Directors Report of Purple Finance Ltd.

Mar 31, 2025

The Board has the pleasure in presenting the 31st Annual Report and the Audited Financial Statements of the Company for the Financial Year ("FY") ended March 31, 2025.

1. BACKGROUND

The Company was originally incorporated on November 09, 1993, under the Companies Act, 1956, as a Private Limited Company under the name Devipura Balaji Securities & Investments Private Limited. Subsequently, the Company was converted into a Public Limited Company and renamed Devipura Balaji Securities & Investments Limited.

In pursuit of strategic expansion, the Company acquired K. K. Financial Services Private Limited on September 13, 2013, with the objective of undertaking the business of a non-banking financial institution (NBFC) without accepting public deposits. Following the said acquisition, the Company applied for a change of name and was granted a Certificate of Registration by the Registrar of Companies, Mumbai, changing its name to Purple Finance Limited, effective January 06, 2014.

In a significant development during the year, the Hon''ble National Company Law Tribunal (NCLT), Mumbai Bench, approved the Scheme of Absorption for the merger of Canopy Finance Limited with Purple Finance Limited on February 15, 2024. This merger marks an important milestone in the Company''s growth trajectory and enhances its operational footprint.

Pursuant to the successful completion of the merger and in line with its strategic vision, the Company achieved a major capital markets milestone by getting listed on BSE Limited (BSE) effective June 14, 2024, and on The Calcutta Stock Exchange Limited (CSE) effective June 18, 2024 [hereinafter collectively referred to as the "Stock Exchange(s)"].

As part of our unwavering commitment to maintaining the highest standards of corporate governance, the Company has complied with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company ensures timely, accurate, and transparent disclosures to the Stock Exchange(s) and to our esteemed Shareholders. We remain resolute in our efforts to uphold all applicable SEBI Regulations and to foster investor confidence through proactive and responsible communication.

2. NATURE OF THE COMPANYâS BUSINESS

The Company is registered with the Reserve Bank of India (RBI) as a Non-Systemically Important Non-Deposit Taking Non-Banking Financial Company - Investment and Credit Company (NBFC-ND-NSI-ICC). It is engaged in the business of providing secured loans to micro and small enterprises.

These loans are typically extended for purposes such as:

â¢ Business expansion,

â¢ Purchase of assets,

â¢ Construction or renovation of business or residential premises, and

â¢ Meeting working capital requirements.

The Company''s lending model is focused on promoting financial inclusion by catering to the funding needs of underserved yet creditworthy small business owners.

The Company''s operations are built on three core pillars that form the foundation of its business strategy and execution:

a. Differentiated Market Entry and Operational Strategy:

The Company adopted a focused approach by entering the market with a single, well-defined product. This deliberate strategy enabled a faster understanding of customer needs and streamlined operational processes. As a result, the Company has successfully established a presence across five key states in IndiaâMaharashtra, Gujarat, Madhya Pradesh, Uttar Pradesh, and Odishaâlaying the groundwork for deeper market penetration and scalable expansion.

b. Technology as an Enabler of Lean and Agile Operations:

The Company has embraced technology to enhance operational efficiency and customer experience. The customer on-boarding process is fully digitalized, enabling a decisive loan approval or rejection ("go/no-go") within five hours. This agile decision-making, supported by a user-friendly interface, ensures timely and seamless service delivery to customers.

c. Robust Risk Management and Governance for Long-Term Sustainability:

The Company has established a comprehensive risk and governance framework to support sustainable and profitable growth. A clearly defined organizational structure ensures effective planning, monitoring, and execution of daily operations, while also embedding strong risk oversight across all functional levels.

3. FINANCIAL RESULTS

The performance of the Company for the Financial Year ended March 31,2025 is summarized below:

(7 in lacs)
Particulars	2024-25	2023-24
Revenue from Operations	1472.00	442 24
Other Income	13.00	1 98
Total Income	148500	444.22
Less: Expenditure	3537.30	1770.04
Profit before exceptional and extraordinary items & tax	-2052.20	-1325.82
Less: Exceptional items	-	-
Profit before Tax	-2052.20	-1325.82
Current Tax	â¢	-
Deferred Tax	-497 48	-564.55
Provision for Income Tax	-	*
Profit after Tax	-1554.82	-761.27
Earnings Per Share (of ?10/- each)	-	-
Basic & Diluted	-4.02	-2.27

The Company''s revenue from operations has increased from ?442.24 lakhs for the F.Y. 2023-24 to ?1472.00 lakhs for the F.Y. 2024-25. During the year under review, the Company has incurred a loss of ?1554.82 lakhs against the loss of ?761.27 lakhs for the Previous Year.

During the year under review, the Company continued to operate in an investment-led phase, which has resulted in a temporary loss-making position. Every rupee we spend today is laying the foundation for scale, sustainability, and social impact. Our investments in technology, talent, and customer acquisition are already yielding results, in stronger borrower retention, improved portfolio quality, and greater operational scalability.

We remain confident that these initiatives will yield significant long-term value for our Stakeholders and contribute meaningfully to the Company''s mission and financial health.

4. SHARE CAPITAL

During the year under review, the Authorised Share Capital of the Company increased from ? 50,60,00,000/- (Rupees Fifty Crores Sixty Lacs Only) divided into 5,06,00,000 (Five Crore Six Lac) Equity Shares of ?10/- (Rupees Ten Only) each to ? 55,60,00,000/- (Rupees Fifty-Five Crores Sixty Lacs Only) divided into 5,56,00,000 (Five Crore Fifty-Six Lac) Equity Shares of ?10/- (Rupees Ten Only) each.

The Issued, Subscribed and Paid-up Share Capital of the Company as on March 31,2025 was ? 44,81,99,390/- (Rupees Forty-Four Crores Eighty One Lacs Ninety Nine Thousand Three Hundred and Ninety Only) divided into 4,48,19,939 (Four Crores Forty Eight Lacs Nineteen Thousand Nine Hundred and Thirty Nine) Equity Shares at a face value of ? 10/-(Rupees Ten Only) each fully paid up. The Shareholders of the Company consist of Individuals and Body Corporates.

During the year under review, the Paid-up Share Capital of the Company has increased from ?33,61,49,540/- to ?44,81,99,390/- pursuant to issue and allotment of 1,12,04,985 Equity Shares having face value of ?10/- each issued at a price of ?40/- per Equity Share including a premium of ?30/- per Right Equity Share on right basis on October 16, 2024.

The Shares were issued at a ratio of 1:3 i.e., 1 (one) Equity Share having face value of ?10/- each for every 3 (Three) fully paid-up Equity Shares of the Face value of ? 10/- each held by the Eligible Equity Shareholders.

5. DIVIDEND

As the Company has made a loss in the Financial Year, the Board of Directors have not recommended any dividend for the year.

6. RESERVE

No amount is transferred to reserves on account of loss in the Company.

7. REVIEW OF OPERATIONS OF THE COMPANY

As on March 31,2025, the Company was operating through a network of 32 (thirty two) branches across Maharashtra, Gujarat, Madhya Pradesh, Uttar Pradesh and Odisha, enabling a strong and growing presence in its chosen geographies. The Company focuses on providing small-ticket loans backed by self-occupied residential or commercial properties, addressing the credit needs of borrowers with limited access to formal financial services.

As on March 31, 2025 the Company has on boarded approximately 1849 retail customers and employed 334 personnel. The Company continues to leverage technology as a key enabler across its operations. By partnering with third-party technology providers, the Company has implemented advanced platforms for customer onboarding, credit underwriting, and loan disbursement. These systems are fully operational and have enhanced the Company''s speed to market, agility in customer acquisition and overall portfolio monitoring capabilities.

The technology infrastructure is built with controls to safeguard customer data and ensure operational resilience. In parallel, the Company has adopted a Human Resource Management Software (HRMS) to effectively monitor, engage, and support its employees across the branch network.

To ensure the integrity of its lending operations, the Company has established strong risk management practices and fraud control frameworks aimed at minimizing credit and operational risks.

Pursuant to the Scheme of Absorption of Canopy Finance Limited, two legacy loan accounts amounting to ? 7.34 lakhs which were recognized as Non-Performing Assets (NPAs) and transferred to the Company''s books as on 31 March, 2024 was recovered from the borrower during the year. As on 31 March, 2025 the Company has AUM of ? 103.05 crores and recognized ? 61.32 lakhs as NPAs which remains outstanding as on the date of this report. The Company is actively pursuing recovery of the outstanding dues.

The Company remains committed to upholding the highest standards of corporate governance through well-defined internal policies, compliance practices, and ethical conduct across all levels of the organization.

8. CHANGE IN THE NATURE OF BUSINESS

The Company confirms that there has been no change in its business activities during the Financial Year. The operations have remained aligned with the objectives set forth in the Company''s Memorandum of Association.

9. RISK MANAGEMENT

In today''s dynamic and highly competitive business environment, having a well-defined risk mitigation strategy is critical to achieving the Company''s growth objectives. The Company acknowledges that risk is an inherent component of any business activity and remains committed to managing risks in a proactive, structured and efficient manner.

To this end, the Company has implemented a comprehensive Risk Management System, supported by a framework of clearly articulated policies and robust internal monitoring mechanisms. This framework is designed to ensure long-term business sustainability, operational stability, and timely identification and mitigation of risks across all functional areas.

The Risk Management framework promotes a culture of proactive risk awareness and accountability. It enables the Company to evaluate potential risks in a timely manner and to implement appropriate mitigation strategies. The objective is to establish a structured and disciplined approach to risk identification, assessment, monitoring, and resolution, thereby supporting informed decision-making at all levels.

Through this integrated risk management approach, the Company seeks to safeguard stakeholders'' interests and strengthen its ability to respond to emerging challenges while continuing on its path of sustainable growth.

RISKS & CONCERNS:

The Company acknowledges that risk is an inherent component of any business activity and remains committed to

managing risks in a proactive, structured, and efficient manner.

The Company is exposed to specific risks that are intrinsic to its business model and the broader environment in which

it operates. These include:

â¢ Market Risk: The Company does not invest in market instruments therefore has limited exposure to market risk.

â¢ Credit Risk: Credit risk arises from the potential default or failure of borrowers to meet their financial obligations, including the repayment of principal and interest. It represents a key area of focus for the Company, as non-recovery of loans can lead to financial loss and impact overall portfolio quality. The Company has instituted a robust credit appraisal and approval process with appropriate risk oversight mechanisms. Client selection is governed by well-defined criteria, and each borrower''s repayment capability is rigorously assessed. A significant portion of the Company''s loan book is secured against self-occupied residential or commercial properties. These assets are independently valued, and a conservative Loan-to-Value (LTV) ratio is maintained, thereby significantly mitigating the risk of non-recoverability in the event of a default. To proactively monitor credit quality and identify early signs of portfolio stress, the Company proposes to implement advanced analytical tools including portfolio analytics, bounce rate analysis, month-on-book analysis, early vintage performance tracking, and net flow forward analysis. These indicators will enable the Company to detect adverse trends in a timely manner. Findings from these analytics will be periodically reviewed by the senior management and the Risk Management Committee. Where necessary, corrective actions will be undertaken to safeguard asset quality and maintain a stable risk profile.

â¢ Liquidity and Interest Rate Risk: The Company is exposed to liquidity risk primarily due to the potential mismatch between the maturity profiles of its lending and investment activities and the timing of its funding sources. This risk arises when the Company is unable to meet its short-term financial obligations due to an imbalance in cash inflows and outflows. To manage liquidity risk effectively, the Company adopts a prudent approach to resource management. The Company also maintains a balance between short-term and long-term funding to ensure liquidity requirements are met without compromising on business growth. Furthermore, the Company continually assesses its cash flow needs and adjusts its financing strategies to ensure stability and financial resilience.

â¢ Regulatory Risk: As a financial services entity, the Company is subject to stringent regulations imposed by various Indian governmental authorities, including the Reserve Bank of India (RBI). These regulations include, but are not limited to, asset classification, capital adequacy requirements, solvency standards, and liquidity norms, all of which govern the Company''s operations and financial stability. Changes in the regulatory environment or in the enforcement of existing laws could have a material impact on the Company''s performance. The Company is vigilant about potential shifts in the regulatory landscape, as such changes could affect its ability to comply with prescribed requirements or require significant adjustments in its operational strategy. It is important to note that the entire financial services sector is sensitive to such regulatory risks. Any adverse regulatory changes or increased enforcement would not be isolated to the Company but could affect all industry players, thereby influencing market conditions, business practices, and financial results across the sector.

â¢ Macro-economic Risk: The Company''s growth is subject to external macroeconomic conditions, including unfavorable economic environments, political instability, and changes in government policies. A slowdown in the Indian economy, particularly in the financing and lending sector, could adversely affect the Company''s business operations and performance. While the Company acknowledges that such macroeconomic challenges may impact its growth trajectory, it also recognizes that the rural economy, which forms a significant part of its target

â¢ Operational Risk: The Company is exposed to various operational risks arising from factors such as human resources, internal controls, processes, technology, infrastructure, and other external influences. These risks can impact the Company''s ability to deliver services efficiently and effectively, thereby affecting overall business performance. To mitigate these operational risks, the Company has implemented a ''maker-checker'' rule across all key processes, ensuring that all actions are subject to dual verification for accuracy and compliance. In addition, the Risk Management Committee closely monitors operational processes to identify and address potential risks in a timely manner. The Company is committed to continuously strengthening its risk management framework, internal controls, and portfolio quality. By doing so, it aims to enhance operational efficiency, reduce the likelihood of errors, and build a stable and resilient business franchise.

Access to capital and funding, both in the short term and long term, as well as managing asset-liability mismatches, are key challenges faced by all players in the Non-Banking Financial Company (NBFC) sector, regardless of their size. Managing growth while maintaining asset quality is another ongoing challenge that impacts the sector as a whole.

Your Company is no exception to these challenges. However, we continue to address them through a strong focus on investment in people, processes, technology, and systems. Our approach includes robust credit underwriting processes, early warning checks, and comprehensive portfolio analytics to minimize portfolio delinquency and ensure asset quality remains intact.

These ongoing efforts are aimed at maintaining a balance between growth and risk mitigation, ensuring that the Company remains on a sustainable growth path without compromising financial stability or customer trust.

10. INTERNAL FINANCIAL CONTROLS:

The Management has established a comprehensive set of standards, processes, and organizational structures to implement effective internal financial controls across the Company, particularly with respect to the preparation and accuracy of financial statements. These controls are designed to be adequate and are operating effectively to ensure transparency, compliance, and operational efficiency.

The Company has developed and maintained a system of internal financial controls that is commensurate with the nature and size of its business operations. This system is intended to meet the following objectives:

â¢ Ensuring the effectiveness and efficiency of operations, minimizing risks and optimizing performance.

â¢ Efficient use and safeguarding of resources, protecting the Company''s assets and ensuring that they are used appropriately.

â¢ Ensuring compliance with internal policies, procedures, and applicable laws and regulations, thereby reducing regulatory and legal risks.

â¢ Accurate and timely recording and reporting of transactions, ensuring the integrity and reliability of financial information.

â¢ Monitoring expenditures and operations against budgeted amounts, with a budgetary control system that allows for ongoing review and timely corrective action if required.

Through these measures, the Company ensures that its financial operations are conducted with the highest standards of integrity, control, and transparency, providing a strong foundation for sustainable growth and risk management.

11. CORPORATE SOCIAL RESPONSIBILITY

The provisions of the Companies Act, 2013 for CSR are not applicable to the Company for the FY 2024-25.

12. COMPLIANCE

The Company is registered with the Reserve Bank of India (RBI) as a Non-Banking Financial Company (NBFC) under the category of NBFC-ND-NSI, classified as an ICC (Investment and Credit Company). The Company has consistently complied with all applicable laws, rules, circulars, and regulations governing its operations. This includes adherence to the Master Direction - Reserve Bank of India (Non-Banking Financial Company - Scale Based Regulation) Directions, 2023 ("RBI Master Directions"), as amended from time to time.

As per the RBI Master Directions, the Company is categorized as a Base Layer NBFC and fully complies with the prescribed norms for such entities. This includes meeting the regulatory requirements set forth by the RBI for capital adequacy, asset classification, and other prudential norms to ensure sound financial health and operational sustainability.

The Company remains committed to maintaining the highest standards of regulatory compliance and continuously monitors developments in RBI regulations to ensure ongoing adherence.

13. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT. 2013

The details of Loans and Investments and Guarantees covered under the provisions of Section 186 of the Act are given in the Notes to the Financial Statements forming part of Annual Report.

14. DIRECTORS

The Board of the Company has been duly constituted in accordance with the provisions of the Companies Act, 2013. At the end of the Financial Year, the Company comprises of the following Directors:

Sr. No.	Name	Designation	DIN
1	Mr. Amitabh Chaturvedi$	Executive Chairman	00057441
2	Mr. Rajeev Deoras$	Executive Director	02879519
3	Mrs. Minal Amitabh Chaturvedi	Non-Executive Director	05315800
4	Mr. Ajay Kumar Pandey	Independent Director	00065622
5	Ms. Sumeet Sandhu	Independent Director	10119062
6	Mr. Amit Sonawala	Independent Director	01790348

$The Board of Directors on the recommendation of the Nomination and Remuneration Committee and subject to the approval of the Shareholders have recommended:

a. Re-appointment of Mr. Amitabh Chaturvedi (DIN: 00057441) as the Executive Chairman and Executive Director of the Company for a period of 5 (five) years from March 22, 2025 till March 21, 2030.

b. Re-appointment of Mr. Rajeev Deoras (DIN: 02879519) as the Executive Director of the Company for a period of 3 (three) years from July 01, 2025 till June 30, 2028.

*Mr. Rajan Bhat has been appointed as an Additional Director designated as Independent Director of the Company on April 09, 2025 and shall be appointed as an Independent Director of the Company subject to the approval of the Shareholders in the Annual General Meeting of the Company.

#Mr. Sabyasachi Rath has been proposed to be appointed as an Additional Director designated as Executive Director on April 09, 2025, subject to the approval of the Reserve Bank of India.

Based on the confirmations received from Directors, none of the Directors are disqualified from appointment under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations).

In compliance with Companies Act, 2013 and pursuant to the Articles of Association of the Company, Mrs. Minal Amitabh Chaturvedi, Non- Executive Director retires by rotation and being eligible has offered herself for re-appointment. The Board recommends the same for the approval of the Shareholders.

The necessary resolution for re-appointment of Mrs. Minal Amitabh Chaturvedi forms part of the Notice convening the Annual General Meeting. The profile and particulars of experience that qualify Mrs. Minal Amitabh Chaturvedi for Board membership, are disclosed in the said Notice.

15. NUMBER OF MEETINGS OF BOARD

The Board of Directors of the Company meets at regular intervals to review and discuss the Company''s business policy, strategy, and other key matters concerning its operations. In addition to the strategic discussions, the Board ensures strong operational oversight through regular presentations and updates in its quarterly meetings.

To facilitate effective participation and preparation, all Board and Committee meetings are pre-scheduled well in advance, allowing Directors to plan their schedules accordingly. In cases of special or urgent business, the Board''s or Committee''s approval may be sought through resolutions passed by circulation, or by calling meetings at short notice, as permitted by law.

The agenda for each Board and Committee meeting is comprehensive and includes detailed notes on the items to be discussed, enabling Directors to make well-informed decisions during the meetings.

During the Financial Year 2024-25, the Board of Directors met 9 (Nine) times, and the gap between meetings did not exceed 120 days, in compliance with the relevant provisions of the Companies Act, 2013, and the rules made thereunder. The details of the Board Meetings, along with the attendance of Directors, can be found in the Corporate Governance Report, which forms part of this Annual Report.

16. COMMITTEES OF THE BOARD:

As required under the Act, the SEBI LODR Regulations and RBI Master Directions, the Company has constituted the following statutory committees: 1) Audit Committee 2) Nomination and Remuneration Committee 3) Stakeholders Relationship Committee. The Company also has certain non-mandatory committees viz. Finance Committee and Risk Management Committee. Details of all the statutory committees such as terms of reference, composition and Meetings held during the year under review are provided in the Report on Corporate Governance which forms part of this Annual Report.

In addition to the above, the Company has Committee of Executives'' viz. Management Committee, Information Technology (IT) Committee, Human Resource (HR) Executive Committee, Executive Risk Management Committee, Asset Liability Management Committee and Operations Management Committee to review specific business, operational matters and other items that the Board may decide to delegate.

17. EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

In accordance with the provisions of the Companies Act, 2013 and the corporate governance requirements as prescribed by the SEBI LODR Regulations, the Board of Directors has conducted its annual evaluation of the performance of the Board, its Committees, and Individual Directors. The evaluation process involved seeking inputs from all Directors and Committee Members, as applicable, to ensure a comprehensive and fair assessment.

The criteria for the evaluation process were developed in consultation with and as approved by the Nomination and Remuneration Committee. The evaluation of the Board as a whole was based on key parameters such as:

â¢ Board Structure;

â¢ Board Meetings and Frequency;

â¢ Board Functions and Effectiveness;

â¢ Board and Management Interaction.

The evaluation of Individual Directors focused on factors including:

â¢ Knowledge and Competency;

â¢ Fulfilment of Roles and Responsibilities;

â¢ Ability to Collaborate and Function as Part of a Team.

For Board Committees, the evaluation covered areas including:

â¢ Mandate and Composition;

â¢ Effectiveness and Contribution of the Committee;

â¢ Committee Structure and Meeting Frequency.

In the opinion of the Board, the Independent Directors possess integrity and bring a wealth of relevant expertise and experience to the Company, including their proficiency in corporate governance, strategy, risk management, and compliance.

18. MEETING OF INDEPENDENT DIRECTORS:

A separate meeting of the Independent Directors without the presence of the Chairman or other Non-Independent Director(s) or any other Management Personnel was held on Thursday, March 20, 2025.

The Independent Directors of the Company conducted a thorough review of the performance of the Non-Independent Directors, the Committees of the Board, and the Board as a whole. This evaluation also included an assessment of the performance of the Chairman of the Company.

Additionally, the Independent Directors assessed the quality, quantity, and timeliness of the flow of information between the Management and the Board, ensuring that the necessary information is provided to enable the Board to effectively and reasonably discharge its duties.

This review process ensures that the Board operates in a transparent, accountable, and effective manner, fostering strong governance practices and informed decision-making at all levels.

19. POLICY ON APPOINTMENT OF DIRECTORS AND REMUNERATION POLICY OF THE COMPANY

In accordance with the applicable provisions, the Board of Directors have adopted a Nomination and Remuneration Policy ("NRC Policy").

The NRC Policy plays a crucial role in developing the competency requirements of the Board, based on the Company''s industry, strategy, and long-term objectives. The Committee recommends the reconstitution of the Board, as and when necessary, to ensure alignment with the Company''s evolving needs.

In line with its responsibilities, the NRC Policy also emphasizes the importance of appointing Directors who have an exemplary personal and professional reputation. The Committee conducts thorough reference checks and due diligence on all potential Directors before recommending them to the Board for appointment. Additionally, the NRC Policy ensures that new Directors are well-acquainted with the operations of the Company and strives to provide relevant training to keep them informed about the Company''s strategies, operations, and governance frameworks.

Furthermore, the NRC Policy extends to the Directors, Key Managerial Personnel (KMPs), and all other employees of the Company. The policy is aligned with the Company''s broader commitment to fostering a culture of leadership built on trust, accountability, and performance. It aims to ensure that the compensation levels for Directors, KMPs, and all employees are fair, reasonable, and competitive, enabling the Company to attract, retain, and motivate top talent necessary for its success.

The salient features of the Remuneration Policy, inter alia, include:

â¢ Independent Directors and Non-Executive Directors: Remuneration, in the form of sitting fees and commission, is paid to Independent Directors and Non-Independent Non-Executive Directors in accordance with the provisions of the Companies Act, 2013 and as approved by the Nomination and Remuneration Committee (NRC) and the Board.

â¢ Executive Directors, KMPs, and Employees: Remuneration to the Executive Directors, Key Managerial Personnel (KMPs), and all other employees is designed to be reasonable and sufficient to attract, retain, and motivate competent individuals for key roles. The remuneration structure is aligned with industry standards and comprises a defined mix of fixed and performance-linked components.

â¢ Remuneration for Professional Services: No additional remuneration is payable to Directors for services rendered

in any other capacity unless such services are of a professional nature, and the NRC/Board is satisfied that the concerned Director possesses the requisite qualification. Where required, prior approval from the Central Government is obtained for such payments.

In addition to the above, the Company has adopted a ''Fit and Proper'' Policy in accordance with the RBI Master Direction - Non-Banking Financial Company - Scale Based Regulation Directions, 2023, for evaluating the ''fit and proper'' status of Directors at the time of their appointment and on a continuing basis. This policy ensures that Directors meet the prescribed integrity, competence, and financial soundness criteria, thereby reinforcing prudent governance practices. The NRC Policy is available on the website of the Company at https://www.purplefinance.in/policies/

20. REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS:

Your Company is committed to upholding the highest standards of corporate governance, which is integral to sustaining long-term stakeholder trust and value creation. In line with this commitment, the Company has adopted a comprehensive Corporate Governance Code, which sets out detailed guidelines and governance practices to be followed in the decision-making processes across the organization.

We consider it our fundamental responsibility to ensure timely and accurate disclosure of information relating to the Company''s operations, financial performance, leadership, and governance framework. Transparency, accountability, and ethical business conduct are the cornerstones of our governance philosophy.

Pursuant to the SEBI LODR Regulations, 2015, the following have been provided as part of this Annual Report:

â¢ Management Discussion and Analysis Report; and

â¢ Corporate Governance Report.

In addition, a Certificate from M/s VKMG & Associates LLP, Practicing Company Secretaries, confirming compliance with the conditions of Corporate Governance as prescribed under the SEBI LODR Regulations, is annexed to this Report.

21. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

The provisions of Regulation 34(2)(f) of the SEBI LODR Regulations are not applicable to the Company.

22. PERFORMANCE BASED VARIABLE PAYMENTS:

In accordance with the resolution passed by the Shareholders of the Company at the Annual General Meeting held on September 17, 2022, the Company is authorized to make performance-based variable payments to Mr. Amitabh Chaturvedi, Executive Chairman and Executive Director of the Company, upon the achievement of certain key performance milestones by the Company. These milestones include:

â¢ Net Worth reaching ?800 Crores;

â¢ Gross Advances reaching ?2,500 Crores; and

â¢ Profit Before Tax (PBT) reaching ?100 Crores.

The variable compensation payable is linked to the market performance of the Company''s equity shares. Specifically, the variable pay shall be computed as the difference between the last traded price of the Company''s equity shares in the immediate preceding financial year and a base price of ?33/-, multiplied by 8,00,000 equity shares allocated for this purpose.

The total amount thus determined shall be disbursed in three equal annual instalments, subject to a maximum limit of ?10 Crores per instalment.

Additionally, in line with the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its meeting held on February 29, 2024 has approved that an incentive of ?25,00,000 (Rupees Twenty-Five Lakh Only) is payable to Mr. Amitabh Chaturvedi upon successful completion of fund raising of ?80 crore, in recognition of his contribution, as he is not eligible for ESOPs.

Furthermore, the Company had allocated 1,00,000 ESOPs each to Mr. Rajeev Deoras, Executive Director and Mr. Sabyasachi Rath, Chief Executive Officer on February 29, 2024. However, pursuant to the Order dated February 15, 2024, passed by the Hon''ble National Company Law Tribunal (NCLT), Mumbai Bench, approving the Scheme of Merger by Absorption of Canopy Finance Limited by Purple Finance Limited ("Reverse Merger"), all existing shareholders, excluding AIFs, were reclassified under the Promoter Group, including Mr. Rajeev Deoras and

Mr. Sabyasachi Rath. As per the Companies Act, 2013 and SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, members of the Promoter Group are not eligible to receive ESOPs. Consequently, the grant of ESOPs to Mr. Deoras and Mr. Rath were cancelled, as noted in the NRC meeting held on October 25, 2024. In recognition of their significant contributions to the Company''s growth, and in line with the recommendation of the Nomination and Remuneration Committee, the Board of Directors, at its Meeting held on April 21,2025, has approved a cash compensation equivalent to the value of the cancelled ESOPs, amounting to ?48,73,000/- each. This value is computed based on 1,00,000 shares, multiplied by the closing price of ? 48.73 as on April 17, 2025 (Thursday), totalling to ?48,73,000/-. The compensation will be disbursed in three equal annual instalments as follows: ?16,24,000/- post completion of the proposed Rights Issue, ?16,24,000/- one year from the first instalment, and ?16,24,000/- two years from the first instalment.

23. DECLARATION OF INDEPENDENCE

The Company has received the declarations from all the Independent Directors as per Section 149(7) of the Act and Regulation 16 (1) (b) of the SEBI LODR Regulations and the Board is satisfied that all the Independent Directors meet the criteria of independence as mentioned in Section 149(6) of the Act and Regulation 16 (1) (b) of the SEBI Listing Regulations. Further, declaration on compliance with Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended by Ministry of Corporate Affairs ("MCA") vide its Notification dated October 22, 2019, regarding the requirement relating to enrollment in the data bank created by MCA for Independent Directors, had been received from all Independent Directors.

In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board. Further, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

24. DIRECTORS RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and compliance systems established and maintained by the Company and the audit of internal financial controls over financial reporting by the Statutory Auditors and the reviews performed by the Management and the relevant Board Committees, the Board is of the opinion that the Company''s internal financial controls were adequate and effective during FY 2024-25.

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that:

a. in the preparation of the annual accounts for the Financial Year ended March 31,2025, the applicable accounting standards have been followed and there are no material departures;

b. they have 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 the state of affairs of the Company at the end of the Financial Year and of the profit of the Company for that period;

c. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. they have prepared the Annual Accounts for the Financial Year ended March 31,2025 on a going concern basis;

e. they have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively;

f. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

25. KEY MANAGERIAL PERSONNEL

Pursuant to the provisions of Section 203 of the Act, Mr. Sabyasachi Rath, Chief Executive Officer, Ms. Meghana Lale, Chief Financial Officer and Ms. Ruchi Nishar, Company Secretary and Compliance Officer are the Key Managerial Personnel of the Company.

During the year under review, Ms. Sonal Vira has resigned from the post of Chief Financial Officer of the Company w.e.f. February 03, 2025 and Ms. Meghana Lale has been appointed as the Chief Financial Officer of the Company w.e.f. February 03, 2025.

26. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has established a Vigil Mechanism for its Directors and Employees to report their concerns or grievances. The said mechanism, inter alia, encompasses the Whistle Blower Policy, the mechanism for reporting of ethical concerns and it provides for adequate safeguards against victimization of persons who use it. The Policy is available on the website of the Company http://www.purplefinance.in.

27. DISCLOSURE AS PER SEXUAL HARRASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION AND REDRESSAL) ACT. 2013

The Company is committed to providing and promoting a safe and healthy work environment for all its employees. A ''Prevention of Sexual Harassment'' Policy, which is in line with the statutory requirements, along with a structured reporting and redressal mechanism, including the constitution of Internal Complaints Committee in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("the POSH Act"), is in place.

During FY 2024-25, under the provisions of the POSH Act, no complaints were received.

28. STATUTORY AUDITORS

M/s. Jogin Raval & Associates, Chartered Accountants (FRN: 128586W) were appointed as the Statutory Auditors of the Company at the Annual General Meeting held on May 15, 2023 of the Company to hold office till the conclusion of the Annual General Meeting of the Company for the Financial Year 2027-28. M/s. Jogin Raval & Associates, Chartered Accountants have provided the financial statements of the Company for the Financial Year 2024-25 which forms part of this Annual Report. The Statutory Auditors have submitted an unmodified opinion on the audit of financial statements for the Financial Year 2024-25 and there is no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report.

29. COMMENTS OF THE BOARD OF DIRECTORS ON QUALIFICATIONS, RESERVATIONS MADE BY THE STATUTORY AUDITORS

The Auditor report is self-explanatory and there is no observation, qualification or adverse remarks or disclaimer made by the Auditor in their report.

30. COMMENTS OF THE BOARD OF DIRECTORS ON QUALIFICATIONS, RESERVATIONS MADE BY THE SECRETARIAL AUDITORS

In terms of Section 204 of the Act and Rules made there under, VKMG & Associates LLR Company Secretaries, has been appointed as the Secretarial Auditor of the Company. The report of the Secretarial Auditor for the Financial Year 2024-25 is enclosed as Annexure IV to this report.

The report is self-explanatory, and wherever there are qualifications or adverse remarks, the management has provided suitable explanations and responses.

Further, the Company has received certificate of Non- Disqualification of Directors from VKMG & Associates LLR! Company Secretaries. The same is enclosed as Annexure V to this report.

31. INFORMATION ON MATERIAL CHANGES AND COMMITMENT. IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no material changes or commitments that could affect the financial position of the Company between the end of the Financial Year to which the Financial Statements relate and the date of this report.

32. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS

During the year under review, there were no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and the Company''s operations in future.

33. VOLUNTARY DELISTING OF EQUITY SHARES FROM THE CALCUTTA STOCK EXCHANGE LIMITED

In compliance with SEBI (Delisting of Equity Shares) Regulations, 2021, the Board of Directors in their Meeting held on October 25, 2024 have approved the voluntary delisting of the Equity Shares of the Company from CSE. The Company has further applied for voluntary delisting of the Equity Shares of the Company to CSE and the application is still pending for approval.

34. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

All contracts or arrangements or transactions entered by the Company with the Related Rarties during the Financial Year were in compliance with the applicable provisions of the Act and the SEBI Listing Regulations. All such contracts or arrangements, were entered into in the ordinary course of business and at arm''s length basis and approved by the Audit Committee.

The details of the Material Related Party Transactions are mentioned in the Form AOC-2 as Annexure III which forms part of this Annual Report.

The Related Party Transactions policy is available at the website of the Company at https://www.purplefinance.in/policies/.

35. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EARNING AND OUTGO

Conservation of energy, technology absorption is not applicable as the Company is not engaged in the manufacturing activity. No foreign exchange was earned during the period.

36. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid in the year under review.

37. REPORTING OF FRAUDS

There were no instances of frauds during the year under review, which required the Statutory Auditors to report to the Audit Committee and / or the Board under Section 143(12) of the Act and the rules made thereunder.

38. ANNUAL RETURN

In accordance with the provisions of Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the companies are required to publish a copy of the Annual Return on its website. The Extract of Annual Return is available on our website www.purplefinance.in.

39. RBI GUIDELINES

The Company is registered with Reserve Bank of India ("RBI"), as a non-deposit accepting NBFC ("NBFC-ND-NSI") under Section 45-IA of the RBI Act, 1934. As per Non-Banking Finance Companies RBI Directions, 1998, the Directors hereby report that the Company did not accept any public deposits during the year and did not have any public deposits outstanding at the end of the year.

40. POLICIES OF THE COMPANY

The Board of Directors has formulated the several policies which are available on website of the Company www.purplefinance.in.

41. SUBSIDIARIES. JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiaries, Joint Ventures and Associate Companies as on March 31, 2025.

42. SECRETARIAL STANDARDS

During the year under review, the Company has complied with the applicable Secretarial Standards issued by The Institute of Company Secretaries of India.

43. EMPLOYEE STOCK OPTION SCHEME:

The Company currently has implemented the "Purple Finance ESOP Scheme 2022" wherein Stock options are granted to the eligible employees and KMPs of the Company. The details of the Employee Stock Option Scheme as per Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 are as follows:

Sr. No.	Particulars	Purple Finance ESOP Scheme 2022 (for the Financial Year 2024-25)
1	Options Granted	4,95,000
2	Options Vested	5.00,000
3	Options Exercised	-
4	The total number of shares arising as a result of exercise of option	*
5	Options Lapsed	-
6	The exercise price
7	Variation of terms of options
8	Money realized by exercise of options
9	Total number of options in force
10	Employee wise details of options granted to
	a. Key Managerial Personnel*	1,00,000
	b. Any other employee who receives a grant of options in any one year of option amounting to five percent or more of options granted during that year.
	c. Identified Employees who were granted option, during any one year, equal to or exceeding one percent of the issued capital (excluding outstanding warrants and conversions) of the company at the time of grant;

KMP includes managerial personnel as per Companies Act, 2013 only.

Disclosure in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is forming part of this annual report which is available on the website of the Company at the following link:

Annual Report 2024-25

44. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURESA. Information as per Rule 5 (1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

Sr. No.	Requirement	Response
1	The ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year	Amitabh Chaturvedi: 1:62 Rajeev Deoras: 1:24
2	The percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year;	Amitabh Chaturvedi - 58% Rajeev Deoras -10% Meghana Lale - 0% Sabyasachi Rath - 22% Ruchi Nishar -17%
3	The percentage increase in the median remuneration of employees in the financial year	2.40%
4	The number of permanent employees on the rolls of company;	332 on-roll employee as on March 31, 2025 (excluding Directors)
5	Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;	(7%) average percentile change made in the salaries of other than managerial personnel in the last financial year in comparison with (37%) increase in the managerial remuneration. Increase in the managerial remuneration is due to increments made and replacement of a CFO for FY 24-25.
6	Affirmation that the remuneration is as per the remuneration policy of the company.	We hereby confirm that the remuneration is as per the remuneration policy of the company.

B. Information as per Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

The statement containing particulars of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is available at the registered office of the Company. The said statement is open for inspection at the registered office of the Company. Any member interested in obtaining these particulars will be provided with the same, upon receipt of a written request delivered at the registered office of the Company.

45. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC)

During the year, no application was made or any proceeding was pending under the Insolvency and Bankruptcy Code, 2016 during the year ended March 31, 2025.

46. HUMAN RESOURCES

Your Company regards its human capital as one of its most valuable assets. We are committed to creating a work environment that fosters professional growth, innovation, and performance excellence. Accordingly, the Company continues to invest in talent acquisition, development, and retention through structured initiatives and employee engagement programs.

Recognizing that a capable and motivated workforce is fundamental to sustainable growth, the Company follows a philosophy of recruiting the most suitable talent for each role, empowering them with the necessary tools and authority to perform, and providing a conducive environment for learning and career progression.

A well-defined on boarding and induction process is in place, facilitated through a comprehensive Human Resource Management System (HRMS). This system ensures a seamless experience for new employees and supports the management of various HR functions digitally and efficiently.

The Company places strong emphasis on continuous learning and development. Regular training programs are conducted across various verticals such as customer service, credit underwriting, collections, business processes, and compliance, ensuring that employees are well-equipped to meet evolving business and regulatory requirements. As on March 31, 2025, the Company had 335 permanent employees, all of whom play a pivotal role in achieving the organization''s strategic goals.

47. GENERAL

i. The requirement to disclose the details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

ii. There are no instances of fraud reported by the Auditors under Section 143(12) during the financial year ended March 31,2025.

iii. The Company has not issued any shares with differential voting rights as per the Act.

iv. The Company has not issued any sweat equity shares under the Act.

v. There were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

vi. The Company has not accepted any fixed deposits and no amount of principal or interest is outstanding during the year ended 31st March, 2025.

48. ACKNOWLEDGEMENT

The Board of Directors places on record its sincere appreciation and gratitude to all business associates, lenders, shareholders, consultants, and various regulatory and government authorities for their continued trust, support, and guidance.

The Board also extends its heartfelt thanks to the executive team, employees, and staff of the Company for their dedicated efforts, commitment, and contribution throughout the year, which have been instrumental in driving the Company''s progress and performance.

Mar 31, 2024

The Board has the pleasure in presenting the 30* Annual Report and the Audited Financial Statements of the Company for the Financial Year (âFY") ended March 31, 2024.

1. BACKGROUND

The Company was incorporated on November 09, 1993 under the Companies Act, 1956 as a Private Limited Company "Devipura Balaji Securities Sc Investments Private Limited⁵ and was later converted to a Public Limited Company under the name, "Devipura Balaji Securities Sc Investments Limited⁵.

Devipura Balaji Securities & Investments Limited acquired K. K. Financial Sendees Private Limited on September 13, 2013 to commence cany on the business of non-banking financial institution without acceptmg deposits.

Pursuant to the aforesaid acquisition, the Company applied for name change to Registrar of Companies, Mumbai and received a Certificate of Registration approving change in name to "Purple Finance Limited⁵ with effect from January 06, 2014.

Hon⁵ble NCLT, Mumbai Bench on 15* February, 2024 has approved merger by Scheme of Absorption of Canopy Finance Lunited by Purple Finance Limited.

2. NATURE OF THE C OMPANY''S BUSINESS

The Company is a Non-Systematically Important Non-Deposit taking NBFC and is m the business of providing small ticket secured loans to micro and small enterprises. The loan is given for the purposes of business expansion, asset purchase, construction renovation of business residential premises and workmg capital requirement. a q

The Company''s business is based on 3 key pillars of execution as mentioned below:

â¢ Differentiated strategy to enter the market and operate: The Company entered the market with a single product and in three states; Maharashtra, Gujarat and Madhya Pradesh. Recently, the Company has also entered in Uttar Pradesh. The focus helped the Company to understand the market and stream line the processes quickly.

â¢ Tech-as-an-enabler for lean and agile operations: The customer on boarding process is fully digitalized and the Company makes a clear decision on approval of loans (go-no go) within 5 hours. The Company provides efficient services to its customers through its easy to use interface.

â¢ Strong risk & governance for sustainability and profitability: The Company has a wide and robust risk and governance structure. The Company has a defined structure for overseeing, planning, and managing the implementation of daily operations.

3. FINANCIAL RESULTS

The performance of the Company for the Financial Year, ended March 31, 2024 is summarized below: (Rs. in â000)
Particulars	2023-24	2022-23
Revenue from Operations	44,224.28	25,552.63
Other Income	19S.09	55.10
Total Income	44.422.38	25,607.73
Less: Expenditure	1,77,004.03	87,873.03
Profit before exceptional and extraordinary items & tax	(1,32,581.66)	(62,265.30)
Less: Exceptional items	-	-
Profit before Tax	(1,32,581.66)	(62,265.30)
Current Tax		246. S4
Deferred Tax	(56,455.12)	SI 6.73
Provision for Income Tax	-	(50.45)
Profit after Tax	(76,126.54)	(63.27S.42)
Earnings Per Share (of Rs. 10/- each)
Basic & Diluted	(2.27)	(2.31)

The Company''s revenue from operations has increased from Rs. 2,55,52,625.02 - for the F.Y. 2022-23 to Rs. 4,42,24,283.29 for the F.Y. 2023-24. During the year under review, the Company has incurred a loss of Rs. 7,61,26,535.86/- agamst the loss of Rs. 6,32,78,422.78/- for the previous year.

The Company has forayed into retail secured loans recently and building up capabilities in technology, opening new branches, recruiting talent and expanding geography gradually. This build up phase involves higher initial cost. However, the retail secured lending market is very large and expanding rapidly. The Company is adopting "PHYGITAL" model which is cost efficient. The Directors are confident of robust growth in this segment and as the portfolio grows the operation cost as percentage of asset under management will reduce.

4. SHARE CAPITAL

The Issued, Subscribed and Paid-up Share Capital of the Company as on March 31,2024 was Rs. 33,61,49,540/-(Rupees Thirty Three Crores Sixty One Lacs Forty Nine Thousand Five Hundred and Fort}- Only) divided into 3_:36_:14,954 (Three Crores Thirty Six Lacs Fourteen Thousand Nine Hundred and Fifty Four) Equity Shares at a face value of Rs. 10 - (Ten) each fully paid up. The Shareholders of the Company consist of Individuals and Body Corporates.

The Paid-up Share Capital of the Company has increased from 23,02,19,530 - to Rs. 33,61,49,540 - pursuant to the approval of the Scheme of Merger by Absorption of Canopy Finance Limited by Purple Finance Limited by allotment of 1,05,93,001 Equity Shares having Face Value of Rs. 10/- each amounting to Rs. 10,59,30,010/-on 17^th March, 2024.

The shares were allotted at a ratio of 1:1 i.e., 1 (one) equity share of Rs. 10 - each credited as fully paid up for every 1 (one) equity share of the Face value of Rs. 10 - each held by the Shareholders of Canopy Finance Limited.

5. DIVIDEND

As die Company has made a loss in the Financial Year, the Board of Directors have not recommended any dividend for the year.

6. RESERVE

No amount is transferred to reserves on account of loss in the Company.

7. REVIEW OF OPERATIONS OF THE COMPANY

The Company as on March 31, 2024 was operating with twenty branches. The number of employees as on March 31, 2024 was 160. The Company is doing small ticket loans backed by self-occupied residential or commercial properties. As on March 31, 2024 the Company has on boarded around 585 retail customers. The Company has adopted cutting edge technology through third party partners for on boarding of customers, underwriting and disbursement and is live on these systems. These systems give an advantage to your Company through speed to market, agility in customer acquisitions and portfolio monitoring. This technology- is secured and has adequate controls against cyber security risks. The Company has a Human Resource Management Software for monitoring and engaging employees. The Company has robust risk management practices and fraud control measures to minimize credit and fraud risk. As on March 31, 2024, 2 loans of Canopy Finance Limited amounting to Rs. 7.34 lac were categorized as Non- Performing Assets (NPAs) and are now part of the Company''s books. Out of the said amount, Rs. 5 lac has already been repaid by the borrower and Rs. 2.34 lac remains outstanding as on date. The Company has adopted to high standards of corporate governance and practices through well-defined policies.

8. CHANGE IN THE NATURE OF BUSINESS

The Company is a registered Non-Banking Finance Company (^:NBFC). The Company has forayed into new line of busmess of funding small ticket secured loans to Micro Enterprises since October, 2022. The Company-had altered its object clause to include insurance solicitation as the main object of the Company pursuant to Shareholders approval on January 12, 2024. The Company- is in the process of obtaining Corporate Agency-License for Insurance Solicitation.

9. RISK MANAGEMENT

In todayâs challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the growth plans of the Company are imperative. The Company recognizes that risk is an integral part of business and is committed to managing the risk in proactive and efficient manner. The Company had adopted risk management system through framework of different policies and creating a robust internal monitoring processes to ensure sustainable business growth with stability and to promote a proactive approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective, the system establishes a structured and disciplined approach to Risk Management.

I. RISKS & CONCERNS:

The Company is exposed to specific risks that are particular to its business and the environment within which it operates. This includes market risk, credit risk, liquidity and mterest rate risk, regulatory risk, macro-economic risk, etc.

â¢ Market Risk: The Company does not invest m market instruments therefore has limited exposure to market risk.

â¢ Credit Risk: Credit risk is the risk arising out of default or failure on the part of borrowers in meeting their financial obligations towards repayment of loans. Thus, credit risk is a loss as a result of non-recovery of funds lent both on principal and interest counts. There is robust credit process with the risk oversight. The client selection is clearly defined, capability of repayment is rigorously assessed to reduce the defaults and since most of the loans are secured against assets which are valued by independent agencies and the loan to value ratio is restricted, chances of non-recoverability m case of default are minimized. The Company proposes to use various tools like portfolio analytics, bounce analysis, month on board analysis, early vintage analysis and net flow forward analysis to monitor early stress in the portfolio. These will be reported to senior management through Risk Management Committee periodically and if required course correction is undertaken.

â¢ Liquidity and Interest Rate Risk: The Company is exposed to liquidity risk principally, as a result of lending and investment for maturity period which may differ from those of its funding sources. The Company will manage this risk by prudent management of resources including long term loans.

â¢ Regulatory Risk: As an entity m the financial services sector, the Company is subject to regulations by Indian governmental authorities, including the Reserve Bank of India. Their laws and regulations unpose numerous requirements on the Company, including asset classification and prescribed levels of capital adequacy, solvency requirements and liquid assets. There may be future changes in the regulatory system or in the enforcement of the laws and regulations that could adversely affect the Companyâs performance. All the players are sensitive to this risk and any adverse effect is not isolated to the Company.

â¢ Macro-economic Risk: Any unfavorable economic conditions, unstable political environment and changes in Government policies could impact the growth of the Company. Any slowdown in the Indian economy and in particular the financing business could adversely affect the Companyâs business. The rural economy is resilient and market is also very large, therefore any slowdown will have only temporary effect.

â¢ Operational Risk: The Company is exposed towards various operational risks in the course of its business relating to people, internal controls, processes, technology, infrastructure and other external factors. Towards minimizing operational risks, the Company has created âmaker-checkerâ rule in all processes. The Risk Management Committee monitors the operation processes. The Company believes its efforts to continuously strengthen its risk framework and portfolio quality will help it build a stable business franchise.

Access to capital and funds, both short term and long term, managing asset-liability mismatches and managing growth without compromising asset quality are some of the challenges faced by all the players, big and small, in the NBFC sector. Your Company is no exception to this. However, we constantly invest in people, processes, technology and systems to manage and mitigate these challenges. Strong credit underwriting processes, early warning checks, strong portfolio analytics to minimise portfolio delinquency are on-going efforts.

10. INTERNAL FINANCIAL CONTROLS:

The Management has laid down set of standards, processes and structure which enables to implement internal financial controls across the organization with reference to financial statements and that such controls are adequate and are operating effectively.

The Company has a proper and adequate system of internal financial controls commensurate with its nature and size of business and meets the following objectives:

â¢ Providing assurance regarding the effectiveness and efficiency of operations;

â¢ Efficient use and safeguarding of resources:

â¢ Compliance with policies, procedures and applicable laws and regulations;

â¢ Transactions being accurately recorded and reported timely; and

â¢ The Company has a budgetary control system to monitor expenditures and operations against budgets on an ongoing basis.

11. CT^PC^A^TE^TKTAL^E^TONSiBJLITT.

The provisions of the Companies Act, 2013 for CSR are not applicable to the Company.

12. COMPLIANCE

The Company is registered with RBI as a NBFC-ND-ICC. The Company has complied with and continues to comply with all applicable laws, rules, circulars and regulations, including the Master Direction - Reserve Bank of India (Non-Banking Financial Company-Scale Based Regulation) Directions, 2023, as amended from time to time. The Company is categorized as a Base Layer NBFC as per the Master Direction of RBI and adheres to all the norms prescribed by RBI for Base Layer NBFCs.

13. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS MADE UNDER SECTION 1S6 OF THE COMPANIES ACT. 2013

The details of Loans and Investments and guarantees covered under the provisions of Section 186 of the Act are given in the Notes to the Financial Statements forming part of Annual Report.

14. DIRECTORS

The Board of the Company has been duly constituted in accordance with the provisions of the Companies Act, 2013. As on the end of the Financial Year, the Company comprises of the following Directors:

Sr. No.	Name	Designation	DIN
1	Mr. Amitabh Chaturvedi	Executive Chairman	00057441
2	Mr. Raieey Deoras	Executive Director	02879519
3	Mrs. Minal Chaturvedi	Non-Executive Director	05315800
4	Mr. Ajay Kumar Pandey	Independent Director	00065622
5	Ms. Sumeet Sandhu	Independent Director	10119062
_6J	Mr. Amit Sonawala	Independent Director	01790348

Based on the confirmations received from Directors, none of the Directors are disqualified from appointment under the Companies Act, 2013.

During the year under review, there have been the following changes in the composition of the Board of Directors:

1. Appointment of Mr. Ajay Kumar Pandey as an Independent Director on 23^r" June, 2023.

2. Appointment of Ms. Sumeet Sandhu as an Independent Director on 23^rd June, 2023.

3. Resignation of Mr. Sunil Jomraj as a Non- Executive Director on 23^rd June, 2023.

4. Appointment of Mr. Amit Sonawala as an Independent Director on 29^th February, 2024.

5. Resignation of Mr. Satyaprakash Pathak as a Non- Executive Director w.e.f. 29â Februaryâ, 2024.

In compliance with Companies Act, 2013 and pursuant to the Articles of Association of the Company, Ms. Minal Chaturvedi, Non- Executive Director retires by rotation and being eligible has offered herself for reappointment. The Board recommends the same for the approval of the Shareholders.

The necessary resolution for re-appointment of Ms. Minal Chaturvedi forms pan of the Notice convening the Annual General Meeting. The profile and pamculars of experience that qualify- Ms. Minal Chaturvedi for Board membership, are disclosed in the said Notice.

15. XLlMBXRJ^MÂ£ETJNX^l^FBÂ£LiRIl

The Board meets at regular intervals to discuss and decide on the Company''s business policy and strategy apan from other Board busmesses. The Board exhibits strong operational oversight with regular presentations in quarterly meetings. The Board Committee Meetings are pre-scheduled well in advance to help them plan their schedule and ensure meaningful participation in the Meetings. Only in case of special and urgent business, if the need arises, the Board''s or Committee''s approval is taken by passing resolutions through circulation or by calling the Board Committee Meetings at short notice, as permitted by law. The agenda for the Board and Committee meetings includes detailed notes on the items to be discussed to enable the Directors to make an informed decision.

The Board of Directors of the Company met 8 (Eight) times during the Financial Year 2023-24 and the gap between the Meetings did not exceed 120 days, as prescribed under the relevant provisions of the Companies Act, 2013 and rules made thereunder. The details of the Board Meetings and the attendance of the Directors are given in Corporate Governance Report, which forms part of this Annual Report.

16. COMMITTEES OF THE BOARD:

As required under the Act, the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 ("SEBI LODR Regulations'' ) and RBI Master Directions, the Company has constituted the following statutory committees: 1) Audit Committee 2) Nomination and Remuneration Committee and Stakeholders Relationship Committee. The Company also has non mandatory committees viz. Finance Committee and Risk Management Committee. In addition to the above, the Company has Committee of Executives viz. Management Committee, IT Committee, HR Executive Committee, Executive Risk Management Committee, Asset Liability Management Committee and Operations Management Committee to review specific business, operational matters and other items that the Board may decide to delegate. 33.

Details of all the statutory committees such as terms of reference, composition and meetings held during the year under review are provided in the Report on Corporate Governance which form part pan of this Annual Repon.

17. EVALUATION OF THE BOARD., ITS COMMITTEES AND INDIVIDUAL DIRECTORS

Pursuant to the provisions of the Companies Act_: 2013_: the Board has carried out an annual evaluation of its own performance and of the individual Directors as well as an evaluation of the working of all the Committees of the Board. The performance evaluation was carried out by seekmg inputs from all the Directors Members of the Committees, as the case may be.

The Board of the Company followed the criteria as specified in the Fit and Proper Criteria and the Code of Conduct Policies for evaluating the performance of the Board as a whole, Committees of the Board, Individual Directors and the Chairperson. The criteria for evaluation of the Board as a whole, mter alia, covered parameters such as Structure of the Board, Meetings of the Board, Functions of the Board and Board & Management. The criteria for evaluation of Individual Directors covered parameters such as knowledge and competency, fulfillment of functions, ability to function as a team, etc. The criteria for evaluation of the Board Committees covered areas related to mandate and composition, effectiveness of the Committee, structure of the Committee and Meetmgs, etc.

The feedback of the Independent Directors and the Board as a whole, the performance of the Chairperson of the Company and the assessment of the quality, quantity and timeliness of flow of information between the Company, the Management and the Board which was taken into consideration by the Board in carrying out the performance evaluation.

IS. POLICY ON APPOINTMENT OF DIRECTORS AND REMUNERATION POLICY OF THE COMPANY

In accordance with the provisions of Section 178 of the Act, the Board of Directors have adopted a Nomination and Remuneration Policy (âNRC Policy").

The NRC Policy develops the competency requirements of the Board based on the industry and the strategy of the Company and recommends the reconstitution of the Board, as and when required. It also recommends to the Board, the appointment of Directors having good personal and professional reputation and conducts reference checks and due diligence of all Directors before recommending them to the Board. Besides the above, the NRC Policy ensures that the new Directors are familiarized with the operations of the Company and endeavors to provide relevant training to the Directors.

The NRC Policy for Directors, KMPs and all other employees is aligned to the philosophy on the commitment of fostering a culture of leadership with trust. The NRC Policy aims to ensure that the level and composition of the remuneration of the Directors, Key Managerial Personnel and all other employees is reasonable and sufficient to attract, retain and motivate them to successfully run the Company.

Salient features of the Remuneration Policy, mter alia, includes:

â¢ Remuneration in the form of Sitting Fees and Commission to be paid to Independent Directors and Non-Independent Non-Executive Directors, m accordance with the provisions of the Act and as recommended by the NRC Board;

â¢ Remuneration to Managing Director Executive Directors Key Managerial Personnel and all other employees is reasonable and sufficient to attract, retain and motivate them to run the Company successfully and retain talented and qualified individuals suitable for their roles, in

accordance with the defined terms of remuneration mix or composition; and

â¢ No remuneration would be payable to Directors for services rendered in any other capacity unless the services are of a professional nature and the NRC Board is of the opinion that the Director possesses requisite qualification for die practice of the profession and approval of the Central Government has been received, if required, for paying the same.

The Company has also adopted a âFit and Proper'' Policy for ascertaining the ''fit and proper'' criteria to be adopted at the time of appointment of Directors and on a continuing basis, pursuant to the RBI Master Directions for NBFCs.

19. REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS:

Your Company has adopted Corporate Governance Code which lays down in detail governance guidelines and practices that are required to be followed while taking decision on various matters. We consider it our inherent responsibility to disclose timely and accurate information regarding the operations and performance, leadership and governance of the Company.

Pursuant to the SEBILODR Regulations, Management Discussion and Analysis and the Corporate Governance Report forms part of this Annual Report. The Certificates from Twinkle Agarwal, Practicing Company Secretary, regarding compliance of the conditions of Corporate Governance as stipulated by the SEBI LODR Regulations are attached to this report.

20. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

The provisions of Regulation 34(2)(f) of the SEBI LODR Regulations are not applicable to the Company.

21. PERFORMANCE BASED VARLABLE PAYMENTS:

As approved by the Board of Directors in their Meeting held on 17^th September, 2022, the Company shall make performance based variable payments to Mr. Amitabh Chaturvedi, Executive Chairman of the Company on achieving certain milestones to be achieved by the Company such as Net Worth of Rs. 800 Crores, Advances of Rs. 2500 Crores and Profit Before Tax of Rs. 100 Crores.

The variable pay will be linked to the last traded price of equity shares of the Company of the immediate previous year. The amount payable as variable pay shall be computed on the basis of difference of last traded share price of the Company over the base price of Rs. 33/- as multiplied by 8,00,000 shares allocated to the Executive Chairman. The said amount of variable pay will be paid in 3 equal annual instalments with a restriction that no installment can exceed Rs. 10 Crores.

22. DECLARATION OF INDEPENDENCE

The Company has received the declarations from all the Independent Directors as per Section 149(7) of the Act and Regulation 16 (1) (b) of the SEBI LODR Regulations and the Board is satisfied that all the Independent Directors meet the criteria of independence as mentioned in Section 149(6) of the Act and Regulation 16(1) (b) of the SEBI LODR Regulations. Further, declaration on compliance with Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended by Ministry of Corporate Affairs (âMCA") vide its Notification dated October 22, 2019, regarding the requirement relating to enrollment in the data bank created by MCA for Independent Directors, had been received from all Independent Directors.

In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board. Further in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended. Independent Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

23. DIREC TORS RESPONSIBILITY STATEMENT

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that:

â¢ in the preparation of the annual accounts for the Financial Year ended 31* March, 2024, the applicable accounting standards have been followed and there are no material departures;

â¢ they have 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 the state of affairs of the Company at the end of the Financial Year and of the profit of the Company for that period;

â¢ they have taken proper and sufficient care for the maintenance of adequate accounting records m accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

â¢ they have prepared the Annual Accounts for the Financial Year ended March 31, 2024 on a going concern basis;

â¢ they have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively;

â¢ they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

24.

Pursuant to the provisions of Section 203 of the Act, Mr. Sabyasachi Rath, Chief Executive Officer, Ms. Sonal Vira, Chief Financial Officer and Ms. Ruchi Nishar, Company Secretary and Compliance Officer are the Key Managerial Personnel of the Company.

25. MOIL MECHANISM WHISTLE BLOWER POLICY

The Company has established a Vigil Mechanism for its Directors and employees to report their concerns or grievances. The said mechanism, inter alia, encompasses the Whistle Blower Policy, the mechanism for reporting of ethical concerns and it provides for adequate safeguards against victimization of persons who use it. The Policy is available on the website of the Company http: www.purplefinance.in.

26. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,PROHIBITIONAND REDRESSAL) ACT,2013

The Company is committed to providing and promoting a safe and healthy work environment for all its employees. A ''Prevention of Sexual Harassment'' Policy, which is in line with the statutory'' requirements, along with a structured reporting and redressal mechanism, including the constitution of Internal Complaints Committee in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("the POSH Act"), is in place.

During FY 2023-24, under the provisions of the POSH Act, no complaints were received.

27. STATUTORY AUDITORS

M s. Jogin Raval & Associates, Chartered Accountants (FRN: 128586W) were appointed as the Statutory Auditors of the Company at the Annual General Meeting dated 15^th May, 2023 of the Company to hold office till the conclusion of the Annual General Meeting of the Company for the Financial Year 2027-28. M s. Jogin Raval & Associates, Chartered Accountants have provided the Financial Statements of the Company for the Financial Year 2023-24 which forms part of this Annual Report. The Statutory Auditors have submitted an unmodified opinion on the audit of financial statements for the Financial Year 2023-24 and there is no qualification, reservation, adverse remark or disclaimer given by the Auditors m their Report.

28. COMMENTS OF THE BOARD OF DIRECTORS ON QUALIFICATIONS. RESERVATIONS MADE BY THE STATUTORY AUDITORS

The Auditor report is self-explanatory and there is no observation, qualification or adverse remarks or disclaimer made by the Auditor in their report.

29. INFORMATION ON MATERIAL CHANGES AND COMMITMENT. IF ANT. AFFECTING T-HE^INANCX\L_P_03TTO

Honâble NCLT, Mumbai Bench on 15^th February, 2024 has approved the Scheme of Merger by Absorption of Canopy Finance Limited by Purple Finance Limited. As on 31* March, 2024, the Company had filed a listing application for listing of its equity shares on BSE Limited (BSE) and Calcutta Stock Exchange Limited (CSE). The shares of Purple Finance Limited are traded on BSE w.e.f. 14â June, 2024 and CSE w.e.f. 18â June, 2024.

30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS

During the year under review, there were no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and the Company''s operations in future.

31. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

During the year under review, the Company did not enter into any material transaction (as defined in the Company''s policy on related party transactions) with the related parties. All other transactions of the Company with related parties were in the ordinary course of business and at an armâs length. Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Act, m Form AOC-2 is not applicable. Details of transactions with related parties are disclosed in the Notes to the Financial Statements, forming a part of this Annual Report.

32. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EARNING AND OUTGO

Conservation of energy, technology absorption is not applicable as the Company is not engaged in the manufacturing activity. No foreign exchange was earned during the period.

33. TRANSFER OFty CLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid in the year under review.

34. REPORTING OF FRAUDS

There were no instances of frauds during the year under review, which required the Statutory Auditors to report to the Audit Committee and or the Board under Section 143(12) of the Act and the rules made thereunder.

35. ANNUALRETURN

36. RBI GUIDELINES

The Company is registered with Reserve Bank of India (âRBI"), as a non-deposit accepting NBFC (âNBFC-ND-ICC⁵⁵) under Section 45-LA of the RBI Act, 1934. As per Non-Banking Finance Companies RBI Master Directions, the Directors hereby report that the Company did not accept any public deposits during the year and did not have any public deposits outstanding at the end of the year.

37. POLICIES OF THE COMPANY

The Board of Directors has formulated the following policies which are available on website of the company www.purplefinance.in.

1. Code Of Conduct for Directors and Senior Executives;

2. Code of Conduct for Independent Directors;

3. Directors Fit & Proper Criteria;

4. Nomination and Remuneration Policy;

5. Vigil Mechanism Whistle Blower Policy;

6. Fair Practice Code;

7. Policy for Related Pam- Transaction: and

8. Policy on Prevention of Sexual Harassment

38. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiaries, Joint Ventures and associate Companies as on March 31, 2024.

39. SECRETARIAL STANDARDS

During the year under review, the Company has complied with the applicable Secretarial Standards issued by The Institute of Company Secretaries of India.

40. EMPLOYEE STOCK OPTION SCHEME:

The Company currently has implemented the âPurple Finance ESOP Scheme 2022â wherein Stock options are granted to the eligible Employees and KMPs of the Company. The details of the Employee Stock Option Scheme as per Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 are as follows:

Sr. No.	Particulars	Purple Finance ESOP Scheme 2022
1.	Options Granted	29,31,000
2.	Options Vested	-
3.	Options Exercised	-
4.	The total number of shares arising as a result of exercise of option	-
5.	Options Lapsed	-
6.	The exercise price	Rs.33 - per share
7.	Variation of terms of options	-
8.	Money realized by exercise of options	-
9.	Total number of options in force	-
10.	Employee wise details of options granted to
	â¢ Key Managerial Personnel*	10,30,000
	â¢ Any other employee who receives a grant of options in any one year of option amounting to fix e percent or more of options granted during that year.	-
	â¢ Identified Employees who were granted option, during an}- one year, equal to or exceeding one percent of the issued capital (excluding outstanding warrants and conversions) of the company at the tune of grant;	-
*KMP includes managerial personnel as per Companies Act, 2013 only.

#5 employees of the Company have been categorized as a part of Promoter Group owing to the merger. Hence, 4,00,000 ESOPs out of the 29,31,000 reported above granted to such employees have been cancelled as on date.

41. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURESInformation as per Rule 5 (1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules. 2014

Sr. No.	Requirement	Response
1	The ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year	Amitabh Chaturvedi: 1:40 Rajeev Deoras: 1:22
2	The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year;	.Amitabh Chaturvedi - 38% Rajeev Deoras - 25% Sabyasachi Rath - 30% Sonal Yira - 28% Ruclii Nishar - 8%
3	The percentage mcrease m the median remuneration of employees in the financial year	38%
4	The number of permanent employees on the rolls of Company;	160
5	Average percentile increase already made m the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase m the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;	(42%) average percentile change made in the salaries of other than managerial personnel in the last financial year in comparison with 28% increase in the managerial remuneration. No increase observed in the average remuneration of employees as the Company hired more front line sales staff at a lower CTC. Increase in the managerial remuneration is due to increments made for FY 22-23.
6	Affirmation that the remuneration is as per the remuneration policy of the company.	The Nomination and Remuneration Committee of the Company consists of Independent Directors. The Company has in place a Nomination and Remuneration Policy for Directors and Senior Management.

42. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENC Y AND BANKRUPTC Y CODE. 2016 (IBP

During the year, no applications were filed against the Company by any financial or operational creditors.

43. HUMAN RESOURCES

Your Company treats its "human resources" as one of its most important assets. Your Company continuously invests in retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway.

Your Company recognizes that Human Capital is one of the most critical assets of any business enterprise. Guided by this very philosophy the Company ensures recruitment of the most suitable talent to handle their respective roles, empowers them to discharge their duties well and provide an enabling environment for their professional growth. The Company has a well-defined on-boardmg process and well-structured post joining induction process. The onboarding and post joining is handled in a well-defined Human Resource Management System (HRMS). The Company lays a lot of emphasis on imparting adequate training and regular training sessions are organized covering business processes and procedures, customer sendee standards, .

underwriting process, collection and credit disbursals functions and so on. As on March 31, 2024, the company had 160 permanent employees

44. ACKNCmXEDGEMZXT

Your Directors place on record their sincere thanks to business associates, shareholders, consultants and various government authorities for their contmued support. The Directors also thank the executives, employees and staff of the Company for their valuable services and support during the year.

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