Directors Report of Golden Legand Leasing & Finance Ltd.

Mar 31, 2014

Dear Members,

The Directors here by present the 30th Annual Report on business and operations of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2014.

OPERATIONS REVIEW:

During the year under review due to sluggish market condition and financial crisis company faces huge set back. So company not in position to generate any revenue from the operation but due to some fixed cost company posted Net Loss of Rs. 158695/-.

The management has taken measures as part of its continuous improvements to strengthen operations and viability.

DIVIDEND:

The Directors have not declared any dividend during the year under review due to loss incurred.

FIXED DEPOSIT:

The Company has not accepted any deposit from the public pursuant to the provisions of Section 58A of the Companies Act, 1956.

CHANGE IN BOARD OF DIRECTORS:

MR. ULLASHKUMAR PARIKH, Director of the Company is retires by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

MR. ANAND TRIVEDI and MR. AMISHKUMAR DANTARA who was appointed directors of the Company whose period of office will be liable to retire by rotation and be and is hereby appointed as an Independent Director of the Company to hold office for five consecutive years for a term up to 31st March, 2019.

CHANGES IN CAPITAL STRUCTURE:

* Issued and Paid-uo Share Capital

The Company in its Board Meeting held on 06.01.2014 converted and allotted 9870000 convertibles fully paid warrant in to equal number of equity shares of Rs.10/- each per share on preferential basis to other then promoters. Accordingly, after said allotment, the issued and paid-up share Capital of the Company stood at Rs.14,87,00,000 comprising of 1,48,70,000 equity share of Rs.10/-(Rupees Ten Only) each.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Clause 49 of the listing agreement forming part of this report is annexed herewith. The Audit Committee of the Company has regularly reviewed internal Control System of the company.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Clause 49 of the Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, Report on Corporate Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

AUDITORS AND AUDITORS'' REPORT:

M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The observations made by the Auditors'' in their Auditors'' Report and the Notes on Accounts referred to in the Auditors'' Report are self- explanatory and do not call for any further comments.

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

The details of conservation of energy, technology absorption etc. as required to be given under Section 217(1)(e) of the Companies Act 1956, are not applicable to our Company, as our Company has not engage in manufacturing activities.

The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil.

PARTICULARS OF EMPLOYEES:

The statement showing particulars of employees under section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of Employees) Rules, 1975, as amended, is not required to be given as there were no employees coming within the purview of this section.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, the Directors of your Company confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that period;

iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) Directors have prepared the accounts on a "going concern basis".

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

For and on Behalf of the Board For, GOLDEN LEGAND LEASING AND FINANCE LIMITED

PLACE: MUMBAI DATE: 26.08.2014 (ULLASHKUMAR PARIKH) CHAIRMAN

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Mar 31, 2013

The Directors here by present the 29th Annual Report on business and operations of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2013.

OPERATIONS REVIEW:

During the year under review due to sluggish market condition and financial crisis company faces huge set back. So company not in position to generate any revenue from the operation but due to some fixed cost company posted Net Loss of Rs. 358216.

The management has taken measures as part of its continuous improvements to strengthen operations and viability.

DIVIDEND:

Your Directors have not declared any dividend during the year under review due to loss incurred.

FIXED DEPOSIT:

The Company has not accepted any deposit from the public pursuant to the provisions of Section 58A of the Companies Act, 1956.

CHANGE IN BOARD OF DIRECTORS:

MR ANAND RAMANLAL TRIVEDI, Director of the Company is retires by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

MR. AMISHKUMAR DANTARA who was appointed as an additional directors of the Company by the Board of Directors with effect from 10.05.2013 be and are hereby appointed as a Director of the Company whose period of office will be liable to retire by rotation.

MR. HITESHBHAI PATEL was resigned as a Director of the Company with effect from 10.05.2013.

CHANGES IN CAPITAL STRUCTURE:

Authorized Share Capital

During the year under review, Company in Extra Ordinary General Meeting (EOGM) held on 5th January, 2013 has increased the Authorized Share Capital of the Company from Rs. 5 Crore to Rs. 15 Crore. Thus, at present the Authorized Share Capital of the Company is Rs. 15,00,00,000 (Rupees Fifteen Crores Only) divided in to 1,50,00,000 (One Crore Fifty Lakhs) shares of Rs. 10/-(Rupees Ten) each.

ISSUE OF CONVERTIBLE WARRANTS ON PREFERENTIAL BASIS:

During the year under review, Company in Extra Ordinary General Meeting (EOGM) held on 5th January, 2013 to issue, offer and allot 10000000 (One Crore) Warrants on preferential basis convertible into 10000000 (One Crore) Equity Share of the face value of Rs. 10/- (Rupees Ten Only) each for an aggregate amount upto Rs. 10,00,00,000/- (Rupees Ten Crore only) at a price of Rs. 10/- (Rupees Ten Only) each per Warrant to Non promoters as may be permitted under the applicable Rules and Regulations, in one or more tranches, and upon such terms and conditions as may be deemed appropriate by the Board.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Clause 49 of the listing agreement forming part of this report is annexed herewith. The Audit Committee of the Company has regularly reviewed internal Control System of the company.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Clause 49 of the Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, Report on Corporate Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

AUDITORS AND AUDITORS'' REPORT:

M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The observations made by the Auditors'' in their Auditors'' Report and the Notes on Accounts referred to in the Auditors'' Report are self? explanatory and do not call for any further comments.

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

The details of conservation of energy, technology absorption etc. as required to be given under Section 217(1)(e) of the Companies Act 1956, are not applicable to our Company, as our Company has not engage in manufacturing activities. The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil.

PARTICULARS OF EMPLOYEES:

The statement showing particulars of employees under section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of Employees) Rules, 1975, as amended, is not required to be given as there were no employees coming within the purview of this section.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, the Directors of your Company confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that period;

iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) Directors have prepared the accounts on a "going concern basis".

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co?operation received from the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

For and on Behalf of the Board

For, GOLDEN LEGAND LEASING AND FINANCE LIMITED

PLACE: MUMBAI

DATE: 30.08.2013 Sd/-

(ULLASHKUMAR PARIKH)

CHAIRMAN

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Mar 31, 2012

Dear Shareholders,

The Directors here by present the 28th Annual Report on business and operations of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2012.

OPERATIONS REVIEW:

During the year under review due to sluggish market condition and financial crisis company faces huge set back. So company not in position to generate any revenue from the operation but due to some fixed cost company posted Net Loss of Rs. 158009.

The management has taken measures as part of its continuous improvements to strengthen operations and viability.

DIVIDEND:

Your Directors have not declared any dividend during the year under review due to loss incurred.

FIXED DEPOSIT:

The Company has not accepted any deposit from the public pursuant to the provisions of Section 58A of the Companies Act, 1956.

CHANGE IN BOARD OF DIRECTORS:

MR ULLASHKUMAR JAYANTILAl PARIKH, Director of the Company is retires by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

MR. ANAND TRIVEDI and MR. HITESHBHAI PATEL who were appointed as an additional directors of the Company by the Board of Directors with effect from 01.08.2011 be and are hereby appointed as a Director of the Company whose period of office will be liable to retire by rotation.

MR. GOPAL RAMKISHORE SHARMA and MR. KRISHNA NARYAN BHAGWAT PRASAD TIWARI were resigned as a Director of the Company with effect from 01.08.2011.

CHANGES IN CAPITAL STRUCTURE:

- Authorized Share Capital

During the year under review, Company in Extra Ordinary General Meeting held on 5th July, 2012 has increased the Authorized Share Capital of the Company from Rs. 3 Crore to Rs. 5 Crore. Thus, at present the Authorized Share Capital of the Company is Rs. 5,00,00,000/- (Rupees Five Crore Only) divided into 50,00,000 (Fifty Lacs) equity share of Rs.l0/-(Rupees Ten Only) each.

- Issued and Paid-up Share Capital

During the year under review, the Company has issued Bonus shares in the Proportion of 1 Bonus shares for every 1 Equity Share held by the Company on 18.07.2012 (Record Date) and increased the Paid-up Capital of the Company by issuing 25,00,000 new Equity shares. After said allotments, the issued and paid-up share Capital of the Company stood at Rs.5,00,00,000/- (Rupees Five Crore Only), comprising of 50,00,000 (Fifty Lacs) equity share of Rs,10/-(Rupees Ten Only) each.

SECRETARIAL COMPLIANCE CERTIFICATE:

In accordance with the Section 383A of the Companies Act, 1956 and Companies (Appointment and Qualifications of Secretary) Amendment Rules, 2009, the Company has obtained a certificate from a secretary in whole-time practice confirming that the Company has complied with the provisions of the Companies Act, 1956 and a copy of such certificate is annexed to this report.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Clause 49 of the listing agreement forming part of this report is annexed herewith. The Audit Committee of the Company has regularly reviewed internal Control System of the company.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Clause 49 of the Listing Agreement on Corporate Governance. Pursuant to Ciause 49 of the Listing Agreement with the Stock Exchanges, Report on Corporate Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

AUDITORS AND AUDITORS'' REPORT:

M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The observations made by the Auditors'' in their Auditors'' Report and the Notes on Accounts referred to in the Auditors'' Report are self- explanatory and do not call for any further comments.

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

The details of conservation of energy, technology absorption etc. as required to be given under Section 217(l)(e) of the Companies Act 1956, are not applicable to our Company, as our Company has not engage in manufacturing activities.

The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil.

PARTICULARS OF EMPLOYEES:

The statement showing particulars of employees under section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of Employees) Rules, 1975, as amended, is not required to be given as there were no employees coming within the purview of this section.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, the Directors of your Company confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that period;

iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) Directors have prepared the accounts on a "going concern basis".

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

For and on Behalf of the Board

For, GOLDEN LEGAND LEASING AND FINANCE LIMITED

PLACE: MUMBAI

DATE: 03.08.2012 (ULLASHKUMAR PARIKH)

CHAIRMAN

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Mar 31, 2010

The directors have pleasure in presenting the Annual Report together with the Audited Annual Accounts for the year ended on 31st March 2010.

(Rs In Lacs)

Financial Results 2009-2010 2008-2009

Total Income 0.00 1.00

Profit/ (Loss) Before Depreciation & Tax (0.65) 0.03

Less : Depreciation 0.00 0.00

Net Profit/(Loss) Before Tax (0.65) 0.03

Less :Provision For Taxation 0.00 0.01

Net Profit/(Loss) After Tax (0.65) 0.02

(1) Operations

Your directors inform that the company has incurred Loss of Rs 64,757 during the year. The company is confident to achieve higher sales in the coming years. Your Directors do not recommend dividend for the year to strengthen the position of the company.

(2) Directors

In accordance with the Companies Act, 1956 and Article of Association of the Company, Mr. Gopal Sharma and Mr. Krishna Tiwari, directors of the Company, retire by rotation at the forthcoming Annual General Meeting and are eligible for reappointment.

(3) Auditors

M/s. J & K Agrawal & Co. Chartered Accountants, Mumbai, Auditors of the Company retires at the ensuing Annual General Meeting and show their unwillingness to continue office. The Board of Director has recommended that M/s Arvind A.Thakkar & Co. Chartered Accountants, Ahmedabad to be appointed as Auditors of the Company and hold office from this Annual General Meeting to Next Annual General Meeting.

The Statutory Auditors of the Company have submitted auditors report on the accounts of the Company for the accounting year ended 31st March, 2010 which is self-explanatory and needs no comments.

(4) Fixed Deposits

The Company has not accepted any Public Deposits within the meaning of the provisions of Section 58A of the Companies Act, 1956.

(5) Employees:

There were no employees coming within the ambit of section 217(2A) of the Companies Act, 1956.

(6) Conservation of Energy, Technology Absorption and Foreign Exchange earnings and outgoings:

Since the company is not engaged in any manufacturing activities, furnishing of details of conservation of energy & technology absorption are not applicable.

Foreign Earning : Nil

Foreign Outgoing : Nil

(7) Directors Responsibility Statement:

As required under sub-section (2AA) of Section 217 of the Companies Act, 1956, the Directors confirm:

(i) That in preparation of the Annual accounts, the applicable accounting standards had been followed.

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of affairs of the Company at the end of the financial year and of the financial year and of the loss of the Company for the year.

(iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting frauds and other irregularities.

(iv) that the Directors had prepared the Annual Accounts on a going concern basis.

(8) Acknowledgements.

The Directors place on record their appreciation of continued support, Co-operation, assistance during the year by suppliers, customers, banks and staff members & look forward for their continued support in future.

BY ORDER OF THE BOARD OF DIRECTORS, GOLDEN LEGAND LEASING AND FINANCE LIMITED

Date : 04.09.2010 Place : Mumbai Sd/- Director