To,
The Members
Kapil Raj Finance Limited
Your Directors have pleasure in presenting their 39th Annual Report and the Audited
financial statement for the financial year ended March 31, 2025.
OPERATION AND FINANCIAL RESULTS:
The summary of operation and financial results of the company for the year with
comparative figures for last year is as under:
| Particulars |
Standalone |
|
2024- |
2023- |
|
25(Rs) |
24(Rs) |
| Net Revenue from Operations |
- |
- |
| Other Income |
19.00 |
14.70 |
| Profit before Exceptional and Extra ordinary items and tax |
(1.12) |
(2.25) |
| Extra Ordinary Items |
- |
- |
| Profit after Exceptional and Extra ordinary items and tax |
(0.84) |
(0.56) |
| Amount Transferred to Reserves |
|
- |
REVIEW OF OPERATIONS AND FUTURE PROSPECTS:
Total income for the financial year ended 31 March, 2025 is Rs 19 Lacs as compared to
14.70 lacs in last year's. Loss incurred by the Company in the current financial year
(0.84lacs) as compared to the (Rs 0.56 lacs) in the previous financial year
TRANSFER TO RESERVES:
The credit balance of Profit and Loss account is transferred to reserves in Balance
sheet.
DIVIDEND:
Your Directors has decided to plough back the profit and therefore it was decided to
not declare any dividend.
DIRECTORS:
Pursuant to Sections 149, 152 and other applicable provisions of the Companies Act,
2013, one-third of such of the Directors as are liable to retire by rotation shall retire
every year and if eligible offer themselves for re-appointment at everyAnnual General
Meeting. Consecutively, Mr Punith D Puthran(DIN 09207736). Director will retire by
rotation at the ensuing Annual General Meeting and being eligible offer himself for
re-appointment in accordance with the provisions of the Companies Act, 2013.
Following are the Details of Directors on the Board of the Company:
| Sr. No. |
Name of Directors |
DIN |
| 1. |
AMIT Balkrishna Ghume |
10428357 |
| 2. |
KALPESH JALPA DARJI |
10933776 |
| 3. |
SANTOSH RANI |
09155303 |
| 4. |
PUNITH D PUTHRAN |
09207736 |
| 5. |
GURSHARANDEEP KAUR |
09229810 |
| 6. |
DIPESH DINKAR KAMBLI |
09793345 |
Further, during the year under review, following are changes in the Board of Directors
of the Company in the Company as per Sectio 2(51) and 203 of the Companies Act, 2013 are
as follows:
| Name of Directors |
DIN / PAN |
DATE OF APPOINTMENT/RESIGNA TION |
DESIGNATION |
| MADHU NEELESHKUMAR LAHOTI |
08266202 |
Resigned 27-01-2025 |
Non Executive Director |
| KALPESH JALPA DARJI |
10933776 |
APPOINTED ON 04-02-2025 |
Non Executive Director |
The company secretary Ms Komal jain resigned from 5th july 2024 and Ms preeti Kakkar
joined as Company secretary on 4h octonber 2024.
DECLARATION BY INDEPENDENT DIRECTOR: (SECTION 134 (3)(D)
The Declaration by an Independent Director(s) that they meet the criteria of
independence as provided in sub-section (6) of Section 149 of the Companies Act, 2013 is
enclosed.
An independent director shall hold office for a term up to five consecutive years on
the Board of a Company and shall not be eligible for reappointment for next five years on
passing of a special resolution by the Company.
PARTICULARS OF REMUNERATION OF DIRECTORS/KMP/EMPLOYEES
The remuneration policy is directed towards rewarding performance, based on review of
achievements. It is aimed at attracting and retaining high caliber talent. The
remuneration policy is in consonance with the existing practice in the Industry.
PERFORMANCE EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and as per SEBI (LODR), 2015,
during the year under review, the Board carried out the annual evaluation of its own
performance. A structured questionnaire covering various aspects of the Board's
functioning such as adequacy of the composition of the Board and its Committees, Board
culture, execution and performance of specific duties, obligation and governance was
distributed to each member of the Board and inputs were received. The performance
evaluation of the Independent Directors who will be appointed at the ensuing Annual
General Meeting was carried out by the entire Board. The performance evaluation of
Non-Independent Directors and the Board as a whole was carried out by the Independent
Directors. The Directors expressed their satisfaction with the evaluation process.
SHARE CAPITAL:
There is no change in Authorized and paid up capital of the company.
MATERIAL CHANGES AND COMMITMENTS
No material changes have occurred between Balance Sheet date and the date on which the
financial statement are approved by the Board of Directors.
MANAGEMENT DISCUSSION AND ANALYSIS
A separate report on the Management Discussion and Analysis is attached as a separate
part of this Annual Report.
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All contracts / arrangements / transactions entered by the Company during the financial
year with related parties were in the ordinary course of business and on an arm's length
basis, therefore, the provisions of Section 188 of the Companies
Act, 2013 were not attracted.
Further, there are no materially significant related party transactions during the year
under review made by the Company with Promoters, Directors, or other designated persons
which may have a potential conflict with the interest of the Company at large.
Your Directors draw attention of the members to in the Accounting Policies to the
Financial Statement which sets out related party disclosures as prescribed under
Accounting Standard 18.
Information on transactions with related parties pursuant to Section 134(3)(h) of the
Act read with rule 8(2) of the
Companies (Accounts) Rules,2014 are given in "Annexure - 1" Form AOC-2 and
the same forms part of this report.
COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION
AND DISCHARGE OF THEIR DUTIES
In accordance with Section 178 of the Companies Act, 2013 the Nomination and
Remuneration Committee has formulated Remuneration Policy ("the policy"). The
objective of the policy is to ensure that Executive Directors and other employees are
sufficiently compensated for their performance. The Policy seeks to provide criteria for
determining qualifications, positive attributes and independence of a director.
CORPORATE GOVERNANCE
In accordance with SEBI (LODR) Regulations, 2015 as entered with the Stock Exchange and
some of the best practices followed internationally on Corporate Governance, the report
containing the details of corporate governance systems and processes is as follows: At
Kapil Raj Finance Limited, Corporate Governance is all about maintaining a valuable
relationship and trust with all stakeholders. We consider stakeholders are playing very
important role in our success, and we remain committed to maximizing stakeholder value, be
it shareholders, employees, suppliers, customers, investors, communities or policy makers.
This approach to value creation emanates from our belief that sound governance system,
based on relationship and trust, is integral to creating enduring value for all. We have a
defined policy framework for ethical conduct of businesses. We believe that any business
conduct can be ethical only when it rests on the nine core values of Honesty, Integrity,
Respect, Fairness, Purposefulness, Trust, Responsibility, Citizenship and Courage. The
corporate governance is an important tool for the protection of shareholder and
maximization of their long term values. The objective of Corporate Governance is to
achieve excellence in business thereby increasing stakeholders' worth in the long term
which can be achieved keeping the interest of stakeholders' and comply with all rules,
regulations and laws. The principal characteristics of Corporate Governance are
Transparency, Independence, Accountability, Responsibility, Fairness, and Social
Responsibility along with efficient performance and respecting interests of the
stakeholders and the society as a whole.
COMPANY'S PHILOSOPHY ON CORPORATE GOVERNANCE
The Company's philosophy on corporate governance is been founded on the fundamental
ideologies of the group viz., Trust, Value and Service. Obeying the law, both in letter
and in spirit, is the foundation on which the Company's ethical standards are built. On
adopting corporate governance, the Company shall make a constant endeavor to achieve
excellence in Corporate Governance on continuing basis by following the principles of
transparency, accountability and integrity in functioning, so as to constantly striving to
enhance value for all stakeholders and the society in general. As a good corporate
citizen, the Company will maintain sound corporate practices based on conscience,
openness, fairness, professionalism and accountability in building confidence of its
various stakeholders in it thereby paving the way for its long term success. We are making
continuous efforts to adopt the best practices in corporate governance and we believe that
the practices we are putting into place for the company shall go beyond adherence to
regulatory framework. The Company's corporate governance philosophy has been further
strengthened by adopting a Code of Fair Practice in accordance with the guidelines issued
by Reserve Bank of India from time to time.
DIRECTORS' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the information and
explanations obtained by them, your Directors make the following statement: That in the
presentation of the annual accounts for the year ended March 31, 2025, applicable
accounting standards have been followed and that there are no material departures; That
they have, in the selection of the accounting policies, consulted the statutory auditors
and have 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 for
the year ended March 31, 2025 and of the profit of the Company for the year ended on that
date;That they have taken proper and sufficient care, to the best of their knowledge and
ability, for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; That the annual accounts have
been prepared on a going concern basis.
That internal financial controls followed by the Company are adequate and were
operating effectively
That the systems to ensure compliance with the provisions of all applicable laws were
adequate and operating effectively.
HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
The Company does not have any Holding/ Subsidiary/ Associate Company during the period
under review.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, RESEARCH &DEVELOPMENT AND FOREIGN
EXCHANGE EARNINGS AND OUTGO
| Sr. no. |
Particulars |
Remarks |
| 1 |
Energy conservation measures taken |
NIL |
| 2 |
Additional investments and proposals if any, being implementedfor reduction of
consumption of energy |
NIL |
| 3 |
Impact of the measures at (a) and (b) above for reduction of energy consumption and
consequent impact on the cost ofproduction of goods |
NIL |
| 4 |
Total energy consumption and energy consumption per unit ofproduction |
NIL |
FORM-A: FORM FOR DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY
| Particulars |
Remarks |
| Power and fuel consumption |
NIL |
| Consumption per unit of production |
NIL |
TECHNOLOGY ABSORPTION
FORM-B: FORM FOR DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION ETC.,
Research and Development : Nil
Technology Absorption, Adaptation and Innovation : Nil
FOREIGN EXCHANGE EARNINGS AND OUTGO Earnings in Foreign Exchange during the year : Nil
Foreign Exchange outgo during the year : Nil
PARTICULARS OF EMPLOYEES
Particulars of employees as required to be disclosed in terms of Section 134 of the
Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, are made available at the registered office of the
Company.
CLARIFICATION FOR OBSERVATIONS AS REPORTED BY STATUTORY AUDITOR IN THEIR AUDIT REPORT
Pursuant to Section 139 of the Act, the observations of the Statutory Auditors, when read
together with the relevant notes tothe accounts and accounting policies are
self-explanatory and do not calls for any further comment.
DEPOSITS
DETAILS RELATING TO DEPOSITS COVERED UNDER CHAPTER V OF THE ACT
| Accepted during the year |
: |
| Remained unpaid or unclaimed as at the end of the year whether there has been any
default in repayment of deposits or payment of interest thereon during the year and if so
(default), number of such cases and the total amount involved |
: : NIL |
| i. at the beginning of the year |
: |
| ii. maximum during the year |
: |
| iii. at the end of the year |
: |
DETAILS OF DEPOSITS WHICH ARE NOT IN COMPLIANCE WITH THE REQUIREMENTS OF CHAPTER V OF
THE ACT
During the Financial Year under review, the Company has not accepted any deposit under
Section 73 to 76 of the Companies Act, 2013 read with Companies (Acceptance of Deposits)
Rule, 2014 as amended from time to time which are not in compliance with the requirements
of Chapter V of the Act.
SIGNFICANT / MATERIAL ORDERS PASSED IMPACTING ON GOING CONCERN STATUS AND COMPANY'S
OPERATIONS
There have been no significant and material orders passed by any regulators or courts
or tribunals impacting the going concern status and company's operations in future.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT,
2013 The Company has made transactions which are within the limit of Loans, Guarantees or
Investments under Section 186 of the Companies Act, 2013
CORPORATE SOCIAL RESPONSIBILITY
The Company has not developed and implemented any Corporate Social Responsibility
initiatives as the provisions of Section 135 of the Companies Act, 2013 are not
applicable.
BOARD MEETINGS
The Board meets at regular intervals to discuss and decide on Company / business policy
and strategy apart from other Board business. The Board / Committee Meetings are
pre-scheduled and a tentative annual calendar of the Board and Committee Meetings is
circulated to the Directors in advance to facilitate them to plan their schedule and to
ensure meaningful participation in the meetings. However, in case of a special and urgent
business need, the Board's approval is taken by passing resolutions through circulation,
as permitted by law, which are confirmed in the subsequent Board meeting.
The Board met 12(times during the financial year. The intervening gap between any two
meetings was within the period prescribed by the Companies Act, 2013. The maximum interval
between any two meetings did not exceed 120 days as prescribed under the Companies Act,
2013. None of the directors is a member in more than ten committees or acts as a Chairman
in more than five committees across all companies in which he is a director.
The Composition of the Board and the number of directorships, memberships and
chairmanship of committees as on March31, 2025, are provided under coporate governance.
NOTE:-
DETAILS OF RESIGNATION
Mrs Madhu Neeleshkumar Lahoti resigned from directorship on 27th January, 2025
DETAILS OF APPOINTMENT
Mrs Kalpesh Jalpa Darji appointed as Non executive Director with effect from 04th
February,2025
BOARD MEETINGS AND ATTENDANCE
There were 12Board Meeting held during the year and the same were held on
| 07-04-2023 |
12-08-2023 |
21-10-2023 |
24-01-2024 |
| 30-05-2023 |
04-09-2023 |
13-11-2023 |
07-02-2024 |
| 28-06-2023 |
05-09-2023 |
30-12-2023 |
07-03-2024 |
| Name of director |
No. of meetings held |
No. of meetings Attended |
Last AGM Attended |
| PRAVIN SALVI PRAKASH |
9 |
9 |
Yes |
| MADHU NEELESHKUMAR LAHOTI |
12 |
12 |
Yes |
| SANTOSH RANI |
12 |
12 |
Yes |
| PUNITH D PUTHRAN |
12 |
12 |
No |
| GURSHARANDEEP KAUR |
12 |
12 |
Yes |
| DIPESH DINKAR KAMBLI |
12 |
12 |
No |
| AMIT BALKRISHAN GHUME |
3 |
3 |
No |
SECRETARIAL AUDITORS AND THEIR REPORT
Mr. Neeraj Jindal, Company Secretaries, was appointed as Secretarial Auditors of the
Company for the financial year 2024-25. Pursuant to Section 204 of the Companies Act,
2013. The Secretarial Audit Report submitted by them in the prescribedform MR- 3 is
attached as `Annexure A` and forms part of this report.
There are qualifications, observations and other remarks of the Secretarial Auditors in
the Report issued by them for the financial year 2024-25.
1. Company is carrying activities of an NBFC and also the overall revenue earned by the
Company during the
Company is carrying activities of an NBFC and also the overall revenue earned by the
Company during the financial year ended March 31, 2021 was from financial activities. As
per the provision of Section 45I of Reserve Bank of India Act, 1934 and Reserve Bank of
India Press Release 1998-99/1269 dated April 08, 1999, a company would be identified as a
Non Banking Financial Company if its financial assets are more than 50 percent of its
total assets (netted off by intangible assets) and income from financial assets are more
than 50 percent of the gross income. The Company needs to get itself registered as NBFC.
Also the main object of the company are of Financing and Hire purchase, which requires
the company to registered itself with Reserve Bank of India as NBFC.
The Company has not filed DPT -3 for F.Y. ended 31.03.2024, The company has not filed
form AOC4, MGT -7 for F.Y. Ended 31.03.2024 and MGT 7 for 2023 till the end of the review
period (as we could not find it online nor the management could provide it).
2. There were certain instance wherein the Company have delayed in filing the returns/
disclosures with Registrar of Companies, Delhi and the Company has paid additional fees
for the same.
3. The Independent Director on the board of the company are either not registered in
the independent Director database or have not cleared exams for being eligible in due
period. So, their eligibility to continue is compromised.
4. Mr. PUNITH D PUTHRAN and DIPESH DINKAR KAMBLI, appointed as Additional Director on
the board on 24.11.2022 are still showing as Additional Directors, they were regulated in
the AGM held in 2023 form DIR 12 for the same is not filed till the end of Review period.
For point 1 company has made the application to the appropriate authority for the
approval is still pending.
For point 2-4 the management of the company is taking all the necessary actions to make
good the non-compliance pointed by the secretarial auditor.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Your Company did not have any funds lying unpaid or unclaimed for a period of seven
years. Therefore there were no funds which were required to be transferred to Investor
Education and Protection Fund (IEPF) during the financial year 2023-24.
STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT
The Company does not have any Risk Management Policy as the elements of risk
threatening the Company's existence are very minimal.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
The information required pursuant to Section 197(12) read with Rule, 5 (1) of The
Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are provided in the "Annexure"
of the Annual Report.
The Company has not appointed any employee(s) in receipt of remuneration exceeding the
limits specified under Rule 5 (2) of Companies (Appointment & Remuneration of
Managerial Personnel) Rules, 2014
EXTRACT OF ANNUAL RETURN (MGT-9)
A Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Companies
(Management and Administration) Rules, 2014, the draft Annual Return of the Company in
Form MGT-7 for FY 2024-25 has been placed on the Company's website and can be accessed at
the company website www.kapilrajfinanceltd.com
RELATED PARTIES TRANSACTIONS
All the transactions with related parties are in the ordinary course of business and on
arm's length basis. The details of the transactions entered into between the Company and
the related parties are mentioned in the financial statements of the Company.
BOARD COMMITTEES
The Company has the following Committees of the Board: Audit Committee Stakeholders
Relationship Committee Nomination & Remuneration Committee
VIGIL MECHANISM / WHISTLE BLOWER POLICY
In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013,
a Vigil Mechanism for directors and employees to report genuine concerns has been
established. The Vigil Mechanism Policy has been uploaded on the website of the Company
atwww.kapilrajfinanceltd.com under investors/policy documents/Vigil Mechanism Policy link.
INTERNAL FINANCIAL CONTROL
The Company believes that internal control necessarily follows the principle of prudent
business governance that freedom of management should be exercised within a framework of
appropriate checks and balances. The Company remains committed to ensuring an effective
internal control environment that inter alia provides assurance on orderly and efficient
conduct of operations, security of assets, prevention and detection of frauds/errors,
accuracy and completeness of accounting records and the timely preparation of reliable
financial information.
Company's independent and Internal Audit processes, both at the Business and Corporate
levels, provide assurance on the adequacy and effectiveness of internal controls,
compliance with operating systems, internal policies and regulatory requirements.
The Financial Statements of the Company are prepared on the basis of the Significant
Accounting Policies that are carefully selected by management and approved by the Board.
These, in turn are supported by a set of divisional Delegation Manual & Standard
Operating Procedures (SOPs) that have been established for individual units/ areas of
operations.
The Company has in place adequate internal financial controls with reference to the
Financial Statements. Such controls have been tested during the year and no reportable
material weakness in the design or operation was observed. Nonetheless the Company
recognizes that any internal financial control framework, no matter how well designed, has
inherent limitations and accordingly, regular audit and review processes ensure that such
systems are reinforced on an ongoing basis.
RISK & MITIGATION
The Company has identified various risks faced by the Company from different areas. As
per the provision of the Companies Act, 2013 and listing agreements, the, the Board had
adopted a risks management policy whereby a proper framework is set up. Appropriate
structures are present so that risks are inherently monitored and controlled. A
combinationof policies and procedures attempts to counter risks as and when they evolve.
COST AUDITORS
As the Company is operating in the service industry, cost audit is not applicable to
the Company and hence no reporting is required.
DISCLOSURE AS REQUIRED UNDER SECTION 22 OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013 The Company is committed to provide a
protective environment at workplace for all its women employees. To ensure that every
woman employee is treated with dignity and respect and as mandated under "The Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013"
the Company has in place a formal policy for prevention of sexual harassment of its women
employees. The following is the summary of sexual harassment complaints received and
disposed off during the current financial year.Number of Complaints received : NIL Number
of Complaints disposed of : NIL
INDUSTRIAL RELATIONS:
The company maintained healthy, cordial and harmonious industrial relations at all
levels, the enthusiasm and unstinting efforts of employees have enabled the company to
remain at the leadership position in the industry it has taken various steps to improve
productivity across organization.
DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR DIRECTORS AND EMPLOYEES
The Company has established a vigil mechanism, through a Whistle Blower Policy, where
Directors and employees can voice their genuine concerns or grievances about any unethical
or unacceptable business practice. A whistle-blowing mechanism not only helps the Company
in detection of fraud, but is also used as a corporate governance tool leading to
prevention and deterrence of misconduct. It provides direct access to the employees of the
Company to approach the CFO of the company or the Chairman of the Audit Committee, where
necessary. The Company ensures that genuine Whistle Blowers are accorded complete
protection from any kind of unfair treatment or victimization.
BOARD EVALUATION
Pursuant to applicable provisions of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Board had adopted a formal
mechanism for evaluating its own performance and as well as that of its Committees and
individual Directors, including the Chairperson of the Board.
ETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS /TRIBUNAL
IMPACTING THE GOING
CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE
There are no significant material orders passed by the Regulators / Courts / Tribunal
which would impact the going concern status of the Company and its future operations.
Hence, disclosure pursuant to Rule 8 (5) (vii) of Companies (Accounts) Rules, 2014 is
not required.
BUSINESS RESPONSIBILITY REPORT (BRR)
The Board of Directors of the Company hereby confirms that, according to the provisions
ofRegulation 34(2)(f) of the Securities Exchange Board of India (Listing Obligation and
Disclosure Requirement) Regulation 2015, the give report on Business Responsibility Report
(BRR) is not mandatorily applicable to our company, hence not annexed with Annual Report.
DISCLOSURE IN RESPECT OF SCHEME FORMULATED UNDER SECTION 67(3) OF THE COMPANIES ACT,
2013
Since the Company has not formulated any scheme in terms of Section 67(3) of the
Companies Act, 2013, therefore no disclosures are required to be made.
DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:
There has been no subsidiary/Associate/Joint Venture incorporated/ceased of your
company during the financial year 2024-25
DISCLOSURES PURSUANT TO SECTION 197(14) OF THE COMPANIES ACT, 2013:
No disclosure under section 197(14) of the Companies Act, 2013 is required. Company has
no Holding or Subsidiary company as on 31st March, 2025
REPORTING OF FRAUDS
There was no instance of fraud during the year under reivew, which required the
Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12)
of Act and Rules framed there under.
STATEMENT OF DEVIATION OR VARIATION
Pursuant to Regulation 32(1) of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, there is no deviation or
variation in the use of proceeds
OTHER DISCLOSURES:
a.There was no revision of financial statements and Board's Report of the Company
during the year under review b. There has been no change in the nature of business of the
Company as on the date of this report c. No application has been made under the Insolvency
and Bankruptcy Code; hence the requirement to disclose the details of application made or
any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during
the year along with their status as at the end of the financial year is not applicable. d.
The requirement to disclose the details of the difference between the amount of valuation
done at the time of onetime settlement and the valuation done while taking a loan from the
Banks or Financial Institutions along with the reasons thereof, is not applicable. e.
CODE FOR PREVENTION OF INSIDER TRADING The Board has adopted a code to regulate, monitor
and report trading by insiders in securities of the Company. The code inter alia requires
pre-clearance for dealing in the securities of the Company and prohibits the purchase or
sale of securities of the company while in possession of unpublished price sensitive
information in relation to the Company and during the period when the trading window is
closed.
ENVIRONMENT, HEALTH AND SAFETY
The Company is conscious of the importance of environmentally clean and safe
operations. The Company's policy requires the conduct of operations in such a manner to
ensure the safety of all concerned, compliance with environmental regulations and
preservation of natural resources.
COMPLIANCE WITH 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.
REPORTING OF FRAUDS
There was no instance of fraud during the year under review, which required the
Statutory Auditors to report to the Audit Committee and/or Board under Section 143(12) of
the Act and Rules framed thereunder.
CAUTIONARY STATEMENT
Statements in this Directors' Report and Management Discussion and Analysis Report
describing the Company's objectives, projections, estimates, expectations or predictions
may be "forward-looking statements" within the meaning of applicable securities
laws and regulations. Actual results could differ materially from those expressed or
implied.
Important factors that could make difference to the Company's operations include raw
material availability and its prices, cyclical demand and pricing in the Company's
principal markets, changes in Government regulations, Tax regimes, economic developments
within India and the countries in which the Company conducts business and other ancillary
factors.
ACKNOWLEDGEMENT
The Board of Directors acknowledges with gratitude the co-operation and assistance
provided to your company by its bankers, financial institutions, government and other
agencies. Your Directors thank the customers, vendors and other business associates for
their continued support in the company's growth.
| Date:8th September, 2025 |
For KAPIL RAJ FINANCE LIMITED |
| Place: Delhi |
|
|
SD/- |
|
Santosh Rani Punith D Puthran |
|
(Whole TimeDirector) (Director) |
|
DIN: 09155303 DIN: 09207736 |
|