Mar 31, 2025
Your Directors have pleasure in presenting their 29th Annual Report on the affairs your Company together with the
Audited Statement of Accounts and the Auditor''s Report of your Company for the Financial Year ended March 31,2025.
Akme Fintrade (India) limited (AFIL) is a NBFC registered with RBI engaged in vehicle financing and MSME/Business
loans, providing credit to individuals and businesses that may not have easy access to traditional banking services. AFIL is
majorly working in the rural and semi-urban area catering the f inancial needs of persons to purchase vehicle and business
needs. AFIL cater to high-demand segments with tailored loan products, enabling asset creation and business growth.
Company is operating through branch networks where loans are sourced by field sales personals, assessed by the credit
team and then disbursement is done centralised. Company is currently operating through a network of 29 branches.
Company is not doing any digital lending, all the lending are through offline network.
1. FINANCIAL HIGHLIGHTS OF THE COMPANY
The Financial performance of your Company for the year ended 31st March, 2025 is summarized below: Rs. in Lacs
|
Particulars |
2024-2025 |
2023-24 |
|
Total Income |
10272.07 |
7350.12 |
|
Total Expenditure |
5983.45 |
4974.49 |
|
Profit Before Tax |
4288.62 |
2375.63 |
|
-Current tax |
903.37 |
647.99 |
|
-Deferred Tax |
62.06 |
-125.28 |
|
Net Profit |
3323.19 |
1852.92 |
|
Profit Brought Forward |
7978.57 |
6496.23 |
|
Profit Available for Appropriation |
3323.19 |
1852.92 |
|
APPROPRIATIONS |
||
|
Transfer to reserve u/s 45-IA of RBI Act, 1934 |
664.64 |
370.58 |
|
Surplus carried to BS |
10630.37 |
7978.57 |
A. LENDING OPERATIONS:
The Loan disbursement of the Company as at the end of Financial Year 2025 was Rs. 25,377.99 Lacs as compared to Rs.
9705.00 Lacs in the previous year.
The Net Owned Funds (NOF)/ Net worth of your Company is worth Rs. 37827.08 Lacs as on 31st March, 2025 as against
Rs. 21968.11 Lacs during the previous year.
The Company''s aim of maximizing Shareholders wealth is clearly reflected in the growth of Earnings Per Share (EPS) viz
Rs. 8.28/- at 31st March, 2025 as against Rs. 5.85/-as at 31st March, 2024.
The AUM of your Company stood at Rs. 58109.08 Lacs as at 31st March, 2025 as against Rs. 40372 Lacs in the previous
financial year.
Your Directors feel that it is prudent to plough back the profit for future growth of your Company and do not recommend
any dividend for the year ended 31st March, 2025.
There is no change in the Authorized and Paid-up Share Capital of the company during the year. The Authorized
Share Capital of your Company as on 31st March 2025 is Rs. 50,00,00,000/- (Fifty Crores Only) divided into
5,00,00,000 Equity Shares of Rs. 10/-each.
The Issued and Paid Up Equity Share Capital as on 31st March 2025 is Rs. 42,67,49,960/-.(Rupees Forty Two Crore
Sixty Seven Lakhs Forty Nine Thousand Nine Hundred Sixty Only) divided into 4,26,74,996 (Four Crore Twenty Six
Lacs Seventy Four Thousand Nine Hundred Ninety Six) equity shares of Rs.10/- (Rupees Ten Only) each
Your Company has come up with Initial Public Offer with Fresh issue of 1,10,00,000 (One Crore Ten Lacs) equity
shares got listed on BSE Ltd and National Stock Exchange of India Limited on June 26,2024.
The company has issued & allotted 31,20,000 convertible warrants of Rs. 10/- each at Rs. 111/- per warrant (including
a premium of Rs. 101/- per share) under preferential allotment on a private placement basis for cash consideration
through approval accorded by the shareholders at the Extra Ordinary General Meeting held on 06th January, 2025.
These warrants shall be converted into equity shares within 18 months from the date of the allotment The resulting
equity shares shall rank pari-passu with the existing equity shares of the company. Proceeds of the said Preferential
Issue were utilized for expansion of business, general corporate purposes and working capital requirements.
Therefore, there are no details to be disclosed as per Regulations 32(7A) of the SEBI Listing Regulations.
The Board of Directors at its meeting held on 07th February, 2025, & shareholders vide their Postal Ballot dated
14th March, 2025 approved the sub-division of the One Equity Share of face value Rs.10/- each into One Equity
Shares of face value of Rs. 1/- each. The Company fixed 18th April, 2025 as the record date for the purpose of
determining the members eligible for the allotment of sub division of Equity Shares.
/
Following changes have been made in the Paid-up Share Capital of the Company subsequent to the end of the
financial year: -
The authorized share capital of your Company is Rs. 50,00,00,000/- (Fifty Crores Only) divided into
50,00,00,000 Equity Shares of Rs. 1/-each vide passing ordinary resolution by way of Postal Ballot dated 14th
March, 2025.
The Issued and Paid Up Equity Share Capital is Rs. 42,67,49,960/-(Rupees Forty Two Crore Sixty Seven Lakhs
Forty Nine Thousand Nine Hundred Sixty Only) divided into 42,67,49,960 (Forty Two Crore Sixty Seven Lakhs
Forty Nine Thousand Nine Hundred Sixty Only) equity shares of Rs.l/- (Rupees One Only) each vide passing
ordinary resolution by way of Postal Ballot dated 14th March, 2025.
The Company is a Non-Banking Financial Company- Investment and Credit Company ("NBFC-ICC") registered with
Reserve Bank of India ("RBI"), bearing reference number B-10.00092 dated September 5,2019.
During the year the Company has not transferred any amount to General Reserves and has transferred Rs. 664.64 lacs
to Special Reserve. The company have Rs. 19156.39 Lacs in account of Reserves and surplus.
The company has adopted the various business excellence models, quality management system (QMS), Environmental
management system (EMS), The Company''s committed efforts towards improving efficiency and service level in its
operations.
During the year, in addition to the already existing policies the Company has adopted certain policies, programmes
and code of conduct pursuant to listing of its Equity Shares on Stock Exchanges under the provisions of Companies
Act, 2013; SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015; SEBI (Prohibition of Insider Trading)
Regulations, 2015 and Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and
any other applicable acts, rules, regulations, guidelines, circulars, notifications as may be applicable thereto.
The Company has also adopted materiality policy for determining material group Companies and the same has been
disclosed on its website.
In the face of market competition from banks, NBFCs will retain their significance due to their extensive outreach,
enhanced flexibility, personalized services, and innovative digital offerings. The role of NBFCs in the larger financial sector
is expected to gain in strategic importance. NBFCs have become an integral part of the financial system, complementing
the role of traditional banks and contributing to the inclusive growth of the economy. They cater to the diverse financial
needs of different customer segments and play a significant role in promoting financial access and deepening financial
markets. Being predominantly digital natives, there is already a trend towards greater use of digital tools and technology
amongst NBFCs in their processes and customer outreach. This will enhance their efficiency parameters, going forward.
Additionally, as NBFCs cater to those at the bottom of the pyramid, both at the individual as well as enterprise level, it is
assumed that while their clients rise in economic status, they will continue to patronise the financiers that have introduced
them to the formal financial sector, assuming that they receive good service and suitable products. Within this evolving
scenario, AFIL has clarity on the path ahead with respect to its approach to Asset Creation and Liability Management.
Furthermore, NBFCs are increasingly adopting digitisation to enhance operational efficiency, elevate customer
experiences, drive cost savings and ensure compliance with regulatory standards. Despite facing stiff competition
from public and private sector banks and Microfinance Institutions (MFIs) across market share, customer acquisition,
asset quality and technological innovation, NBFCs have spearheaded innovative digital initiatives. Through frugal
innovation, they leverage cutting-edge technologies like cloud computing, low- code/no-code platforms, data lakes
and artificial intelligence (Al). These technologies propel multiple concepts like application modernisation, super apps,
data transparency and robust information security.
This digital transformation enables NBFCs to compete effectively with larger institutions for customer engagement,
while delivering seamless experiences for both customers and employees. In recent times, NBFCs have surpassed
banks in terms of new credit disbursals, leveraging technology to reach underserved sectors and capitalising on banks''
limitations in swiftly expanding operations and adapting inflexible policies.
The Company has framed internal Corporate Governance guidelines, in compliance with the Directions issued by RBI for
NBFCs, in order to enable adoption of best practices and greater transparency in the business operations, which have
been hosted on its website www.akmefintrade.com. This report outlines compliance with requirements of the Companies
Act, 2013, as amended (the Act''), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the
Regulations of RBI for Non-Banking Financial Companies (the ''NBFC Regulations''), as applicable to the Company. A
report on corporate governance is attached and forms part of this report (Annexure IV).
No material changes and commitments affecting the financial position of the Company occurred between the end of
the financial year to which this financial statement relate on the date of this report except as below:
I. LISTING:
The Company has got Listed its equity Shares on BSE Limited and National Stock Exchange of India on 26th June,
2024
II. The company has issued & allotted 31,20,000 convertible warrants of Rs. 10/- each at Rs. Ill/- per warrant
(including a premium of Rs. 101/- per share) under preferential allotment on a private placement basis for cash
consideration through approval accorded by the shareholders at the Extra Ordinary General Meeting held on
06th January, 2025. These warrants shall be converted into equity shares within 18 months from the date of
the allotment. The resulting equity shares shall rank pari-passu with the existing equity shares of the company.
Proceeds of the said Preferential Issue were utilized for expansion of business, general corporate purposes and
working capital requirements. Therefore, there are no details to be disclosed as per Regulations 32(7A) of the SEBI
Listing Regulations.
m
|
Sr. No. |
Particulars |
Disclosure |
|
i |
Date of issue and allotment of warrants |
10.12.2025 (date of Issue) and 30.01.2025,07.02.2025 (Date of |
|
2 |
Number of warrants |
31,20,000 |
|
3 |
Issue price |
Rs. 111/- |
|
4 |
Whether the issue of warrants was by way |
Preferential allotment |
|
5 |
Maturity date |
The tenure of the Warrants shall not exceed 18 (eighteen) |
|
6 |
Amount raised, specifically stating as to |
Rs.8,65,80,000/- (25% of the consideration has been collected |
|
7 |
Terms and conditions of warrants includ¬ |
The tenure of the Warrants shall not exceed 18 (eighteen) |
There have been material changes and commitments, affecting the financial position of the Company which have
occurred between the end of the financial year of the Company to which the financial statements relate and the date of
the report:-
I. The Board of Directors at its meeting held on 07th February, 2025, & shareholders vide their Postal Ballot
dated 14th March, 2025 approved the sub-division of the One Equity Share of face value Rs.10/- each into
One Equity Shares of face value of Rs. 1/- each. The Company fixed 18th April, 2025 as the record date for the
purpose of determining the members eligible for the allotment of sub division of Equity Shares.
II. The Board of Directors at its meeting held on 22nd August, 2025 allotted 50,000 Non-Convertible Debentures
amounting to Rs. 50,00,00,000 Crore on Private Placement basis from time to time and complied with the
rules and regulations under various Acts.
The Dividend Distribution Policy of the Company approved by the Board of Directors ("Board") is in line with the Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing
Regulations") and RBI regulations. The policy is available on the website of the Company at https:^www.akmefintrade.
com/wp-content/uploads/2024/12/Dividend-Distribution-Policy-1.pdf. Please refer to the section, Policy Compendium
for accessing the policy.
The Company continues to carry out the same activities. There has been no change in the nature of the business of the
Company during the year under review.
During the year under review, there were no material and significant orders passed by the regulators or courts or tribunals
impacting the going concern status and the Company''s operations in future..
Pursuant to Section 186(11) of the Companies Act, 2013, the provisions of Section 186 of the Companies Act, 2013,
except sub-section (1), do not apply to a loan made, guarantee given, security provided or investment made by a finance
company in the ordinary course of business.
As on March 31, 2025, the composition of the Board is in accordance with the provisions of Section 149 of the Act and
Regulation 17 of the SEBI Listing Regulations, with an appropriate combination of Executive Director, Non-Executive
Directors and Independent Directors. The list of Directors of the Company has been disclosed as part of the Corporate
Governance Report.
All the Directors meet the fit and proper criteria stipulated by RBI. All the Directors and Senior Management Personnel
("SMP") of the Company under the SEBI Listing Regulations have affirmed compliance with the Code of Conduct of the
Company.
The Board of Directors of the Company comprises six (6) Directors, including one (1) Chairman & Managing Director,
one (1) Executive Director, and four (4) Non-Executive Independent Directors as on March 31, 2025 who collectively
bring a a wide range of skills and experience to the Board.
The terms and conditions of appointment of Independent Directors are available on the website of the Company at
https://www.akmefintrade.com/corporate-governance-2/. Please refer to the section, Policy Compendium for accessing
the policy. The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications,
experience, expertise (including proficiency, as applicable) and hold highest standards of integrity.
The composition of the Board of Directors of the Company as on March 31,2025 is as under: -
Composition of the Board:
|
Sr. No. |
Name of the Director |
Designation |
DIN |
|
1 |
Mr. Nirmal Kumar Jain |
Chairman & Managing Director |
00240441 |
|
2 |
Mr. Rajendra Chittora |
Executive Director |
08211508 |
|
3 |
Mr. Vimal Bolia Sardarsinghji |
Non-Executive Independent Director |
03056586 |
|
4 |
Ms. Antima Kataria |
Non-Executive Independent Director |
09788502 |
|
Sr. No. |
Name of the Director |
Designation |
DIN |
|
5 |
Mr. Sanjay Dattatray Tatke |
Non-Executive Independent Director |
09848265 |
|
6 |
Mr. Nishant Sharma |
Non-Executive Independent Director |
08951697 |
|
KMP''S: |
|||
|
1 |
Ms. Rajni Gehlot |
Chief Financial Officer |
BGEPG8519D |
|
2 |
Mr. Akash Jain |
Chief Executive Officer |
AIEPJ8748L |
|
3 |
Mr. Manoj Kumar Choubisa |
Company Secretary and Compliance officer |
BDSPC6848L |
Change in the Board and Key Managerial Personnel:
Durinn the vear followinn channes took nlare in thp Board of Direofors/KMP-
|
Sr. No. |
Name of the Director/ |
Designation |
Appointment / Res¬ |
Date of Event |
|
1. |
Mr. Bobby Singh Chandel |
Chief Executive Officer |
Resignation |
06.07.2024 |
|
i. |
Mr. Shiv Prakash Shrimali |
Non-executive Non Inde¬ |
Resignation |
22.07.2024 |
|
2. |
Mr. Akash Jain |
Chief Executive Officer |
Appointment |
11.072024 |
|
3. |
Mr. Ramesh Kumar Jain |
Executive Director |
Resignation |
16.09.2024 |
Changes in Board & Key Managerial Personnel after the end of the Financial Year and till the Date of this Board
Report:
|
Sr. No. |
Name of the Director/ |
Designation |
Appointment / Res¬ |
Date of Event |
|
1 |
Neelam Tater |
Additional Non-executive |
Appointment |
05.08.2025 |
Retirement of Director by Rotation
In accordance with the provisions of Section 152 (6) of the Companies Act, 2013 and other applicable provisions, if any, of
the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), Mr.
Rajendra Chittora (DIN: 08211508) Executive Director of the company is liable to retire by rotation at the ensuing 29th
Annual General Meeting and being eligible offers himself for reappointment
All the Independent Directors have submitted a declaration of independence, stating that they meet the criteria of
independence provided under Section 149(6) of the Act read with regulation 16 of the SEBI Listing Regulations, as
amended. They also confirmed compliance with the provisions of rule 6 of Companies (Appointment and Qualifications
of Directors) Rules, 2014, as amended, relating to inclusion of their name in the databank of Independent Directors.
The Board took on record the declaration and confirmation submitted by the Independent Directors regarding them
meeting the prescribed criteria of independence, after undertaking due assessment of the veracity of the same in terms
of the requirements of regulation 25 of the SEBI Listing Regulations.
During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions
with the Company other than the sitting fees and reimbursement of expenses incurred for the purpose of attending the
meetings of the Board or Committees of the Company.
Pursuant to the provisions of Section 139(2) of the Act and the rules made thereunder and RBI requirements, at
25th Annual General Meeting of the Company held on 30th September, 2021, the members had appointed M/s.
Valawat & Associates, Chartered Accountants (FRN:003623C) as the Statutory Auditors of the Company for a
period of 5 years i.e. up to the Conclusion of Annual General Meeting of the Company to be held in the year 2026.
The Company has received consent from the Statutory Auditors and confirmation to the effect that they are not
disqualified to be appointed as the Statutory Auditors of the Company in terms of the provisions of Companies Act,
2013 and Rules framed there under.
In terms of Section 138 read with other applicable provisions of the Companies Act, 2013 and on the recommendation
of audit committee the Board of directors of the company in its meeting held on 22nd August, 2025 had appointed
M/s. Pachori Rupesh & Associates, Chartered Accountants (Firm''s Registration No: 024651C) as the Internal Auditor
of the Company for the Financial Year 2025-26.
Pursuant to the provisions of Regulation 24A of the SEBI Listing Regulations and in accordance with Section 204
of the Act, basis recommendation of the Board, the Company is required to appoint Secretarial Auditor, with the
approval of the Members at its AGM. In light of the aforesaid, the Board of the Company has recommended the
appointment of M/s. Ronak Jhuthawat & Co Practicing Company Secretaries (C.P No. 12094), as the Secretarial
Auditor of the Company for a period of 5 (five) consecutive financial years, i.e.; from FY2025-26 up to FY2029-
30, subject to approval of the Members at the ensuing AGM of the Company, to undertake secretarial audit
as required under the Act and SEBI Listing Regulations and issue the necessary secretarial audit report for the
aforesaid period. M/s. Ronak Jhuthawat & Co Practicing Company Secretaries (C.P No. 12094), have confirmed
that their appointment, if made, will comply with the eligibility criteria in terms of SEBI Listing Regulations. Further,
the Secretarial Auditor has confirmed that they have subjected themselves to Peer Review process by the Institute
of Company Secretaries of India ("ICSI") and hold valid certificate issued by the Peer Review Board of ICSI.
There is no qualification, reservation or adverse remark raised by Statutory Auditor in Auditor''s report for the year
under review. The Comments made by M/s. Valawat & Associates, Auditors of the company in their Auditor''s report
read with relevant notes thereon are self-explanatory in nature and hence do not call for any further comments.
Pursuant to the provisions of Section 204 of the Act, the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 and Regulation 24A of the SEBI Listing Regulations, the Company had appointed M/s Ronak
Jhuthawat & Co., Company Secretaries (Firm Registration Number: P2025RJ104300) to undertake the Secretarial
Audit of the Company for FY25. Further, in terms of the regulatory requirements, M/s Ronak Jhuthawat & Co. has
issued the Annual Secretarial Compliance Report, confirming compliance by the Company of the applicable SEBI
regulations and circulars/guidelines issued thereunder. The Secretarial Audit Report is appended as Annexure - I
to the Board''s Report. There is no adverse remark, qualification, reservation or disclaimer in the Secretarial Audit
Report
In terms of provisions of Section 118 of the Companies Act, 2013, the Company has complied with the requirements
prescribed under the Secretarial Standards on meetings of the Board of Directors (SS-1) and General Meetings (SS-2)
issued by the Institute of Company Secretaries of India (ICSI) read with the MCA Circulars.
The disclosure as required in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for fiscal 2024 is given in Annexure
-III.
During the year under review, the Company mobilized resources through multiple channels to meet its funding
requirements. The Company successfully raised funds by way of IPO proceeds, issuance of convertible warrants, and
borrowings from Banks and Financial Institutions, including NBFCs. In line with its liability management strategy, the
Company continues to diversify its resource base to achieve an optimum maturity profile and minimize the overall cost
of funds. The details of fund raising during the year are as under:
|
Sr. No. |
Particulars |
Amount/Details |
|
1 |
IPO Proceeds |
? 132 Crores |
|
2 |
âIssuance of Warrants |
31,20,000 Convertible Warrants; |
|
3 |
Bank Borrowings |
? 25 Crores |
|
4 |
NBFC Borrowings |
? 176.68 Crores |
Your Company''s stand-alone capital adequacy ratio was at 59.27% on 31st March, 2025, which we believe provides an
adequate cushion to withstand business risks and is above the minimum requirement stipulated by the RBI.
22. CREDIT RATING:
During the Financial Year under review, the Company has sustained the long-term bank facility credit ratings of BBB ;
Stable, which has been reaffirmed by Infomerics Valuation and Rating Limited and BBB ; Stable, Acuite Ratings &
Research Limited. Outlook on both ratings is Stable. The Company''s Non-Convertible Debenture facility rated as BBB
Stable has been reaffirmed, by Infomerics Valuation and Rating Limited. For more details on credit ratings, kindly refer
Corporate Governance Report forming part of this report or visit to website of the Company at link www.akmefintrade.
The Company has adequate internal controls and processes in place with respect to its financial statements, which provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements. These
controls and processes are implemented through various policies, procedures and certifications which commensurate
with the size and nature of the Company''s business. The processes and controls are reviewed periodically. The Company
has a mechanism of testing the controls at regular intervals for their design and operating effectiveness to ascertain the
reliability and authenticity of financial information.
The Board is accountable for evaluating and approving the effectiveness of the internal controls, including financial,
operational and compliance controls. The internal control system is subject to continuous improvement, with system
effectiveness assessed regularly.
These systems provide reasonable assurance in respect of providing financial and operational information, complying
with applicable statutes, safeguarding of assets of the Company, prevention and detection of frauds, accuracy and
completeness of accounting records and ensuring compliance with Company''s policies.
The Company has been following the various Circulars, Notifications and Guidelines issued by Reserve Bank of India (RBI)
from time to time. The Circulars and the Notifications issued by RBI are also placed before the respective committees at
regular intervals along with the compliance of the same.
To comply with RBI directions, your company has closed its Book of accounts for the full year ending March 2025, and
your Company continues to comply with the directives issued as well as the norms prescribed by Reserve Bank of India
for NBFCs.
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
The Company does not fall under any of the industries covered by the Companies (Disclosure of particulars of
Directors) Rules, 1988. However, your Company has taken adequate measures for conservation of energy and
usage of alternative source of energy, wherever required.
Your company has implemented a next generation, core virtual solution, with the purpose of aligning itself with the
fast-growing technology evolution and leveraging operational capabilities, while reducing the time taken for whole
loan process.
With inter-connection of different branches with the head office in a safe, secure and reliable 360 cloud platform.
For the aforesaid purpose, your company has signed-up with Jaguar Software India, and customized it with the
practical needs to area ot operation ot Company, which results in tollowing benetits:
1. Digitization of documents.
2. Centralization of all branches with corporate/registered office.
3. Speed-up the loan process.
4. Single- Click Report Generation.
5. Inter- departmental solution (robust the collaboration).
6. Android / IOS app-based system for field staff to submit initial documents and verification remarks.
7. Saving cost in logistics, handling, printing, and mitigating risk of physical movements.
8. Improves the quality of credit analysis.
9. Secured and Safe cloud-based system with end to end encryption.
10. Predefined roles with maker-checker concept, with final approval authority to Managing Director/Authorized
Personnel.
11. Keeping of Digital trails which can keep the whole loan process details in one click and useful during audit(s) and
tracing purpose.
12. Simplification of work flow, with regular MIS.
Jaguar Software India as a service provider/ software vendor will provide applicable upgrades and latest security
protocols.
Your company and its software vendor conducts its IT audit through external agencies at regular intervals. The
scope of IT audit is to identify the areas of risk, check vulnerabilities & cyber security etc. at periodic intervals.
The external agencies suggestions and recommendations are reported to the Audit Committee & implemented
wherever feasible.
Your company does not have any foreign exchange earnings and outgo during the year under review, However
Company has obtained External Commercial Borrowings in earlier years and EMI, Interest of the Loan has been paid
in foreign currency during the year.
During the year, your Company has not entered into any transactions with Related Parties which are not in the ordinary
course of business or not on an arm''s length basis and which require disclosure in this Report in terms of the provisions
of Section 188(1) of the Companies Act, 2013. Hence, no particulars are being provided in Form AOC-2. Related Party
disclosures, as per IND-AS have been provided in Notes to the financial statement.
The transactions between the Company and its group companies are to be undertaken on an arm''s length basis. The
following broad principles shall be adhered to at the time of undertaking such transactions:
a) All transactions shall have the substantive characteristics of a transaction between independent parties.
b) The transactions shall be entered into in a need based manner and shall be based on principle of impartiality.
c) The pricing for specific transactions shall be at market related rates and would be benchmarked against comparable
quotes for similar transactions in the market between independent parties.
d) The transactions shall comply with all statutory/regulatory guidelines, internal policy norms and procedures
(including appropriate documentation) applicable to such transactions, if engaged with independent parties with
similar background.
During the year under review, the Company has not borrowed an unsecured loan from any of the Directors of the
Company.
In pursuance to the provisions of Section 92(3) of the Companies Act, 2013 read with Rules made thereunder and
amended time to time, the Annual Return of the Company for the Financial Year ended on March 31,2025 is available on
the website of the company i.e. www.akmefintrade.com and the web link of the same is https://www.akmefintrade.com/
financials/.
In accordance with Rule 9 of the Appointment of Designated Person (Management and Administration) Rules 2014, it is
essential for the company to designate a responsible individual for ensuring compliance with statutory obligations.
The company has proposed and appointed Mr. Manoj Kumar Choubisa, Company Secretary & Compliance Officer, as a
Designated person in a Board meeting and the same has been reported in Annual Return of the company.
The Company has constituted a Risk Management Committee ("RMC") in terms of requirements of Regulation 21 of the
SEBI Listing Regulations and RBI. The details are covered as part of the Corporate Governance Report.
Financing activity is the business of management of risks, which in turn is the function of the appropriate credit models
and the robust systems and operations.
Your Company continues to focus on the above two maxims, and is always eager to improve upon the same. Your
Company continues to give prime importance to the function of receivables management, as it considers this the
ultimate reflection of the correctness of marketing strategy as well as appraisal techniques.
The Board of Directors has adopted a risk management policy for the Company which provides identification, assessment
and control of risks which in the opinion of the Board may threaten the existence of the Company. The Management
identifies and controls risks through a properly defined framework in terms of the aforesaid policy.
A
The Company has in place a Risk Management Policy and introduced several measures to strengthen the internal controls
systems and processes to drive a common integrated view of risks, optimal and mitigation responses. This integration
is enabled through a dedicated team and Risk Management, Internal Control and Internal Audit systems and processes.
The Company''s CSR policy is committed towards CSR activities as envisaged in Schedule VII of the Act. The Details
of CSR policy of the Company are available on the website of the Company at akmefintrade.com. The Annual Report
on CSR activities as required under Companies (Corporate Social Responsibility Policy) Rules, 2014 is attached to this
report as Annexure II
The Company is committed to provide a safe and conducive work environment to its employees at workplace. The
Company has in place a Policy for prevention of Sexual Harassment, in line with the requirements of the "Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013." Internal Complaints Committee
(ICC) has been set up to redress complaints, as and when received, regarding sexual harassment and all employees are
covered under this Policy. During the year under review, there were no cases filed pursuant to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Board met Sixteen (16) times during the year under review. The details of the number of meetings of the
Board held during the Financial Year 2024-25 and the attendance therein forms part of the Report on Corporate
Governance which forms part of the Annual Report.
During the financial year ended March 31,2025,4 (Four) General Meetings were held. Further, details of the meetings
are given in the Corporate Governance Report, which forms part of the Annual Report.
The Board of Directors has the following Committees:
a) Audit Committee
b) Nomination and Remuneration Committee
c) Stakeholders'' Relationship Committee
d) Corporate Social Responsibility Committee
e) Risk Management Committee
f) Independent Directors Meeting
The details of the required Committees of the Board along with their composition, number of meetings and
attendance at the meetings are provided in the Report on Corporate Governance as required under Schedule V of
the Listing Regulations.
The Company does not have any subsidiary, associate and joint venture company within the meaning of Section 2(87)
and 2(6) of the Companies Act, 2013 and no new subsidiary, associate and joint venture Company was formed during
the year under review.
To the best of their knowledge and belief and according to the information and explanations obtained by them, your
Directors make the following statements in terms of Section 134(5) of the Companies Act, 2013:
a. that in the preparation of the Annual Financial Statements for the year ended March 31, 2025, the applicable
accounting standards have been followed along with proper explanation relating to material departures, if any;
b. that such accounting policies as mentioned in the Notes to the Financial Statements have been selected and
applied consistently and judgment and estimates have been made that are reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company as at March 31, 2025 and of the profit of the Company for
the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d. that the Annual Financial Statements have been prepared on a going concern basis;
e. that proper Internal Financial Controls were in place and that the financial controls were adequate and were
operating effectively;
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and
operating effectively.
In accordance with the applicable provisions of the Master Direction issued by the Reserve Bank of India a detailed
analysis of the Company''s performance is discussed in the Management Discussion and Analysis Report, which forms
part of this Annual Report.
Many initiatives have been taken to support business through organizational efficiency, process change support and
various employee engagement programmes which has helped the organization achieve higher productivity levels. A
significant effort has also been undertaken to develop leadership as well as technical/ functional capabilities in order to
meet future talent requirement.
In the field of Human Resource Development, your company stresses on the need to continuously upgrade the
competencies of its employees and equip them to keep abreast of latest developments in the sector. The Company
operates in a knowledge intensive business and is committed to enhancing these skills of its employees. In order to
achieve this, the Company has an annual training plan to assess the various training needs. Necessary professional
skills are also imparted across all levels of employees through customized training interventions.
The Company had 258 employees on its rolls at various levels of organizational structure as on March 31, 2025.
Our employees remain one of the company''s greatest assets. We as an organization, believe in recognizing and
appreciating employees for their valuable contribution and loyalty. We offer equal opportunities to all our employees
irrespective of gender to learn and grow in the organization. For the convenience of our employees and bringing
new ways of working, we are promoting digitalization for our employees as well as our customers.
Your Company lays great emphasis on upgrading the skills of its Human Resource, it benchmarks its practices with
the best practices being followed in the corporate world. This, apart from other strategic interventions, leads to
effective management of Human Resource thereby ensuring high level of productivity. Your Company enjoys a
very cordial and harmonious relationship with its employees.
Number of emnlovees as on the closure of Financial vear
|
Sr. No. |
Particulars |
No. of Employees |
|
i |
Male |
202 |
|
2 |
Female |
56 |
|
3 |
Transgender |
0 |
Your Company follows good management practices to ensure welfare of its employees through a process of
inclusive growth & development. The Company follows an open door policy whereby the employees can access
the top management thereby contributing in the management and growth of the company. Commitment of the
workforce is ensured through an effective package of welfare measures which include comprehensive insurance,
medical facilities and other amenities which in turn lead to a healthy workforce.
The Company neither have any Foreign Direct Investment (FDI) nor invested as any Downstream Investment in any
other Company in India.
Most of the NBFCs Customer profile is concentrated either in unorganized sector or on the self-employed segment,
NBFCs have also ventured into riskier segments such as real estate, unsecured loans, purchase finance for used
commercial vehicles, etc. These factors increase their risk profile which could have adverse impact on the financial
health of NBFCs and have immense business potential from the segment untapped by commercial banks. The changes
in the regulatory frame work have made NBFCs very competitive and responsible. The Reserve Bank of India (RBI)
has introduced guidelines under which bank loans to NBFCs are not considered priority-sector loans, which reduces
incentives from banks to lend directly to NBFCs and will increase the latterâs funding costs. Access to stable funding from
banks, institutional investors and capital markets is a key factor in the stable outlook on the sector, and any disruption in
funding access could lead to negative growth as well as rating action.
The provision of section 148 of the Act relating to maintenance of cost records and cost audit are not applicable to the
Company. Hence, the Company is not maintaining Cost records.
Your Company is a non-deposit taking Non-Banking Financial Company. The Company has not accepted any deposit
during the year under review. Further, the Company had also passed a resolution to the effect that the company has
neither accepted public deposit nor would accept any public deposit during the year under review from public.
According to the 2016 Insolvency and Bankruptcy Code, no such application has been made.
The Company has a whistle-blower policy encompassing vigil mechanism pursuant to the requirements of the Section
177(9) of the Act and Regulation 22 of the SEBI Listing Regulations and Regulation 9A of SEBI (Prohibition of Insider
Trading) Regulations, 2015.
The Company has established a Vigil Mechanism/ Whistle Blower policy to enable Directors, and Stakeholders, including
individual employees and their representative bodies to report, in good faith, unethical, unlawful or improper practices,
acts, or activities and the same have been disclosed on the website of the company "www.akmefintrade.com"
During the year under review, neither the statutory auditors nor the secretarial auditor has reported to the Audit
Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Company
by its officers or employees, the details of which would need to be mentioned in the Board''s report, which forms part of
this Integrated Annual Report.
Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 and Part D of Schedule II to the Listing
Regulations, the Board has carried out the annual performance evaluation of its own performance, the Directors
individually as well as working of its Audit, Nomination and Remuneration, Stakeholders'' Relationship and Corporate Social
Responsibility Committees. A structured questionnaire was prepared after taking into consideration inputs received
from the Directors, covering various aspects of the Board''s functioning such as adequacy of the composition of the
Board and its Committees, Board culture, execution and performance of specified duties, obligations and governance.
The exercise was carried out to evaluate the performance of individual Directors, who were evaluated on parameters
such as level of engagement and contribution, independence of judgement, safeguarding the interest of the Company,
etc. The Independent Directors of the Company met on March 11, 2025 without the presence of Non-Independent
Directors and members of the management to review the performance of Non Independent Directors and the Board of
Directors as a whole; to review the performance of the Chairman and Managing Director of the Company and to assess
the quality, quantity and timeliness of flow of information between the management and the Board of Directors. The
performance evaluation of the Independent Directors was carried out by the entire Board.
The Board has framed a policy for selection and appointment of Directors, Key Managerial Personnel (KMP) and Senior
Management and their remuneration. As and when need arises to appoint Director, KMP and Senior Management
Personnel, the Nomination and Remuneration Committee (NRC) of the Company will determine the criteria based on
the specific requirements. NRC, while recommending candidature to the Board, takes into consideration the qualification,
attributes, experience and independence of the candidate. Director(s), KMP(s) and Senior Management Personnel
appointment and remuneration will be as per NRC Policy of the Company. The salient features of the Nomination
and Remuneration Policy of the Company has been disclosed in the Corporate Governance Report, which is a part
of this report. The said Policy is available on the Company''s website on https://www.akmefintrade.com/wp-content/
uploads/2024/12/Nomination-and-Remuneration-Policy-1.pdf.
Our Company adopted the ESOP Scheme in accordance with Securities and Exchange Board of India (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021 pursuant to resolutions passed by our Board on November 14,
2022 and by our Shareholders on December 7,2022 to grant 10,00,000 (Ten Lakhs Only) employee stock options under
the ESOP Scheme. The objective of the ESOP Scheme is to reward the eligible employees for their association with the
Company, their performance as well as to attract, retain and reward eligible employees to contribute to the growth and
profitability if the Company.
In terms of the ESOP Scheme, minimum vesting period is one year and maximum vesting period is three years from the
date of grant of options. The exercise period in respect of a vested option shall be a maximum period of one year from
the date of vesting of options.
Our Company has not issued any Equity Shares under any employee stock option scheme or employee stock purchase
scheme.
Your Company is fully committed to supporting the rights and welfare of its women employees and ensuring compliance
with the provisions of the Maternity Benefit Act, 1961, as amended. During the financial year under review, the Company
has complied with all applicable provisions of the Act, including those relating to maternity leave, benefits, nursing breaks,
and the provision of a safe and healthy working environment for female employees.
In accordance with the statutory requirements, appropriate policies and internal mechanisms are in place to facilitate a
supportive and inclusive workplace. There were no complaints or non-compliances reported during the year in relation
to maternity benefits.
Prevention of Sexual Harassment of Women at Workplace:
Your Company is sensitive to women employees at workplace. As required under the Sexual Harassment of Women at
the Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has a formal policy to ensure safety of
women and prevention of sexual harassment and has set up Internal Complaints Committee (ICC) at its work place(s) to
redress the complaints of women employees. During the year, no complaint was filed with ICC and no complaint pending
as on the end of the Financial Year 31st March 2025.
Pursuant to the provisions of Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, the complaints received thereunder and the details relating thereto are as follows:
(a) Number of complaints at the beginning of the year: Nil
(b) Number of complaints received during the year: Nil
(c) Number of complaints disposed of during the year: Nil
(d) Number of complaints pending at the end of the year: Nil
Your Directors wish to place on record their appreciation for cooperation your Company has received from the various
departments like MCA, Registrar of Companies, the Reserve Bank of India, the National Housing Bank, the IRDAI and
other regulators, banks, financial institutions and various other Organizations and Agencies for the continued help
and co-operation extended by them. The Directors also gratefully acknowledge all stakeholders of the Company viz.
customers, members, dealers, vendors, banks and other business partners for the excellent support received from them
during the year. The Directors place on record their sincere-appreciation to all employees of the Company for their
unstinted commitment and continued contribution to the Company.
Mar 31, 2024
Your Directors have pleasure in presenting their 28th Annual Report on the affairs your Company together with the Audited Statement of Accounts and the Auditor''s Report of your Company for the Financial Year ended March 31, 2024
The Financial performance of your company for the year ended 31st March, 2024 is summarized below:
(Rs. in Lakhs)
|
Particulars |
2023-24 |
2022-23 |
|
Total Income |
7350.12 |
6956.82 |
|
Total Expenditure |
4974.49 |
5079.91 |
|
Profit Before Tax |
2375.63 |
1876.91 |
|
- Current Tax |
647.99 |
478.82 |
|
- Deferred Tax |
-125.28 |
-53.76 |
|
Net Profit |
1852.92 |
1451.86 |
|
Profit Brought Forward |
6496.23 |
5334.75 |
|
Profit Available for Appropriation |
1852.92 |
1451.86 |
|
APPROPRIATIONS: |
||
|
Transfer to reserve u/s 45-IA of RBI Act, 1934 |
370.58 |
290.37 |
|
Surplus carried to BS |
7978.57 |
6496.23 |
The Loan disbursement of the Company as at the end of Financial Year 2024 was Rs. 9705.00 Lakhs as compared to Rs. 7834.00 Lakhs in the previous year.
The Net worth of your Company is worth Rs. 22324.00 Lakhs as on 31st March, 2024 as against Rs. 20,471.03 Lakhs during the previous year.
The Company''s aim of maximizing Shareholders wealth is clearly reflected in the growth of Earnings Per Share (EPS) viz Rs. 5.85/-at 31st March, 2024 as against Rs. 5.38/-as at 31st March, 2023.
The AUM of your Company stood at Rs. 40372.00 Lakhs as at 31st March, 2024 as against Rs. 35416.12 Lakhs in the previous financial year.
Your Directors feel that it is prudent to plough back the profit for future growth of your Company and do not recommend any
dividend for the year ended 31st March, 2024.
There is no change in the Authorized and Paid-up Share Capital of the company during the year.
The authorized share capital of your Company as on 31st March 2024 is Rs. 50,00,00,000/- (Fifty Crores Only) divided into 5,00,00,000 Equity Shares of Rs. 10/-each.
The Issued and Paid Up Equity Share Capital as on 31st March 2024 is Rs. 31,67,49,960/-.(Rupees Thirty One Crore Sixty Seven Lakhs Forty Nine Thousand Nine Hundred Sixty Only) divided into 3,16,74,996 (three Crore Sixteen Lakhs Seventy Four Thousand Nine Hundred Ninety Six) equity shares of Rs. 10/- (Rupees Ten Only) each
There is change in Paid -up Share Capital of the Company after the end of Financial Year but before the date of Annual Report: -The Paid-up Equity Share Capital of the Company increased from Rs. 31,67,49,960 (Rupees Thirty One Crore Sixty Seven Lakhs Forty Nine Thousand Nine Hundred Sixty Only) divided into 3,16,74,996 (three Crore Sixteen Lakhs Seventy Four Thousand Nine Hundred Ninety Six) equity shares of Rs.10/- (Rupees Ten Only) each to Rs. 42,67,49,960 /- (Rupees Forty Two Crores Sixty Seven Lakhs Forty Nine Thousand Nine Hundred and Sixty only) divided into 4,26,74,996 (Four Crore Twenty Six Lakhs Seventy Four Thousand Nine Hundred and Ninety Six only) by way of Initial Public Offering (IPO) of 1,10,00,000 (One Crore Ten lakh) equity shares of Rs. 10/- (Rupees Ten Only) consisting of Fresh issue of equity shares.
During the year the Company has not transferred any amount to General Reserves and has transferred Rs. 370.58 Lakhs to Special Reserve. The company have Rs. 19156.37 Lakhs in account of Reserves and surplus.
The company has adopted the various business excellence models, quality management system (QMS), Environmental management system (EMS), The Company''s committed efforts towards improving efficiency and service level in its operations.
During the year, in addition to the already existing policies the Company has adopted certain policies, programmes and code of conduct pursuant to listing of its Equity Shares on Stock Exchanges under the provisions of Companies Act, 2013; SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015; SEBI (Prohibition of Insider Trading) Regulations, 2015 and Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and any other applicable acts, rules, regulations, guidelines, circulars, notifications as may be applicable thereto.
The Company has also adopted materiality policy for determining material group Companies and the same has been disclosed on its website.
The Company has framed internal Corporate Governance guidelines, in compliance with the Directions issued by RBI for NBFCs, in order to enable adoption of best practices and greater transparency in the business operations, which have been hosted on its website www.aasaanloans.com. This report outlines compliance with requirements of the Companies Act, 2013, as amended (the ''Act''), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Regulations of RBI for Non-Banking Financial Companies (the ''NBFC Regulations''), as applicable to the Company. A report on corporate governance is attached and forms part of this report (Annexure IV).
No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statement relate on the date of this report except as below:
The company has passed resolution vide EOGM dated 07th December, 2022 for issue of equity shares of the company through initial public offering and it has filed DRHP with the SEBI and other concerned authorities for their approval. The Proposed Initial Public offering (IPO) is of Rs. 132 Crores through primary issue of shares.
The company had filed application with BSE Limited for delisting its debt securities from the stock exchange as the debentures were matured and the repayment of interest and principle amount of said debt securities is made by the Company. The application is approved by the stock exchange.
There have been material changes and commitments, if any, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report:-
Your Company has come up with Initial Public Offer with Fresh issue of 1,10,00,000 (One Crore Ten Lakh) equity shares got listed on BSE Ltd and National Stock Exchange of India Limited on June 26, 2024.
The Company continues to carry out the same activities. There has been no change in the nature of the business of the Company during the year under review.
There were no significant and material orders passed by the regulators or courts or tribunals impacting the Company''s going concern status and future operations.
Pursuant to Section 186(11) of the Companies Act, 2013, the provisions of Section 186 of the Companies Act, 2013, except subsection (1), do not apply to a loan made, guarantee given, security provided or investment made by a finance company in the ordinary course of business.
The Board of Directors of the Company comprises of Eight [8] Directors of which One [1] is Chairman & Managing Director; Two [2] are Executive Directors; One [1] is Non-Executive & Non-Independent Director; Four [4] are Non-Executive Independent Director as on March 31, 2024 who bring in a wide range of skills and experience to the Board.
The composition of the Board of Directors of the Company as on March 31, 2024 is as under: -
|
Sr.No. |
Name of the Director |
Designation |
DIN |
|
1 |
Mr. Nirmal Kumar Jain |
Chairman & Managing Director |
00240441 |
|
2 |
Mr. Ramesh Kumar Jain |
Executive Director |
07441707 |
|
3 |
Mr. Rajendra Chittora |
Executive Director |
08211508 |
|
4 |
Mr. Shiv Prakash Shrimali |
Non-Executive & Non-Independent Director |
09188385 |
|
5 |
Mr. Vimal Sardarsinghji Bolia |
Non-Executive Independent Director |
03056586 |
Composition of the Board:
|
Sr.No. |
Name of the Director |
Designation |
DIN |
|
6 |
Ms. Antima Kataria |
Non-Executive Independent Director |
09788502 |
|
7 |
Mr. Sanjay Dattatray Tatke |
Non-Executive Independent Director |
09848265 |
|
8 |
Mr. Nishant Sharma |
Non-Executive Independent Director |
08951697 |
|
KMP''S: |
|||
|
1 |
Ms. Rajni Gehlot |
Chief Financial Officer |
BGEPG8519D |
|
2 |
Mr. Bobby Singh Chandel |
Chief Executive Officer |
ADCPC2792C |
|
3 |
Mr. Manoj Kumar Choubisa |
Company Secretary and Compliance officer |
BDSPC6848L |
During the year following changes took place in the Board of Directors/KMP:
|
Sr. No. |
Name of the Director/ KMP |
Designation |
Appointment/ Resignation |
Date of Event |
|
1 |
Ms. Jayashree P Sharma |
Company Secretary & Compliance Officer |
Appointment |
29.05.2023 |
|
2 |
Mr. Prashant Karulkar |
Additional Non-executive Independent Director |
Resignation |
12.07.2023 |
|
3 |
Ms. Jayashree P Sharma |
Company Secretary & Compliance Officer |
Resignation |
01.01.2024 |
|
4 |
Mr. Manoj Kumar Choubisa |
Company Secretary & Compliance Officer |
Appointment |
01.01.2024 |
Changes in Key Managerial Personnel Between the Date of the Board Report and End of Financial Year:
|
Sr. No. |
Name of the Director/ KMP |
Designation |
Appointment/ Resignation |
Date of Event |
|
1 |
Mr. Bobby Singh Chandel |
Chief Executive Officer |
Resignation |
06.07.2024 |
|
2 |
Mr. Akash Jain |
Chief Executive Officer |
Appointment |
11.07.2024 |
|
3 |
Mr. Shiv Prakash Shrimali |
Non-Executive Non-Independent Director |
Resignation |
22.07.2024 |
|
4 |
Mr. Shiv Prakash Shrimali |
Chief Operating Officer |
Appointment |
29.07.2024 |
In accordance with the provisions of Section 152 (6) of the Companies Act, 2013 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), Mr. Rajendra Chittora (DIN: 08211508) Executive Director of the company is liable to retire by rotation at the ensuing 28th Annual General Meeting and being eligible offers himself for reappointment.
The Independent Directors have confirmed that they satisfy the criteria prescribed for Independent Directors as stipulated in the provisions of Section 149(6) of the Act. The names of all the Independent Directors of the Company have been included in the Independent Directors data bank maintained by Indian Institute of Corporate Affairs (IICA). The Company has obtained declaration of independence from all the Independent Directors of the Company that they meet the criteria of independence as laid down under Section 149 of the Companies Act, 2013 and as amended by the Companies (Amendment) Act, 2017, which have been relied upon by the Company and were placed at the Board Meeting. None of the Directors has any pecuniary relationship or transactions with the Company.
None of the Directors of the Company are related to each other. They have confirmed that they are not disqualified from being appointed as Directors in terms of Section 164 of the Act and are not debarred from holding the office of Director by virtue of any
SEBI order or any other such authority. In the opinion of the Board, the Independent Directors fulfill the necessary criteria for independence as stipulated under the statutes.
The Board has formed the opinion that the Independent Directors have requisite expertise and experience required by the Company based on their skills, knowledge and competencies.
During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company other than the sitting fees, commission, if any and reimbursement of expenses incurred for the purpose of attending the meetings of the Board or Committees of the Company.
At 25th Annual General Meeting of the Company held on 30th September, 2021, the members had appointed M/s. Valawat & Associates, Chartered Accountants (FRN:003623C) as the Statutory Auditors of the Company for a period of 5 years i.e. up to the Conclusion of Annual General Meeting of the Company to be held in the year 2026.
The Company has received consent from the Statutory Auditors and confirmation to the effect that they are not disqualified to be appointed as the Statutory Auditors of the Company in terms of the provisions of Companies Act, 2013 and Rules framed there under.
In terms of Section 138 read with other applicable provisions of the Companies Act, 2013 and on the recommendation of audit committee the Board of directors of the company in its meeting held on 29th May, 2023, had appointed M/s. Pachori Rupesh & Associates, Chartered Accountants (Firm''s Registration No: 024651C) as the Internal Auditor of the Company for the Financial Year 2023-24.
In terms of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. Ronak Jhuthawat & Co., a firm of Practicing Company Secretaries was appointed as Secretarial Auditors of the Company for the Financial Year 2023-24. The secretarial auditors have submitted their report for fiscal year 2024 and the report does not contain any qualification. The report of the Secretarial Auditors is enclosed as Annexure -I to this report.
There is no qualification, reservation or adverse remark raised by Statutory Auditor in Auditor''s report for the year under review. The Comments made by M/s. Valawat & Associates, Auditors of the company in their Auditor''s report read with relevant notes thereon are self-explanatory in nature and hence do not call for any further comments.
There is no qualification, reservation, adverse remark or disclaimer in audit report except penalty levied by stock exchange, issued by the Secretarial Auditors of the Company. The Comments made by M/s Ronak Jhuthawat & Co, Secretarial Auditors of the company in their reports are self-explanatory in nature and hence do not call for any further comments.
In terms of provisions of Section 118 of the Companies Act, 2013, the Company is in compliance with Secretarial Standards on
Meetings of the Board of Directors and Secretarial Standards on General Meeting issued by the Institute of Company Secretaries of India (ICSI).
The disclosure as required in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for fiscal 2024 is given in Annexure -III.
As part of its liability management, the Company endeavors to diversify its resource base in order to achieve an appropriate maturity structure and minimize the cost of borrowed funds. For requirement of more Working Capital, the company has approached various Bankers including Existing Bankers and Financial Institutions and the details of Loan sanctioned and disbursed by the Bank and Financial Institutions are more particularly given in Notes forming part of the Financial Statement.
Your Company''s stand-alone capital adequacy ratio was at 49.86% on 31st March, 2024, which we believe provides an adequate cushion to withstand business risks and is above the minimum requirement stipulated by the RBI.
The Company has been assigned Credit Rating from Acuite Rating & Research Limited.
|
SR.NO. |
FACILITIES |
LIMITS (IN CR) |
TENURE |
RATING |
|
1 |
Fund Based (Bank Facilities) |
170 |
Long Term |
ACUITE BBB (Acuite Triple B) Outlook Stable |
|
2 |
Fund Based (Bank Facilities) |
110 |
Long Term |
IVR BBB (IVR Triple B) Outlook Stable |
The Company has adequate internal controls and processes in place with respect to its financial statements, which provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements. These controls and processes are implemented through various policies, procedures and certifications which commensurate with the size and nature of the Company''s business. The processes and controls are reviewed periodically. The Company has a mechanism of testing the controls at regular intervals for their design and operating effectiveness to ascertain the reliability and authenticity of financial information.
The Board is accountable for evaluating and approving the effectiveness of the internal controls, including financial, operational and compliance controls. The internal control system is subject to continuous improvement, with system effectiveness assessed regularly.
These systems provide reasonable assurance in respect of providing financial and operational information, complying with applicable statutes, safeguarding of assets of the Company, prevention and detection of frauds, accuracy and completeness of accounting records and ensuring compliance with Company''s policies.
The Company has been following the various Circulars, Notifications and Guidelines issued by Reserve Bank of India (RBI) from time to time. The Circulars and the Notifications issued by RBI are also placed before the respective committees at regular intervals along with the compliance of the same.
To comply with RBI directions, your company has closed its Book of accounts for the full year ending March 2024, and your Company continues to comply with the directives issued as well as the norms prescribed by Reserve Bank of India for NBFCs.
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
The Company does not fall under any of the industries covered by the Companies (Disclosure of particulars of Directors) Rules, 1988. However, your Company has taken adequate measures for conservation of energy and usage of alternative source of energy, wherever required.
Your company has implemented a next generation, core virtual solution, with the purpose of aligning itself with the fastgrowing technology evolution and leveraging operational capabilities, while reducing the time taken for whole loan process.
With inter-connection of different branches with the head office in a safe, secure and reliable cloud based platform.
For the aforesaid purpose, your company has signed-up with Kugelblitz Private Limited (Graviton) and customized it with the practical needs to area of operation of Company, which results in following benefits:
1. Digitization of documents.
2. Centralization of all branches with corporate/registered office.
3. Speed-up the loan process.
4. Single- Click Report Generation.
5. Inter- departmental solution (robust the collaboration).
6. Android / IOS app-based system for field staff to submit initial documents and verification remarks.
7. Saving cost in logistics, handling, printing, and mitigating risk of physical movements.
8. Improves the quality of credit analysis.
9. Secured and Safe cloud-based system with end to end encryption.
10. Predefined roles with maker-checker concept, with final approval authority to Managing Director/Authorized Personnel.
11. Keeping of Digital trails which can keep the whole loan process details in one click and useful during audit(s) and tracing purpose.
12. Simplification of work flow, with regular MIS.
Kugelblitz Private Limited as a service provider / software vendor will provide applicable upgrades and latest security protocols.
Your company and its software vendor conducts its IT audit through external agencies at regular intervals. The scope of IT audit is to identify the areas of risk, check vulnerabilities & cyber security etc. at periodic intervals. The external agencies suggestions and recommendations are reported to the Audit Committee & implemented wherever feasible.
Your company does not have any foreign exchange earnings and outgo during the year under review, However Company has obtained External Commercial Borrowings in earlier years and EMI, Interest of the Loan has been paid in foreign currency during the year.
During the year, your Company has not entered into any transactions with Related Parties which are not in the ordinary course of its business or not on an arm''s length basis and which require disclosure in this Report in terms of the provisions of Section 188(1) of the Companies Act, 2013. Hence, no particulars are being provided in Form AOC-2. Related Party disclosures, as per IND-AS have been provided in Notes to the financial statement.
The transactions between the Company and its group companies are to be undertaken on an arm''s length basis. The following broad principles shall be adhered to at the time of undertaking such transactions:
a) All transactions shall have the substantive characteristics of a transaction between independent parties.
b) The transactions shall be entered into in a need based manner and shall be based on principle of impartiality.
c) The pricing for specific transactions shall be at market related rates and would be benchmarked against comparable quotes for similar transactions in the market between independent parties.
d) The transactions shall comply with all statutory/regulatory guidelines, internal policy norms and procedures (including appropriate documentation) applicable to such transactions, if engaged with independent parties with similar background.
In pursuance to the provisions of Section 92(3) of the Companies Act, 2013 read with Rules made thereunder and amended time to time, the Annual Return of the Company for the Financial Year ended on March 31, 2024 is available on the website of the company i.e. www.aasaanloans.com and the web link of the same is https://aasaanloans.com/investor-relation/financials/.
Financing activity is the business of management of risks, which in turn is the function of the appropriate credit models and the robust systems and operations.
Your Company continues to focus on the above two maxims, and is always eager to improve upon the same. Your Company continues to give prime importance to the function of receivables management, as it considers this the ultimate reflection of the correctness of marketing strategy as well as appraisal techniques.
The Board of Directors has adopted a risk management policy for the Company which provides identification, assessment and control of risks which in the opinion of the Board may threaten the existence of the Company. The Management identifies and controls risks through a properly defined framework in terms of the aforesaid policy.
The Company has in place a Risk Management Policy and introduced several measures to strengthen the internal controls systems and processes to drive a common integrated view of risks, optimal and mitigation responses. This integration is enabled through a dedicated team and Risk Management, Internal Control and Internal Audit systems and processes.
The Company''s CSR policy is committed towards CSR activities as envisaged in Schedule VII of the Act. The Details of CSR policy of the Company are available on the website of the Company at www.aasaanloans.com. The Annual Report on CSR activities as required under Companies (Corporate Social Responsibility Policy) Rules, 2014 is attached to this report as Annexure II.
The Company is committed to provide a safe and conducive work environment to its employees at workplace. The Company has in place a Policy for prevention of Sexual Harassment, in line with the requirements of the âSexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013." Internal Complaints Committee (ICC) has been set up to redress complaints, as and when received, regarding sexual harassment and all employees are covered under this Policy. During the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
A total of 8 (Eight) Board Meetings were held during the Financial Year ended 31st March 2024. The maximum gap between any two Board Meetings was less than 120 days:
|
S. No. |
Date of Board meeting |
Total No. of Directors associated as on the date of meeting |
No. of Directors Attended |
|
1 |
16.05.2023 |
9 |
8 |
|
2 |
29.05.2023 |
9 |
8 |
|
3 |
27.06.2023 |
9 |
8 |
|
4 |
31.07.2023 |
8 |
8 |
|
5 |
03.11.2023 |
8 |
8 |
|
6 |
01.01.2024 |
8 |
8 |
|
7 |
26.02.2024 |
8 |
8 |
|
8 |
28.03.2024 |
8 |
8 |
Independent directors Meeting:
|
S. No. |
Date of Board meeting |
Total No. of Directors associated as on the date of meeting |
No. of Directors Attended |
|
1 |
26.02.2024 |
4 |
3 |
B. General Meeting
|
S. No. |
Date of meeting |
Type of Meeting |
Total No. of Members associated entitled to attend meeting |
No. of Members Attended |
|
1 |
30.09.2023 |
AGM |
718 |
10 |
C. Committee Meetings
|
No. of Committees: 5 |
|||
|
Name of the Committee |
Date of meeting |
Total No. of Directors |
No. of Directors Attended |
|
associated as on the date of |
|||
|
meeting |
|||
|
Audit Committee |
16.05.2023 |
3 |
3 |
|
29.05.2023 |
3 |
3 |
|
|
26.06.2023 |
3 |
3 |
|
|
29.09.2023 |
3 |
3 |
|
|
03.11.2023 |
3 |
3 |
|
|
26.02.2024 |
3 |
3 |
|
|
Nomination & Remuneration |
29.05.2023 |
3 |
2 |
|
Committee |
31.07.2023 |
3 |
3 |
|
01.01.2024 |
3 |
2 |
|
|
Stakeholder''s Relationship |
31.07.2023 |
3 |
3 |
|
Committee |
26.02.2024 |
3 |
2 |
|
Corporate Social |
03.11.2023 |
3 |
3 |
|
Responsibility Committee |
01.01.2024 |
3 |
3 |
|
26.02.2024 |
3 |
3 |
|
|
Name of the Committee |
Date of meeting |
Total No. of Directors associated as on the date of meeting |
No. of Directors Attended |
|
Risk Management |
03.11.2023 |
2 |
1 |
|
Committee |
26.02.2024 |
2 |
2 |
The Company does not have any subsidiary, associate and joint venture company within the meaning of Section 2(87) and 2(6) of the Companies Act, 2013 and no new subsidiary, associate and joint venture Company was formed during the year under review.
The Company has allotted the Non-Convertible Redeemable Debentures on 30*'' June 2020 with the maturity period of 3 years. The Company has made full repayment of principal and interest amount of the said allotted debentures on 30*1 June 2023. As the debentures are redeemed, the Company had filed application with the stock exchange for the delisting of such debentures and the same is approved by the stock exchange.
To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134(5) of the Companies Act, 2013:
a. that in the preparation of the Annual Financial Statements for the year ended March 31, 2024, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
b. that such accounting policies as mentioned in the Notes to the Financial Statements have been selected and applied consistently and judgment and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2024 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the Annual Financial Statements have been prepared on a going concern basis;
e. that proper Internal Financial Controls were in place and that the financial controls were adequate and were operating effectively;
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
In accordance with the applicable provisions of the Master Direction issued by the Reserve Bank of India a detailed analysis of the Company''s performance is discussed in the Management Discussion and Analysis Report, which forms part of this Annual Report.
Many initiatives have been taken to support business through organizational efficiency, process change support and various employee engagement programmes which has helped the organization achieve higher productivity levels. A significant effort has also been undertaken to develop leadership as well as technical/ functional capabilities in order to meet future talent requirement.
In the field of Human Resource Development, your company stresses on the need to continuously upgrade the competencies of its employees and equip them to keep abreast of latest developments in the sector. The Company operates in a knowledge intensive business and is committed to enhancing these skills of its employees. In order to achieve this, the Company has an annual training plan to assess the various training needs. Necessary professional skills are also imparted across all levels of employees through customized training interventions.
The Company had 125 employees on its rolls at various levels of organizational structure as on March 31, 2024. Our employees remain one of the company''s greatest assets. We as an organization, believe in recognizing and appreciating employees for their valuable contribution and loyalty. We offer equal opportunities to all our employees irrespective of gender to learn and grow in the organization. For the convenience of our employees and bringing new ways of working, we are promoting digitalization for our employees as well as our customers.
Your Company lays great emphasis on upgrading the skills of its Human Resource. It benchmarks its practices with the best practices being followed in the corporate world. This, apart from other strategic interventions, leads to effective management of Human Resource thereby ensuring high level of productivity. Your Company enjoys a very cordial and harmonious relationship with its employees.
Your Company follows good management practices to ensure welfare of its employees through a process of inclusive growth & development. The Company follows an open door policy whereby the employees can access the top management thereby contributing in the management and growth of the company. Commitment of the workforce is ensured through an effective package of welfare measures which include comprehensive insurance, medical facilities and other amenities which in turn lead to a healthy workforce.
Most of the NBFCs Customer profile is concentrated either in unorganized sector or on the self-employed segment, NBFCs have also ventured into riskier segments such as real estate, unsecured loans, purchase finance for used commercial vehicles, etc. These factors increase their risk profile which could have adverse impact on the financial health of NBFCs and have immense business potential from the segment untapped by commercial banks. The changes in the regulatory frame work have made NBFCs very competitive and responsible. The Reserve Bank of India (RBI) has introduced guidelines under which bank loans to NBFCs are not considered priority-sector loans, which reduces incentives from banks to lend directly to NBFCs and will increase the latter''s funding costs. Access to stable funding from banks, institutional investors and capital markets is a key factor in the stable outlook on the sector, and any disruption in funding access could lead to negative growth as well as rating action.
The Company has constituted an Audit Committee in accordance with the requirements of the Companies Act, 2013, RBI directions, and SEBI Listing Regulations. Details on Audit committee, terms of reference and meetings appear on the Report on Corporate Governance annexed to this report. All recommendations of Audit Committee were accepted by your Board during the financial year 2023-24.
The provision of section 148 of the Act relating to maintenance of cost records and cost audit are not applicable to the Company. Hence, the Company is not maintaining Cost records.
Your Company is a non-deposit taking Non-Banking Financial Company. The Company has not accepted any deposit during the
year under review. Further, the Company had also passed a resolution to the effect that the company has neither accepted public deposit nor would accept any public deposit during the year under review from public.
According to the 2016 Insolvency and Bankruptcy Code, no such application has been made.
The Company has established a Vigil Mechanism/ Whistle Blower policy to enable Directors, and Stakeholders, including individual employees and their representative bodies to report, in good faith, unethical, unlawful or improper practices, acts, or activities and the same have been disclosed on the website of the company www.aasaanloans.com.
During the year under review, neither the statutory auditors nor the secretarial auditor has reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Board''s report, which forms part of this Integrated Annual Report.
Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Committees. Further, the Nomination & Remuneration Committee has carried out the performance evaluation of Senior Management including the Company Secretary, Chief Executive Officer and Chief Financial Officer of the Company. The manner in which the evaluation was carried out has been explained in the Corporate Governance Report which forms part of this report.
The Board has framed a policy for selection and appointment of Directors, Key Managerial Personnel (KMP) and Senior Management and their remuneration. As and when need arises to appoint Director, KMP and Senior Management Personnel, the Nomination and Remuneration Committee (NRC) of the Company will determine the criteria based on the specific requirements. NRC, while recommending candidature to the Board, takes into consideration the qualification, attributes, experience and independence of the candidate. Director(s), KMP(s) and Senior Management Personnel appointment and remuneration will be as per NRC Policy of the Company. The salient features of the Nomination and Remuneration Policy of the Company has been disclosed in the Corporate Governance Report, which is a part of this report. The said Policy is available on the Company''s website on https://aasaanloans.com/wp-content/uploads/2023/04/Nomination-and-Remuneration-Policy.pdf.
Your Directors wish to place on record their appreciation for cooperation your Company has received from the various departments like MCA, Registrar of Companies, various Organizations and Agencies for the continued help and co-operation extended by them. The Directors also gratefully acknowledge all stakeholders of the Company viz. customers, members, dealers, vendors, banks and other business partners for the excellent support received from them during the year. The Directors place on record their sincere-appreciation to all employees of the Company for their unstinted commitment and continued contribution to the Company.
DIN:00240441 DIN:08211508
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