure and internal reporting system. There are no reportable geographical segments.

Segment Revenue, Segment Results, Segment Assets and Segment Liabilities include the respective amount identifiable to each segment and also amount allocated on a reasonable basis. Assets, Liabilities, Incomes and Expenses that can not be allocated between the segments are shown as part of Unallocable Assets, Liabilities. Incomes and Expenses respectively.

8. EMPLOYEES BENEFITS

a) Defined Contribution Plan

There was no employee in the company who was eligible for contribution to Providend Fund or any other Fund.

b) Defined Benefit Plan

Gratuity is being provided on cash basis. During the year no gratuity was paid. Method of valuation of accrued liability for retirement benefits has been changed from ''accrual basis'' in the previous year to ''cash basis" in the current year. The impact of such change in the method of valuation of liability for retirement benefits is not ascertainable.

c) The company docs not have practice of carry forward and encashment of unavailed leaves. Therefore, no disclosures are required in this regard.

9. Balances of some of the parties are subject to confirmation.

35. In the opinion of the management, Current/Non Current Assets, Loans and Advances shall have a value on realisation in the ordinary course of business at least equal to the amount at which they arc stated in the Balance Sheet and provision for all known liabilities have been made and contingent liabilities disclosed properly.

10. Previous years'' figures have been regrouped / rearranged wherever considered necessary to conform to current years'' classification.

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Mar 31, 2013

1 CONTINGENT LIABILITIES

a) Unpaid calls on Investments: Rs. 1,25,02,500/- (Previous Year: Rs. 1,25,02,500/-).

b) Disputed demand under Income Tax Act, 1961 : Rs.23,73,140/- (Previous Year: Rs. Nil)

c) Corporate Guarantee issued to the banker of Mefcom Securities Ltd. (subsidiary company) for securing guarantee issued by their banker Rs. 1,00,00,000/- (Previous Year Rs. 1,00,00,000/-).

2 PROVISION FOR TAXATION

a) Provision for Income-tax has been made in accordance with the provisions of the Income-tax Act, 1961.

b) The Company has carry forward losses under tax laws. In absence of virtual certainty of sufficient future taxable income, net deferred tax asset has not been recognized in accordance with the Accounting Standard - 22 on Accounting for Taxes on Income'' issued by the Institute of Chartered Accountants of India.

3 The Company has identified that there is no material impairment of assets and as such no provision is required in terms of Accounting Standard-28 issued by the Institute of Chartered Accountants of India.

4 ''Special Reserve'' was created in earlier years as prescribed by Reserve Bank of India.

5 No amount was due to the suppliers registered under The Micro, Small and Medium Enterprises Development Act, 2006 as on 31st March, 2013.

6 a) Directors have waived-off their right to Sitting Fee.

b) Remuneration has been paid to the Chairman as a minimum remuneration in accordance with the limits prescribed in Schedule-XIII of the Companies Act, 1956 and resolution passed by the members in the General Meeting as per details given hereunder :-

Salary & Allowances: Rs. 15,00,000/- (Previous Yean Rs. 30,00,000/-)

7 SEGMENT REPORTING

The company has considered business segment as the primary segment. Segments have been identified taking into account the nature of the activities, the differing risks and returns, the organisation structure and internal reporting system. There are no reportable geographical segments.

Segment Revenue, Segment Results, Segment Assets and Segment Liabilities includes the respective amount identifiable to each segment and also amount allocated on a reasonable basis. Assets, Liabilities, Incomes and Expenses that can not be allocated between the segments are shown as part of Unallocable Assets, Liabilities, Incomes and Expenses respectively.

8 EMPLOYEES BENEFITS

a) Defined Contribution Plan

There was no employee in the company who was eligible for contribution to Providend Fund or any other Fund.

b) Defined Benefit Plan

The Company has following defined benefit plans which are unfunded a) Gratuity

In accordance with Accounting Standard 15, an actuarial valuation was carried out in respect of the aforesaid defined benefit plan based on the following principal actuarial assumptions:-

9. Balances of some of the parties are subject to confirmations.

10. Figures in brackets pertain to previous year.

11. Previous year figure have been regrouped / reclassified to make them comparable with those of current year.

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Mar 31, 2012

1(a) The Company has ontypne class of equity shares having aparvalue of no/-per share. Each shareholder iseligible forone vote per share. The dividend , if any, proposed by the Board of Directors Is subject to the approval of shareholders except in case of interim dividend. In the event of liqui dation, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of ail preferential amounts, in proportion of their shareholding.

2 CONTINGENT LIABILITIES

a) Unpaid calls on Investments: Rs. 1,25,02,500/- (Previous Year: Rs. 1,25,02,500/-).

b) Corporate Guarantee Issued to the banker of Mefcom Securities Ltd. (subsidiary company) for securing guarantee issued by their banker Rs. 1,00,00,000/- (Previous Year Rs.1,00,00,000/-).

3 PROVISION FOR TAXATION

a) Provision for Income-tax has been made In accordance with the provisions of the Income-tax Act, 1961.

b) The Company has carry forward losses under tax laws, In absence of virtual certainty of sufficient future taxable income, net deferred tax asset has not been recognized In accordance with the Accounting Standard - 22 on Accounting for Taxes on Income'' issued by the Institute of Chartered Accountants of India.

4 The Company has identified that there is no material impairment of assets and as such no provision is required in terms of Accounting Standard-2B issued by the Institute of Chartered Accountants of India.

5 ''Special Reserve'' represent, the reserve created as per the provisions of Section 45-IC of the Reserve Bank of India (Amendment) Act, 1998.

6 No amount was due to the suppliers registered under The Micro, Small and Medium Enterprises Development Act, 2008 as on 31st March, 2012.

7 a) Directors have walved-off their right to Sitting Fee

b) Remuneration has been paid to the Chairman as a minimum remuneration in accordance with the limits prescribed in Schedule-XNI of the Companies Act, 1956 and resolution passed by the members in the General Meeting as per details given hereunder :-

Salary & Allowances: Rs. 10,00,000/-Previous Yean Rs. 30,00,000/-)

8 SEGMENT REPORTING

The company has considered business segment as the primary segment. Segments have been identified taking Into account the nature of the activities, the differing risks and returns, the organisation structure and Internal reporting system. There are no reportable geographical segments.

Segment Revenue, Segment Results, Segment Assets and Segment Liabilities includes the respective amount identifiable to each segment and also amount allocated on a reasonable basis. Assets, Liabilities, Incomes and Expenses that can not be allocated between the segments are shown as part of Unallocable Assets, Liabilities, Incomes and Expenses respectively

9 EMPLOYEES BENEFITS

a)

There was no employee in the company who was eligible for contribution to Providend Fund or any other Fund. b Defined Benefit Plan

As per consistent practice, gratuity is provided on cash basis. During the year no gratuity was paid.

The company does not have practice of carry forward and encashment of unavailed leaves. Therefore, no disclosures are required in this regard.

10 Out of application money aggregating to Rs. 56,25,000/- received during the year 2010-11 against issue of 18,00,000 Convertible Share Warrants, Rs. 25,00,000/- have been forfeited during the year 2011-12 for non payment of allotment money on 8,00,000 Warrants and the same has been transferred to Capital Reserve. Balance 10,00,000 Warrants were converted into 10,00,000 fully paid up shares at a premium of Rs. 2.50 each during the year 2011-12 upon receipt of allotment money.

11 Balances of some of the parties are subject to confirmations.

12 Particulars as required in terms of paragraph 9BB of Non-Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998 are given in Annexure-1 appended hereto.

13 Figures in brackets pertain to previous year.

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Mar 31, 2011

1. Contingent Liabilities

a) Unpaid calls on Investments : Rs. 1,25,02,500/- (Previous Year : Rs. 4,32,52,500/-).

b) Disputed demand under Income Tax Act, 1961 : Nil (Previous Year : Rs. 2,18,848/-).

c) Corporate Guarantee issued to the banker of Mefcom Securities Ltd. (subsidiary company) for securing guarantee issued by their banker Rs.1,00,00,000/- (Previous Year : Rs. 1,00,00,000/-).

2. Terms and Conditions of Convertible Warrants

The Company has allotted 18,00,000 Convertible Warrants at the meeting of Board of Directors held on 12th July, 2010 complying with the conditions of section 81(A) of the Companies Act, 1956 and SEBI (ICDR) Regulations, 2009 at a price of Rs.12.50 per warrant. Amount payable @ 25% of the issue price at the time of allotment has been received. These warrants are convertible into equity shares of Rs. 10/- each upto the expiry of 18 month from the date of allotment.

3. In the opinion of the Board of Directors, Current Assets, Loans and Advances shall have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet and provision for all known liabilities have been made and contingent liabilities have been disclosed properly.

4. Provision for taxation

a) Provision for Income-tax has been made in accordance with the provisions of the Income-tax Act, 1961.

b) The Company has carry forward losses under tax laws. In absence of virtual certainty of sufficient future taxable income, net deferred tax asset has not been recognized in accordance with the Accounting Standard – 22 on `Accounting for Taxes on Income' issued by the Institute of Chartered Accountants of India.

5. The Company has identified that there is no material impairment of assets and as such no provision is required in terms of Accounting Standard-28 issued by the Institute of Chartered Accountants of India.

6. 'Special Reserve' represent, the reserve created as per the provisions of Section 45-IC of the Reserve Bank of India (Amendment) Act, 1998.

7. No amount was due to the suppliers registered under The Micro, Small and Medium Enterprises Development Act, 2006 as on 31st March, 2011.

8. a) Directors have waived-off their right to Sitting Fee w.e.f. 28th June, 2010.

b) Remuneration has been paid to the Chairman as a minimum remuneration in accordance with the limits prescribed in Schedule-XIII of the Companies Act, 1956 and resolution passed by the members in the General Meeting as per details given hereunder :- Salary & Allowances :- Rs 30,00,000/- (Previous Year: Rs.30,00,000/-)

9. Segment Reporting

The company has considered business segment as the primary segment. Segments have been identified taking into account the nature of the activities, the differing risks and returns, the organisation structure and internal reporting system. There are no reportable geographical segment.

Segment Revenue, Segment Results, Segment Assets and Segment Liabilities includes the respective amount identifiable to each segment and also amount allocated on a reasonable basis. Assets, Liabilities, Incomes and Expenses that can not be allocated between the segments are shown as part of Unallocable Assets, Liabilities, Incomes and Expenses respectively.

Segment wise information is as under:-

10. Related Party Disclosure

Related Party Disclosure in accordance with the Accounting Standards (AS-18) on `Related Party Disclosures' issued by the Institute of Chartered Accountant of India are as under:

iii. There is no provision for bad and doubtful debt or amounts written off or written back during the year in respect of dues from or to related parties.

2. Calculation of Diluted Earning Per Share :

There are 18,00,000 dilutive potential equity shares outstanding as on 31st March, 2011 in respect of convertible warrants. In view of this being anti-dilutive, considering the Net Loss incurred during the year, the same is ignored for calculation of diluted earning per share in terms of Accounting Standard - 20.

11. Employees Benefits :

a) Defined Contribution Plan

There was no employee in the company who was eligible for contribution to Provident Fund or any other Fund.

b) Defined Benefit Plan

- As per consistent practice, gratuity is provided on cash basis. During the year no gratuity was paid.

- The company do not have practice of carry forward and encashment of unavailed leaves. Therefore, no disclosures are required in this regard.

12. Additional information pursuant to the provision of paragraph 3 of Part - II of Schedule - VI to the Companies Act, 1956 to the extent applicable:

(a) Expenses in Foreign Currency

- Traveling Expenses: Rs. 1,16,338.90 (Previous Year : Rs. Nil)

13. In view of non settlement of rate of interest and hence non-certainty of its realization, interest receivable on Intercorporate deposit of Rs. 30,00,000/- (Previous Year : NIL ) has not been accounted for on prudent basis.

14. Balances of some of the parties are subject to confirmations.

15. Particulars as required in terms of paragraph 9BB of Non-Banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1998 are given in Schedule M - 1 appended hereto.

16. Previous year figures have been regrouped/ rearranged wherever considered necessary.

17. Figures in brackets pertain to previous year.