Notes to Accounts of Intec Capital Ltd.

Mar 31, 2018

1. Corporate Information

Intec Capital Limited (‘the Company’) incorporated in India on February 15, 1994, was registered with

the Reserve Bank of India (‘RBI’) as a Non-Banking Financial Company (‘NBFC’) vide Certificate No.

B-14.00731dated May4, 1998 in the name of Intec Securities Limited. Subsequently, due to change in

name of the Company, the Company received a revised Certificate of Registration (‘CoR’) in the name

of Intec Capital Limited on November 4, 2009 under Section 45-1A of the Reserve Bank of India Act,

1934. It is a Systemically Important Non-Deposit taking Non-Banking Financial Company (NBFC-ND-SI).

The Company is primarily engaged in the business of providing machinery loans to Small and Medium Enterprises (‘SME’) customers.

2.1 Rights, preferences and restrictions attached to each class of shares

The Company has only one class of Equity Share having par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. All Equity Shares are entitled to receive dividend as declared from time to time. The voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company in proportion of their shareholding.

3.1 As per Section 45-IC of the Reserve Bank of India Act, 1934 (‘RBI Act’), every NBFC is required to transfer a sum not less than twenty percent of its net profit for the year to the ‘Statutory Reserve as per Section 45-IC of RBI Act’. As during the year there is no profit, there is no transfer to the said reserve, (previous year Rs. 7.26 lakhs being 20% of the net profit was transfered to the said reserve).

- repayable on equitable monthly and quarterly installments

## repayable at the time of maturity along with interest accrued

4.1 Loans also guaranteed by directors and other parties

- loans of Rs. 6,119.99 lakhs secured by personal guarantee of managing director and lien on Fixed deposits of Rs. 89.67 lakhs

- loan of Rs. 83.33 lakhs secured by personal guarantees of managing director and relative of managing director and corporate guarantee of Bubble Infosolutions Private Limited (company in which managing director of the Company is a director)

- loan of Rs. 663.70 lakhs secured by personal guarantee of managing director and corporate guarantee of Bubble Infosolutions Private Limited (company in which managing director of the Company is a director) and Amulet Technologies Limited (Subsidiary of the Company)

4.1 Rate of interest (range):

4.1.1 Interest rates on above secured loans range between 11.25%- 13.55% per annum

4.1.2 Interest rates on above unsecured loans range between 7%- 8.37% per annum

- repayable on equitable monthly and quarterly installments

## repayable at the time of maturity along with interest accured

4.3 Loans also guaranteed by directors and other parties

- loan of Rs. 12,641.34 lakhs secured by personal guarantee of managing director and lien on Fixed deposits of Rs. 48.24 lakhs

- loan of Rs. 333.33 lakhs secured by personal guarantees of managing director and relative of managing director and corporate guarantee of Bubble Infosolutions Private Limited (company in which managing director of the Company is a director)

- loan of Rs. 1,495.69 lakhs secured by personal guarantee of managing director and corporate guarantee of Bubble Infosolutions Private Limited (company in which managing director of the Company is a director) and Amulet Technologies Limited (Subsidiary of the Company)

4.4 Rate of interest :

4.4.1 Interest rates on above secured loans range between 11.45%- 12.30% per annum

4.4.2 Interest rates on above unsecured loans range between 7%- 8.37% per annum

5.1 Working Capital loans from banks are secured by :

(a) Primary Security- first pari passu charge on present and future receivables of the Company

(b) Collateral Security-Fixed deposits of Rs. 1098.44 lakhs (previous year : Rs. 1,337.51 lakhs) lien marked to banks and Immovable properties belonging to promoter & others

(c) Personal guarantees of managing director and relative of managing director

(d) Corporate guarantee of Bubble Infosolutions Private Limited (company in which managing director of the Company is a director and Amulet Technologies Limited Subsidary of the Company)

5.2 Interest rates on above loans range between 10.60% - 13.55% per annum (previous year : 10.60% -13.45% per annum).

6.1 Other liabilities comprise of payables towards miscellaneuos and expenses etc.

6.2 There is no amount due and outstanding to be credited to Investor Education & Protection Fund.

6.3 There is no amount outstanding to suppliers under Micro, Small and Medium Enterprises Development Act, 2006 based on available information with the Company.

7.1 Secured by hypothecation of specific assets

7.2 The Company makes provision for standard and non-performing assets (sub-standard and doubtful assets) in accordance with the Non-Banking Financial Company - Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions, 2016. Further, in accordance with these Directions, the Company has separately shown the said provision under Short Term and Long term Provisions (as applicable) without netting off from loans.

8.1 Subject to first charge as security against the working capital facilities availed from the Banks.

9.1 Fixed deposits of Rs. 726.60 lakhs (Previous year: Rs. 1,055.12 lakhs) are subject to first charge as security against the working capital facilities, of Rs. 89.67 lakhs (Previous year: Rs. 48.24 lakhs) are subject to first charge as security against the Term Loan facilities and of Rs. 31.05 lakhs (Previous year: Rs. 60.53 lakhs) are liened with Small Industries Development Bank of India under Credit Delivery Arrangement.

10. Contingent liabilities

(a) Few customers / borrowers of the Company have filed legal cases for various claims against the Company. The management has reviewed these pending litigations and proceedings and does not expect any material outflow / reimbursement.

(b) Corporate Guarantee

Issued to Small Industries Development Bank of India under Credit Delivery Arrangement: Rs. 48.08 lakhs

11. Commitment

Loan approved but pending disbursement: Rs 38.54 Lakhs (Previous Year: Rs. 54.44 Lakhs).

12. Corporate Social Responsibility (CSR):

The Company has constituted a CSR committee as required under Section 135 of the Companies Act, 2013, together with relevant rules as prescribed in Companies (Corporate Social Responsibility Policy) Rules, 2014 (‘CSR rules’).The CSR Committee had approved the CSR Policy and also identified the broad areas of CSR activities which it propose to carry out viz. Child Education and Women Empowerment. During the year, the Company made serious deliberations and choose the CSR programs which would be undertaken on a long term and continuous basis. Such programs will benefit communities where the Company operates or likely to operate and create goodwill for the Company. The detail of the amount spent during the period is as under:

13. Accounting Standards Disclosures

13.1 Accounting Standard 15 (Revised) - Employee Benefits

(a) Defined Benefit plans:

Gratuity : Payable on separation as per the Payment of Gratuity Act, 1972 as amended @ 15 days pay, for each completed year of service to eligible employees who render continuous service of 5 years or more. The Company’s liability towards Gratuity is funded / managed by a trust, which invests the funds with Life Insurance Corporation of India (LIC).

(b) Other Long Term Benefit:

Compensated Absences : Employees of the Company are entitled to accumulate their earned/privilege leave up to a maximum of 30 days which can be availed / utilized in coming year/s, while in service. During the year the amount of Rs. 9.42 lakhs (previous year : Rs. 5.46 lakhs) has been credited in the Statement of Profit and Loss towards reversal of the excess provisions based on actuarial valuation.

(c) Defined Contribution plan:

Company’s employees are covered by Provident Fund and Employees State Insurance Scheme/Fund, to which the Company makes a defined contribution measured as a fixed percentage of salary. During the year, amount of Rs. 29.33 lakhs (Previous Year: Rs. 47.14 lakhs) has been charged to the Statement of Profit and Loss towards employer’s contribution to these schemes/funds as under:

Investment details of the plan assets

100% of the plan assets are maintained with the LIC Managed funds, and in the absence of the complete details from LIC, the requisite detail of funds are not furnished.

Actuarial Assumptions:

The principal assumptions are the discount rate and salary increase. The discount rate is based upon the market yields available on Government bonds at the accounting date with a term that matches that of the Liabilities and the salary increase takes account of inflation, seniority, promotion and other relevant factors on long term basis. Principal assumptions used for actuarial valuation are:

13.2 Accounting Standard 17 - Segment Reporting:

The Company is primarily engaged only in the business of providing loans to Small and Medium Enterprises (‘SME’) customers and has no overseas operations/units and as such, no segment reporting is required under Accounting Standard 17 - Segment Reporting.

13.3 Accounting Standard 18 - Related Parties A. List of Related Parties and relationships, having transactions during the year

a) Subsidiary Company

Amulet Technologies Limited

b) Key Management Personnel

Sanjeev Goel, Managing Director

c) Relative of Key Management personal

Pranav Goel, Son of Sanjeev Goel, Managing Director

Ritika Goel, Wife of Sanjeev Goel, Managing Director, and Director (upto November 08, 2017)

d) Enterprises over which key Management Personnel exercises significant influence

Bubble Info Solutions Private Limited

e) Enterprises over which relative of key management exercises significant influence

Intec Infonet Private Limited

f) Investing party in respect of which the reporting enterprise is an associate

Pantec Devices Private Limited

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

13.1 Accounting Standard 19 - Operating Leases

The Company’s significant leasing arrangements are in respect of operating leases for premises (commercial premises, offices etc.). The leasing arrangements include non-cancellable leases ranging from 0-1 year and are usually renewable by mutual consent on mutually terms. There are no sub leases.

The aggregate lease rentals payable are charged to Statement of Profit and Loss.

14. Disclosures required as per Reserve Bank of India ‘Master Direction - Non-Banking Financial Company - Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions, 2016’, to the extent as applicable to the Company.

Notes: l.The Sector wise NPA detail has been given for the sector/category, based on the categorization and the required information available in the loan records maintained by the Company.

2. For calculating above percentages, restructured assets which are less than 90 days overdue and not recognized as NPA (as per RBI guidelines), have been included as they are reported under Substandard assets.

Note:-NPA includes restructuring amounting to Rs 434.46 lakhs (Previous year Rs. 521.88 lakhs) and provision thereon Rs. 130.34 lakhs (Previous year Rs. 156.56 lakhs).

14.1 Customer Complaints

(a) No. of complaints pending at the beginning of the year 01

(b) No. of complaints received during the year 07

(c) No. of complaints redressed during the year 08

(d) No. of complaints pending at the end of the year 00

15.1 Miscellaneous

(i) Details of Single Borrower Limit (SBL) / Group Borrower Limit (GBL) exceeded

During the year, the Company has not exceeded SBL & GBL limits as prescribed under NBFC Regulation.

(ii) The Company does not deal with advances for which intangible securities such as charge over the rights, licence ,authority etc. have been taken.

(iii) Registration obtained from other financial sector regulators

The Company has not obtained any registration from any other financial sector regulators.

(iv) Disclosure of Penalties imposed by RBI and other regulators

No penalty has been imposed by the RBI or any other regulator during the year.

(vii) The following disclosures are not required / applicable, as no such transaction / activity was conducted by the Company during the year.

(a) Long-term contracts including derivative contracts, for which there were any material foreseeable losses.

(b) Securitization/Reconstruction / Assignments deal.

(c) Sale / Purchase of financial assets to Securitization / Reconstruction Company for Assets Reconstruction.

(d) Hedged foreign currency exposure, Forward Rate Agreement / Interest Rate Swap.

(viii) Schedule to the Balance Sheet of a Non-Deposit taking Non-Banking Financial Company, as required in terms of paragraph 13 of Non-Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007) : Refer Annexure - 1

16.1 Figures for previous year have been regrouped and/or reclassified wherever considered necessary, to conform to current year’s classification.

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Mar 31, 2016

(b) Nature of guarantees for loans taken :

Loans guaranted by directors, other parties for note (a) (i) & (ii) above

- loan of Rs.21,006.90 lakhs secured by personal guarantee of managing director.

- loan of Rs.566.81 lakhs secured by personal guarantees of managing director and relative of managing director.

- loan of Rs.746.77 lakhs secured by personal guarantee of managing director and corporate guarantee of Bubble Info solutions Private Limited (company in which managing director of the Company is a director) and Amulet Technologies Limited (Subsidiary of the Company) .

(c) Rate of interest (range):

Interest rates applicable on above secured loans are ranges between 8.75%- 13.80% per annum Interest rates applicable on above unsecured loans are ranges between 6.25%- 10% per annum

# repayable on equitable monthly and quarterly installments

# repayable at the time of maturity along with interest accrued

(b) Nature of guarantees for loans taken :

Loans guaranteed by directors, other parties for note (a) (i) & (ii) above

- loan of Rs.17,825.54lakhs secured by personal guarantee of managing director.

- loan of Rs.1,112.49 lakhs secured by personal guarantees of managing director and relative of managing director.

- loan of Rs.1,049.40 lakhs secured by personal guarantee of managing director and corporate guarantee of Bubble Infosoluti Private Limited (company in which managing director of the Company is a director) and Amulet Technologies Limited (Subsid^: of the Company) .

- loan of Rs.683.33 lakhs secured by personal guarantees of managing director, relative of managing director and corpoi guarantee of Bubble Infosolutions Private Limited (company in which managing director of the Company is a director).

(c) Rate of interest (range):

Interest rates applicable on above secured loans are ranges between 10.25%- 12.30% per annum Interest rates applicable on above unsecured loans are ranges between 6.25%- 10% per annum

(a) Nature of security

Working Capital facility from banks are secured by

(i) Primary Security- first pari passu charge on present and future receivables of the Company,

(ii) Collateral Security-Fixed deposits lien marked to banks and Immovable properties - Belonging to promoter & others.

(iii) Personal guarantees of managing director and relative of managing director.

(iv) Corporate guarantee of Bubble infosolution Private Limited (company in which managing director of the Company is a director) and Amulet Technologies Limited (subsidary of the Company)

(b) Rate of interest (range)

Interest rates applicable on above loans ranges between 10.80%- 11.80% per annum (previous year 9.25%- 12.75% per annum).

(c) Commercial papers

These are issued for a period of 349 days and will be repaid on December 05, 2016 (rate of interest -10% per annum)

1. Operating leases

The Company’s significant leasing arrangements are in respect of operating leases for premises (commercial premises, offices etc.). The leasing arrangements include non-cancellable leases ranging from 2-4 years and are usually renewable by mutual consent on mutually terms. There are no sub leases.

The aggregate lease rentals payable are charged to Statement of Profit and Loss.

2. Disclosure with respect to Accounting Standard (AS)-15 (Revised) Employee Benefits Defined benefit plan (Gratuity):

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to 15 days (for a month of 26 days) of total basic salary last drawn for each completed year of service. Gratuity is payable to all eligible employees of the Company on retirement, separation, death or permanent disablement, in terms of the provisions of the Payment of Gratuity Act, 1972, except that there is no limit on payment of gratuity.

The Company had carried out an actuarial valuation in accordance with AS-15(Revised) “Employee Benefits” during the year ended March 31,2016. Disclosures with respect to changes in defined benefit obligation, funded status, expense for the year with respect to year ended March 31, 2016 are made based on the report received from LIC.

The following table sets out the status of the gratuity plan as required under AS-15 (Revised):

3. Contingent liabilities

(i) Bank Guarantee: The Company has liened Fixed Deposits of Rs.1,574.06 lakhs (Previous Year : Rs.1,576.49 lakhs) to various banks for availing term loans, Credit Delivery Arrangement and working capital loans.

(ii) Bank Guarantee to Sales Tax: The Company has given bank guarantee of Nil (Previous Year : Rs.2.00 lakhs) to Sales Tax Department.

(iii) Collateral given for assignment/ securitization transactions: The cash collateral as at March 31, 2016 amounts to Rs.326.96 lakhs (Previous Year: H326.96 lakhs, equivalent to 8% of pool provided) given by the Company for covering shortfalls in the recovery of instalments in the pool. The deal was executed with IDBI Bank Ltd. for an amount of Rs.4,086.99 lakhs.

(iv) The Company’s pending litigations comprise of claims against the Company primarily by the customers. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed the contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a material adverse effect on its financial statements of the Company as at March 31, 2016.

(v) Loan pending disbursement amounting to Rs.809.12 Lakhs (Previous Year: Rs.2,337.82 Lakhs).

4. Segment Reporting:

Since the Company’s business activity falls within single primary/ secondary business segment viz., loan and financing in India, no disclosure is required to be given as per Accounting Standard (AS) - 17 “Segment Reporting” as notified under Section 133 of the Companies Act, 2013 (‘the Act’) read together with paragraph 7 of the Companies (Accounts) Rules, 2014.

5. Related Parties under AS-18 with whom transactions have taken place during the year.

a) Subsidiary company

Amulet Technologies Limited

b) Key Management Personnel Sanjeev Goel (Managing Director)

Ritika Goel (Director)

Y.L. Madan (Director)

Dhruv Prakash (Director)

c) Relative of Key Mangement personal PranavGoel

d) Enterprises over which key Management Personnel exercises significant influence

Bubble Infosolutions Private Limited

e) Enterprises over which relative of key management exercises significant influence Intec Infonet Private Limited

AG8 venture limited (w.e.f. August 18, 2015)

Infrastructure Advisors Private Limited

Lakshmi Precision Screws Limited (upto March 31, 2015)

f) Investing party in respect of which the reporting enterprise is an associate Pantec Devices Private Limited

6. Customer Complaints

(a) No. of complaints pending at the beginning of the year 01

(b) No. of complaints received during the year 136

(c) No. of complaints redressed during the year 135

(d) No. of complaints pending at the end of the year 02

7. Miscellaneous

(i). Details of Single Borrower Limit (SBL) / Group Borrower Limit (GBL) exceeded by the NBFC

During the year, the Company has not exceeded SBL & GBL limits as prescribed under NBFC Regulation

(ii). Registration obtained from other financial sector regulators

The company has not obtained any registration from other financial sector regulators

(iii). Disclosure of Penalties imposed by RBI and other regulators

No penalty has been imposed by the RBI or any other regulator during the year.

8.

The Company has constituted a CSR committee as required under Section 135 of the Act, together with relevant rules as prescribed in Companies (Corporate Social Responsibility Policy) Rules, 2014 (‘CSR rules’). The CSR Committee of the Board of Directors had approved the CSR Policy and also identified the broad areas of CSR activities which it propose to carry out viz. Child Education and Women Empowerment. During the year under review, the Company made serious deliberations and chose the CSR programs which would be undertaken on a long term and continuous basis. Such programs will benefit communities where the Company operates or likely to operate and create goodwill for the Company.

Details of CSR Expenditure:

(i) Gross amount required to be spent by the Company during the year is Rs.37.82 lakhs (Previous year: Rs.40.82 lakhs)

(ii) Amount spent during the year on

9

Schedule to the Balance Sheet of a of a non-deposit taking Non-Banking Financial Company (as required in terms of paragraph 13 of Non-Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007) (Refer Annexure - 1)

10

At the year end, the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

11

There is no unhedged foreign currency exposure during the year.

12

Figures for previous year have been regrouped and/or reclassified wherever considered necessary, to conform to current year’s classification

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Mar 31, 2015

1. Operating leases

The Company's significant leasing arrangements are in respect of operating leases for premises (commercial premises, offices etc.). The leasing arrangements include non-cancellable leases generally ranging from 3-6 years and are usually renewable by mutual consent on mutually terms. There are no sub leases.

2. Disclosure with respect to Accounting Standard (AS)-15 (Revised) Employee Benefits Defined benefit plan (Gratuity):

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to 15 days (for a month of 26 days) of total basic salary last drawn for each completed year of service. Gratuity is payable to all eligible employees of the Company on retirement, separation, death or permanent disablement, in terms of the provisions of the Payment of Gratuity Act, 1972, except that there is no limit on payment of gratuity.

The Company had carried out an actuarial valuation in accordance with AS-15 (Revised) "Employee Benefits" during the year ended March 31, 2015. Disclosures with respect to changes in defined benefit obligation, funded status, expense for the year with respect to year ended March 31, 2015 are made based on the report received from LIC.

3. Contingent liabilities

(i) Bank Guarantee: The Company has liened Fixed Deposits of H1,576.49 lakhs (Previous Year : H2,058.92 lakhs) to various banks for availing term loans, CDA and working capital loans.

(ii) Bank Guarantee to Sales Tax: The Company has given bank guarantee of H2.00 lakhs (Previous Year : H2.00 lakhs) to Sales Tax Department.

(iii) Collateral given for assignment/ securitisation transactions: The cash collateral as at March 31, 2015 amounts to H326.96 lakhs (Previous Year: H326.96 lakhs, equivalent to 8% of pool provided) given by the Company for covering shortfalls in the recovery of installments in the pool. The deal was executed with IDBI Bank Ltd. for an amount of H4,086.99 lakhs.

(iv) The Company's pending litigations comprise of claims against the Company primarily by the customers. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed the contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a material adverse effect on its financial statements of the Company as at March 31, 2015.

(v) Loan pending disbursement amounting to H2,337.82 Lakhs (Previous Year : H966.58 Lakhs).

4. Segment Reporting:

Since the Company's business activity falls within single primary/ secondary business segment viz., loan and financing in India,no disclosure is required to be given as per Accounting Standard (AS) – 17 "Segment Reporting" as notified under Section 133 of the Companies Act, 2013 ('the Act') read together with paragraph 7 of the Companies (Accounts) Rules, 2014.

5. Related Parties under AS-18 with whom transactions have taken place during the year.

a) Subsidiary company Amulet Technologies Limited

b) Key Management Personnel Sanjeev Goel (Managing Director) RitikaGoel (Director) Y.L. Madan (Director) Dhruv Prakash (Director)

c) Enterprises over which key Management Personnel exercises significant influence Bubble Infosolutions Private Limited

d) Enterprises over which relative of key management exercises significant influence Intec Infonet Private Limited Lakshmi Precision Screws Limited Infrastructure Advisors Private Limited

e) Investing party in respect of which the reporting enterprise is an associate Pantec Devices Private Limited

6. Additional information as per guidelines issued by the Reserve Bank of India is respect of Non-Banking Financial (Non-deposit accepting or holding) Systemically Important (NBFC-ND-SI):

7. Customer Complaints

(a) No. of complaints pending at the beginning of the year NIL

(b) No. of complaints received during the year 111

(c) No. of complaints redressed during the year 110

(d) No. of complaints pending at the end of the year 01

8. Miscellaneous

1. Details of Single Borrower Limit (SBL) / Group Borrower Limit (GBL) exceeded by the NBFC

During the year, the Company has not exceeded SBL & GBL limits as prescribed under NBFC Regulation

2. Registration obtained from other financial sector regulators

The company has not obtained any registration from other financial sector regulators

3. Disclosure of Penalties imposed by RBI and other regulators

No penalty has been imposed by the RBI or any other regulator during the year.

9. The Company has constituted a CSR committee as required under Section 135 of the Act, together with relevant rules as prescribed in Companies (Corporate Social Responsibility Policy) Rules, 2014 ('CSR rules').Basis on these rules the amount was to be spent for CSR activities was H40.28 lakhs whereas the Company has paid an amount of H2.35 Lakhs to "Chhatravas Chandra Arya VidyaMandir" towards Corporate Social Responsibility.

10. Schedule to the Balance Sheet of a of a non-deposit taking Non-Banking Financial Company (as required in terms of paragraph 13 of Non-Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007) (Refer Annexure – 1)

11. At the year end, the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

12. The previous year numbers for the year ended March 31, 2014 were audited by an Independent firm of Chartered Accountants other than S.R. BATLIBOI & ASSOCIATES LLP.

13. The Board of Directors has recommended, subject to the approval of shareholders, dividend of H0.50 per share (5%).

14. There is no unhedged foreign currency exposure during the year.

15. Figures for previous year have been regrouped and/or reclassified wherever considered necessary, to conform to current year's classification

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Mar 31, 2013

NOTE 1. CORPORATE INFORMATION

Intec Capital Limited is a Non- Banking Financial Company registered with the Reserve Bank of India (-RBI'') under section 45-1A of the Reserve Bank of India Act, 1934 and primarily engaged in asset finance by way of providing SME Loans through its pan India branch network. The Company received the Certificate of Registration from the RBI enabling the company to carry on business as a Non- Banking Finance Company. The company is a systematically important non deposit taking Non-Banking Financial Company (NBFC) as defined under Section 45-IAof the Reserve Bank of India (RBI) Act,1934.

a) The Previous year''s figures have been reworked, regrouped, rearranged & reclassified wherever necessary to confirm to the current year presentation.

b) Balance standing to debit & credit of parties are subject to confirmation.

c) In the opinion of Board of Director, the current assets, loans & advances have a value on realization in the ordinary course of business at least equal to the amount at which these are stated.

d) Mr. Sanjeev Goel (Managing Director) drawing remuneration of Rs.6, 600.00 thousands during the year ending 31st March 2013 (Previous Year 3,000.00 thousands).

e) Any provisions no longer required to be written back.

f) Statutory Reserve represents the reserve fund created u/s 45-1C of the Reserve Bank of India Act, 1934. An amount of Rs.26,245.78 thousands (Previous Year Rs.18,935.83 thousands) representing 20% of net profit is transferred to the fund for the year.

g) Provision for Standard and Non-Performing Assets:

Provision for non performing assets (NPAs) is made in the financial statements according to the Prudential Norms prescribed by RBI for NBFCs. The Company also makes additional provision towards loan assets, based on the management''s best estimate. Additional provision of 0.25% on Standard assets has also been made during the year, as per stipulation of RBI on Standard assets. Company has made provisions for Standard Assets as well as Non-Performing Assets as per the table below:

h) Contingent liability not provided for:

1. Corporate guarantee on assignment of loans assets: Rs.12,490.02 thousands to HDFC Bank.

i) Segment Reporting:

The Company''s business activity falls within single primary/secondary business segment viz., loan & financing in India. The disclosure requirement of Accounting Standard (AS) – 17 ''Segment Reporting'' issued by the Institute of Chartered Accountant of India, therefore is not applicable.

j) Related Party Disclosures

As per Accounting standard 18 on Related Party disclosures issued by the Institute of Chartered Accountants of India, the disclosure of transactions with the related parties as defined in the Accounting Standard are given below:

1. Entities where control exist: Amulet Technologies Ltd

2. Key Management Personnel: Mr. Sanjeev Goel

3. Enterprises under significant influence of the relative of key management personnel with whom there were transaction during the year

Intec Infonet Private Ltd MKG Informations Pvt Ltd FIMA Consultants Ltd.

k) Information as required by Non- Banking Financial (Non- Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions,2007 is furnished vide Annexure – I & II attached herewith.

l) During F/Y2012-13, the company enjoyed rating of BBB (Triple B) assigned by CARE Ltd. & ICRA Ltd. to its Long- term Bank Facilities.

m) During the current financial year 2012-13, the development of software was completed and the company has capitalizes the amounts standing in Capital Work-in-Progress.

The Company has capitalized the development of software with effect from 30th September, 2012 amounting to Rs.5,180.00 thousands.

n) Micro and Medium Scale Business Entities:

There are no Micro, Small and Medium Enterprises, to whom the company owes dues which outstanding for more than 45 days as at 31st March, 2013. This information as required to be disclosed under the Micro, Small and Medium Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

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Mar 31, 2012

A) Previous year's figures have been reworked, regrouped, rearranged & reclassified wherever necessary to confirm to the current year presentation.

b) Balance standing to debit & credit of parties are subject to confirmation.

c) In the opinion of Board of Director, the current assets, loans & advances have a value on realization in the ordinary course of business at least equal to the amount at which these are stated.

d) There is no employee drawing remuneration in excess of Rs. 60,00,000/- during the year ending 31st March 2012 or Rs. 5,00,000/- per month (Previous Year Nil).

e) Any provisions no longer required to be written back.

f) Statutory Reserve represents the reserve fund created u/s 45-1C of the Reserve Bank of India Act, 1934. An amount of Rs. 18,935,833/- (Previous Year Rs. 9,51 6,347/-) representing 20% of net profit is transferred to the fund for the year.

g) Provision for Standard and Non-Performing Assets:

Provision for non performing assets (NPAs) is made in the financial statements according to the Prudential Norms prescribed by RBI for NBFCs. The Company also makes additional provision towards loan assets, based on the management's best estimate. Additional provision of 0.25% on Standard assets has also been made during the year, as per stipulation of RBI on Standard assets. Company has made provisions for Standard Assets as well as Non-Performing Assets as per the table below:

i) Contingent liability not provided for:

Corporate guarantee on assignment of loans assets: Rs. 125,87,128 to HDFC Bank.

b) Segment Reporting:

The Company's business activity falls within single primary/secondary business segment viz., loan & financing in India. The disclosure requirement of Accounting Standard (AS) - 17 "Segment Reporting" issued by the Institute of Chartered Accountant of India, therefore is not applicable.

m) Information as required by Non- Banking Financial (Non- Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions,2007 is furnished vide Annexure - I & II attached herewith.

p) Micro and Medium Scale Business Entities:

There are no Micro, Small and Medium Enterprises, to whom the company owes dues which outstanding for more than 45 days as at 31st March, 2012. This information as required to be disclosed under the Micro, Small and Medium Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

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Mar 31, 2010

(a) Balance standing to debit & credit of parties are subject to confirmation.

(b) In the opinion of Board of Director, the current assets, loans & advances have a value on realization in the ordinary course of business at least equal to the amount at which these are stated.

(c) The Previousyears figures have been reworked, regrouped, rearranged & reclassified wherever necessary.

(d) There is no employee drawing remuneration in excess of Rs. 24,00,000/- during the year ending 31st March 2010 or Rs. 2,00,000/- per month (Previous Year Nil).

(e) (I) Additional information pursuant to provision of paragraph 3 of Part - II of Schedule VI to the CompaniesAct, 1956- NotApplicable to Finance Company

(ii) Additional information pursuant to provision of paragraph 4 of Part - II of Schedule VI to the Companies Act, 1956 is:

(iii) Additional information pursuant to provision of paragraph 4B of Part - II of Schedule VI to the Companies Act, 1956 is:

(g) Secured Loan:

(a) Working Capital facility sanctioned from Indian Overseas Bank, Nehru Place, Delhi-110019 is secured by (a) Primary Security- first pari passu charge of hypothecation of Receivable & Assets financed by the Company, and (b) Collateral Securities - Immovable properties of Mr. Sanjeev Goel (MD)&Mrs. Ritika Goel, and Fixed Deposit of the company.

(b) Working Capital facility from Bank of Maharashtra, South Ext Part-1, New Delhi is secured by (a) Primary Security- first pari passu charge of hypothecation of Receivable & Assets financed by the Company, and (b) Collateral Securities - Immovable properties & Quoted share of Mr. Sanjeev Goel (MD), and Fixed Deposit of the company.

(c) Working Capital facility from Bank of India, Cannaught Placel, New Delhi is secured by a) Primary Security- first pari passu charge of hypothecation of Receivable & Assets financed by the Company, and (b) Collateral Securities - Immovable properties & personal guarantees of Mr. Sanjeev Goel (MD) & Mrs. Ritika Goe.

(d) Working Capital facility from Punjab National Bank, Nehru Enclave, Opp. Nehru Place, New Delhi is secured by a) Primary Security- first pari passu charge of hypothecation of Receivable & Assets financed by the Company, and (b) Collateral Securities - Immovable properties & personal guarantees of Mr. Sanjeev Goel (MD) & Mrs. Ritika Goel.

(e) Term Loan from Reliance Capital Ltd is secured by a) Primary Security -First pari passu charge of hypothecation of Receivable FOR THE Assets financed by the Company, and (b) Collateral Securities- FD with a lien mark to RCL in Kotak Mahindra Bank Ltd.

(f) Vehicle Loans are secured by first charge on vehicle acquired from the proceeds of respective loans.

(h) Segment Reporting:

The Companys business activity falls within single primary/secondary business segment viz., loan & financing in India, The disclosure requirement of Accounting Standard (AS) - 17 "Segment Reporting" issued by the Institute of Chartered Accountant of India, therefore is not applicable.

(i) Related Party Disclosures

As per Accounting standard 18 on Related Party disclosures issued by the Institute of Chartered Accountants of India, the disclosure of transactions with the related parties as defined in the Accounting Standard are given below:

List of related parties with whom transactions have taken place and relationships:

Key Management Relative of Key Enterprise in which Key Management Personnel and

Personnel Management Personnel their relatives and company are able to exercise significant influence in the Enterprises.

Mr. Sanjeev Goel Rajeev Goel Ritika Goel Intec Infonet (P) Ltd.lntec Share & Stock Broker Limited



(l) Micro and Medium Scale Business Entities:

There are no Micro, Small and Medium Enterprises, to whom the company owes dues which outstanding for more than 45 days as at 31st March, 2010. This information as required to be disclosed under the Micro, Small and Medium Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

(m) The Company is a Small and Medium Sized Company (SMC) as defined in the General Instructions in respect of Accounting Standards notified under the Companies Act, 1956. Accordingly, the company has complied with the accounting Standards as applicable to a Small and Medium Sized Company."

(n) Schedule 1 to 14 form integral part of the Balance Sheet & Profit & Loss A/c.

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Mar 31, 2009

(a) Balance standing to debit & credit of parties are subject to confirmation.

(b) In the opinion of Board of Director, the current assets, loans & advances have a value on realization in the ordinary course of business at least equal to the amount at which these are stated.

(c) The Previous years figures have been reworked, regrouped, rearranged & reclassified wherever necessary.

(d) There is no employee drawing remuneration in excess of Rs. 24,00,000/- during the year ending 31s1 March 2009 or Rs. 2,00,000/- per month (Previous Year Nil).

(e) (i) Additional information pursuant to provision of paragraph 3 of Part II of Schedule VI to the Companies Act, 1956 - Not Applicable to Finance Company

(ii) Additional information pursuant to provision of paragraph 4 of Part II of Schedule VI to the Companies Act, 1956 is:

The Company has been advised that the computation of the net profit of the current year for the purpose of remuneration to Directors under section 349 of the Companies Act, 1956, need not be enumerated since no commission has been paid to the Directors. Only fixed monthly remuneration has been paid to the Managing Director as per Schedule XIII of the Companies act, 1956.

(iii) Additional information pursuant to provision of paragraph 4B of Part II of Schedule VI to the Companies Act, 1956 is:

(b) Secured Loan:

(i) Working Capital facility sanctioned from Indian Overseas Bank, Nehru Place, Delhi-110019 is secured by

(a) Primary Security- first pari passu charge of hypothecation of Receivable & Assets financed by the Company, and (b) Collateral Securities Immovable properties of Mr. Sanjeev Goel (MD) & Mrs. Ritika Goel, and Fixed Deposit of the company.

(ii) Working Capital facility from Bank of Maharashtra, South Ext Part-1, New Delhi is secured by (a) Primary Security-first pari passu charge of hypothecation of Receivables Assets financed by the Company, and

(b) Collateral Securities Immovable properties & Quoted share of Mr. Sanjeev Goel (MD), and Fixed Deposit of the company.

(iii) Working Capital facility from Bank of India, Cannaught Placel, New Delhi is secured by a) Primary Security-first pari passu charge of hypothecation of Receivables Assets financed by the Company, and (b) Collateral Securities Immovable properties & personal guarantees of Mr. Sanjeev Goel (MD) & Mrs. Ritika Goel.

(iv) Vehicle Loans are secured by first charge on vehicle acquired from the proceeds of respective loans.

(v) Other loan from ICICI Bank has been secured against personal guarantee of director.

(c) Segment Reporting:

The Companys business activity falls within single primary/secondary business segment viz., leasing, loan & investment in India. The disclosure requirement of Accounting Standard (AS) 17 "Segment Reporting" issued by the Institute of Chartered Accountant of India, therefore is not applicable.

(d) Related Party Disclosures

As per Accounting standard 18 on Related Party disclosures issued by the Institute of Chartered Accountants of India, the disclosure of transactions with the related parties as defined in the Accounting Standard are given below:

The nature and volume of transactions of the Company during the year with the above-mentioned related parties were as follows:

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

(e) Earning per Share as per "Accounting Standard 20" issued by the Institute of Chartered Accountants of India:

(f) The company estimates the deferred tax charted/(credit) using the applicable rate of taxation based on the impact of timing differences between financial statements and estimated taxable income for the current year. Details of Deferred tax Assets/ (Liabilities) are as follows;

(g) The company did not have any dues outstanding to Micro Small and Medium Enterprises.