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<dhhead>BOARDS REPORT </dhhead>
To, The Members, Savani Financials Limited
Your directors are pleased to present the 41st (Forty First Annual
Report) of Savani Financials Limited (the Company) along with the audited
nancial statements for the nancial year ended 31st March 2025.
1. Results of our operations and state of a airs:
| Particulars |
(Rupees in Lakhs) |
|
2024-25 |
2023-24 |
| Revenue from Operations and Other Income |
343.15 |
12.29 |
| Pro t/(Loss) before Depreciation, Finance Cost and
Taxation |
(842.55) |
(192.36) |
| Less: Finance Cost |
14.35 |
7.06 |
| Less: Depreciation |
26.91 |
0.36 |
| Less: Income Tax |
(5.21) |
(0.07) |
| Pro t / (Loss)after Tax |
(878.60) |
(200.02) |
| Balance brought forward from the previous year |
(728.39) |
(528.36) |
| Available for appropriation |
(1606.98) |
(728.39) |
| Appropriations |
|
|
| Transfer to General Reserve |
- |
- |
| Balance carried to Balance Sheet |
(1606.98) |
(728.39) |
2. Brief description of the Companys work during the Year/
State of the Companys a airs:
During the year under review, the Company has earned operating revenue,
including other income, aggregating to Rs. 343.15 lakhs as against Rs. 12.29 lakhs in the
previous year. Net Loss after tax stood at Rs. 878.60 lakhs as against net loss of Rs.
200.02 lakhs in the previous year. The management is looking for opportunities to identify
niche segments in which the Company can look for better business possibilities. The
management is also exploring the possibility of identifying new business opportunities to
augment its resources. The Company is engaged only in the business of providing nancial
services, and accordingly, there are no separate reportable segments as per IND AS-108 on
'Operating Segment'.
3. Change in the nature of business, if any:
During the year under review, there was no change in the nature of the
business of the Company.
4. Dividend:
In view of accumulated losses, your Directors did not propose any
dividend for the nancial year ended 31st March 2025.
5. Transfer to Reserves:
The Company did not transfer any amount to the reserves due to losses
incurred in the nancial year ended 31st March 2025.
6. Share capital:
The Issued, Subscribed and Paid-Up Equity share capital of the Company
as on 31st March 2025 was Rs. 31,94,93,700 (Rupees Thirty-One Crores
Ninety-Four Lakhs Ninety-Three Thousand Seven Hundred only) divided into 3,19,49,370
(Three Crore Nineteen Lakhs Forty-Nine Thousand Three Hundred and Seventy only) equity
shares of Rs. 10/- (Rupees ten only) each.
The Company has not issued shares with di erential voting rights, nor
sweat equity shares. The Company has not bought back any of its securities during the year
under review.
The Board of Directors at its meeting held on 01st September
2023 had approved the issuance of 2,80,00,000 partly paid-up equity shares of face value
of Rs. 10 for cash at a price of Rs. 17.50 (including a premium of Rs. 7.50 per rights
equity share), aggregating upto Rs. 4,900 Lakhs by way of rights issue to the existing
equity shareholders of the Company in the ratio of 7 equity shares for every 1 fully
paid-up equity share held by the eligible equity shareholders on the record date. Further,
the Board, in its meeting held on 01st September 2023, had formed a Rights
Issue Committee and had vested all the powers pertaining to the execution of the Rights
Issue of Shares upon them. The Company led the Draft Letter of O er on 15th
December 2023, on the listing portal of BSE, for which it received the BSE approval on 15th
March 2024.
The Rights Issue opened on 02nd May, 2024 and closed on 10th
May 2024. The Company thereafter allotted the partly paid-up shares to the respective
allottees based on the basis of allotment approved by the BSE on 18th May 2024.
The Company sent a Notice dated 14th September 2024, for
receiving balance call money of Rs. 3.50 per share (including premium of Rs. 1.50 per
share) from the eligible equity shareholders. There was receipt of Rs. 9,66,03,220/-
(Rupees Nine Crore Sixty-Six Lakhs Three Thousand Two Hundred and Twenty Only) for which
there was allotment of 2,76,00,920 equity shares by the Rights Issue Oversight Committee
(RIC) in its meeting held on 22nd October 2024.
The Company sent the First Reminder Notice dated 10th
December 2024, for receiving the balance call money of Rs. 3.50 per share (including
premium of Rs. 1.50 per share) from the balance eligible equity shareholders. The Company
received Rs. 11,91,485/- (Rupees Eleven Lakhs Ninety-One Thousand Four Hundred and
Eighty-Five Only) (including interest at the rate of 12% per annum) for which there was
allotment of 3,33,409 equity shares by the Rights Issue Oversight Committee (RIC) in its
meeting held on 22nd January 2025.
The Company further sent the Second Reminder Notice dated 21st
February 2025, for receiving the balance call money of Rs. 3.50 per share (including
premium of Rs. 1.50 per share) to the balance eligible equity shareholders. The Company
received Rs. 55,018/- (Rupees Fifty Five Thousand and Eighteen Only) (including interest
at the rate of 12% per annum) for which there was allotment of 15,041 equity shares by the
Rights Issue Oversight Committee (RIC) in its meeting held on 28th March 2025.
7. Board of Directors and Key Managerial Personnel:
A. Board of Directors
The Board of Directors comprises six Directors, who are as follows:
1. Ms. Deepa Kishor Tracy (DIN: 00516615) Managing Director
2. Ms. Purvi Ramesh Ambani (DIN: 06546129) Non-Executive
Non-Independent Director
3. Mr. Ajay Anantrai Patadia (DIN: 00298226) Non-Executive
Independent Director
4. Mr. Vikrant Prabhakar Ponkshe (DIN: 06985597) Non-Executive
Independent Director
5. Mr. Ravishankar Ramamoorthy (DIN: 01907858) Non-Executive
Independent Director
6. Mr. Jitendra Laxmidas Negandhi (DIN: 00787799) Non-Executive
Independent Director
B. Key Managerial Personnel (KMP):
During the year, Mr. Praful Sheth resigned from the post of Chief
Financial O cer and Company Secretary and Compliance O cer of the Company with e ect from
12th August 2024. There was an appointment of Mr. Jatinder Mohan Singh Shah as
Chief Executive O cer, Mr. Naresh Bharat Malavia as Chief Financial O cer and Mr. Darsh
Mehta as Company Secretary and Compliance O cer of the Company with e ect from 12th
August 2024.
The following are Key Managerial Personnel are KMPs as per the de
nition under Section 2(51) and Section 203 of the Companies Act, 2013, as on 31st
March 2025:
1. Ms. Deepa Kishor Tracy (Managing Director)
2. Mr. Jatinder Mohan Singh Shah (Chief Executive O cer)
3. Mr. Naresh Bharat Malavia (Chief Financial O cer)
4. Mr. Darsh Mehta (Company Secretary and Compliance O cer)
C. Re-appointment of Directors
In accordance with the requirements of the Companies Act, 2013, Ms.
Deepa Kishor Tracy (DIN: 00516615) retires by rotation and, being eligible, o ers herself
for re-appointment.
8. Independent Directors
All Independent Directors have given declarations that they meet the
criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and
Regulation 16 and 25 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015) for ful lment of their responsibilities in a professional and faithful
manner and to promote con dence of the investment community, particularly minority
shareholders, regulators of the Company.
Independent Directors play an important role in the governance process
of the Board. They bring to bear their expertise and experience on the deliberations of
the Board. This enriches the decision-making process at the Board with di erent points of
view and experiences and prevents con ict of interest in the decision-making process.
As per Para VII (1) of Schedule IV of Section 149 (8) of the Companies
Act, 2013, Independent Directors are required to hold at least one meeting without the
attendance of Non-Independent Directors and members of management. Accordingly, such a
meeting of Independent Directors was held on 27th January 2025. Independent
Directors reviewed the performance of Non-Independent Directors and the Board as a whole
based on certain parameters set by Independent Directors.
Further, they have included their names in the databank of Independent
Directors maintained with the Indian Institute of Corporate A airs in terms of section 150
of the Act, read with Rule 6 of the Companies Act, read with Rule 6 of the Companies
(Appointment and Quali cation of Directors) Rules, 2014.
All Independent Directors have given declarations to the e ect that
they meet the criteria of independence as laid down under Section 149(6) of the Act, read
with Regulation 16 of SEBI (LODR), Regulations 2015. In the opinion of the Board,
Independent Directors ful l the conditions speci ed in the Act, Rules made thereunder, and
SEBI (LODR) Regulations 2015.
9. Number of meetings of the Board of Directors
There were six meetings of the Board of Directors of the Company held
during the nancial year 2024-2025. The dates of the said meetings are 10/04/2024,
16/05/2024, 12/06/2024, 12/08/2024, 25/10/2024 and 27/01/2025.
10. Evaluation
The Nomination and Remuneration Committee have formulated a Policy for
the Board, its Committees and Directors and the same has been approved and adopted by the
Board. The details of the Board Evaluation form part of the Boards Report. The Board
evaluated the e ectiveness of the functioning of the Committees and of individual
Directors, pursuant to the provisions of the Act and the SEBI Listing Regulations.
11. Committees of the Board
The Company comprises 6 (six) committees as on 31st March,
2025 :
a. Audit Committee b. Nomination and Remuneration Committee c. Risk
Management Committee d. Stakeholder Relationship and Share Transfer Committee e. Corporate
Social Responsibility Committee f. Rights Issue Oversight Committee
A detailed note on the composition of the committees and other
mandatory details is provided in the corporate governance report forming part of this
Annual Report.
12. Directors Responsibility Statement
Pursuant to the requirement under section 134(3)(c) of the Companies
Act, 2013, the Directors con rm that:
a. In preparation of the annual accounts for the nancial year ended 31st
March 2025, the applicable accounting standards have been followed.
b. The Directors have selected such accounting policies and applied
them consistently and made judgements and estimates that are reasonable and prudent so as
to give a true and fair view of the state of a airs of the Company at the end of the
nancial year and of the loss of the Company for the year.
c. The Directors have taken proper and su cient care towards the
maintenance of adequate accounting records in accordance with the provisions of this Act
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities.
d. The Directors have prepared the annual accounts on an accrual basis
under the historical cost convention.
e. The Directors have laid down internal nancial controls, which were
adequate and operating e ectively.
f. The Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws, and such systems were adequate and operating e
ectively.
These Financial Statements have been prepared in accordance with Ind AS
as noti ed under the Companies (Indian Accounting Standards) Rules, 2015, read with
Section 133 of the Act.
13. Auditors:
a. Statutory Auditor
M/s. Jayantilal Thakkar & Co., Chartered Accountants (Firm
Registration No. - 104133W), are appointed as Statutory Auditors of the Company for a term
of ve consecutive nancial years, i.e. for the Financial Year 2023-2024 to 2028-2029 under
Section 141 of the Companies Act, 2013, read with the rules framed thereunder. Their
appointment is subject to rati cation by the Members at every subsequent Annual General
Meeting held after 27th September 2023. Pursuant to the amendments made to
Section 139 of the Companies Act, 2013 by the Companies (Amendment) Act, 2017, e ective
from 07th May, 2018, the requirement of seeking rati cation of the Members for
the appointment of the Statutory Auditors has been withdrawn from the Statute. In view of
the above, rati cation of the Members for the continuance of their appointment at this
Annual General Meeting is not being sought. The Statutory Auditors have given a con
rmation to the e ect that they are eligible to continue with their appointment and that
they have not been disquali ed in any manner from continuing as Statutory Auditors. The
remuneration payable to the Statutory Auditors is determined by the Board of Directors.
b. Secretarial Auditor
Pursuant to Section 204 of the Companies Act, 2013 and Rule 9 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company,
in the Board Meeting held on 12th August, 2024, had appointed M/s. Bansal and
Company, Practising Company Secretaries, to undertake Secretarial Audit of the Company for
the nancial year ended 31st March, 2025.
The Secretarial Audit Report in Form MR-3 for the nancial year under
review, as received from M/s. Bansal and Company, Practising Company Secretary, is
attached as Annexure A to the Directors' Report. There are no quali cations or adverse
remarks in the Secretarial Audit Report.
c. Internal Auditor
The Board of Directors, in their Meeting held on 12th August
2024, had appointed M/s. A.P. Sanzgiri & Co., Chartered Accountants, as Internal
Auditor of the Company for the nancial year ended 31st March 2025, in
accordance with Section 138 of the Companies Act, 2013, read with relevant rules made
thereunder.
d. Cost Auditor
The maintenance of cost records as speci ed by the Central Government
under sub-section (1) of section 148 of the Companies Act, 2013, is presently not
applicable to the Company and accordingly, such accounts and records have not been made
and maintained. Hence, no Cost auditor has been appointed.
14. The explanations of the Board on every quali
cation/reservation/adverse remark/disclaimer made in the Audit Report and the Secretarial
Audit Report.
a. Audit Report:
There is no adverse remark, reservation or quali cation in the Audit
Report for the year under review. b. Secretarial Audit Report:
There is no adverse remark, reservation or quali cation in the Audit
Report for the year under review.
15. Vigil Mechanism
In terms of Section 177 of the Act and Regulation 22 of the SEBI (LODR)
Regulations, 2015, the Company has established a vigil mechanism for the Directors and
employees. The Vigil Mechanism Policy is framed for carrying out investigation, to conduct
the enquiry in a fair and unbiased manner, to ensure that a complete fact- nding exercise
has been undertaken and provide a channel to the Directors and employees to report genuine
concerns or suspected fraud.
16. Remuneration Policy for the Board and Senior Management
The Board has adopted the Nomination and Remuneration Policy in its
meeting held on 12th August 2024, for Directors, Key Managerial Personnel
(KMPs) and all other employees of the Company.
As part of the policy, the Company strives to ensure that:
a. the level and composition of remuneration is reasonable and su cient
to attract, retain and motivate Directors of the quality required to run the Company
successfully; b. the relationship between remuneration and performance is clear and meets
appropriate performance benchmarks; and c. remuneration to Directors, KMPs and Senior
Management involves a balance between xed, and incentive pay, re ecting short, medium and
long-term performance objectives appropriate to the working of the Company and its goals.
17. Related Party Transactions
In line with the requirements of the Act and the SEBI Listing
Regulations, the Company has formulated a Policy on Related Party Transactions. The Policy
can be accessed on the website of the Company.
During the year under review, all related party transactions entered
into by the Company were approved by the Audit Committee and were at arms length and
in the ordinary course of business. Prior omnibus approval is obtained for related party
transactions which are of a repetitive nature and entered in the ordinary course of
business and on an arms length basis.
18. Material changes and commitments, if any, a ecting the nancial
position of the Company which has occurred between the end of the nancial year of the
Company to which the nancial statements relate and the date of the report
The Board of Directors at its meeting held on 1st September
2023 approved the issuance of 2,80,00,000 partly paid-up equity shares of face value of
Rs. 10 for cash at a price of Rs. 17.50 (including a premium of Rs. 7.50 per rights equity
share), aggregating upto Rs. 4,900 Lakhs by way of rights issue to the existing equity
shareholders of the Company in the ratio of 7 equity shares for every 1 fully paid-up
equity share held by the eligible equity shareholders on the record date.
The Company sent a Notice dated 14th September 2024, for
receiving the balance call money of Rs. 3.50 per share (including premium of Rs. 1.50 per
share) from the eligible equity shareholders. There was receipt of Rs. 9,66,03,220/-
(Rupees Nine Crore Sixty-Six Lakhs Three Thousand Two Hundred and Twenty Only) for which
there was allotment of 2,76,00,920 equity shares by the Rights Issue Oversight Committee
(RIC) in its meeting held on 22nd October 2024.
The Company sent the First Reminder Notice dated 10th
December 2024, for receiving the balance call money of Rs. 3.50 per share (including
premium of Rs. 1.50 per share) from the balance eligible equity shareholders. The Company
received Rs. 11,91,485/- (Rupees Eleven Lakhs Ninety-One Thousand Four Hundred and
Eighty-Five Only) (including interest at the rate of 12% per annum) for which there was
allotment of 3,33,409 equity shares by the Rights Issue Oversight Committee (RIC) in its
meeting held on 22nd January 2025.
The Company further sent the Second Reminder Notice dated 21st
February 2025, for receiving the balance call money of Rs. 3.50 per share (including
premium of Rs. 1.50 per share) to the balance eligible equity shareholders. The Company
had received Rs. 55,018/- (Rupees Fifty-Five Thousand and Eighteen Only) (including
interest at the rate of 12% per annum) for which there was allotment of 15,041 equity
shares by the Rights Issue Oversight Committee (RIC) in its meeting held on 28th
March 2025.
19. Details of signi cant and material orders passed by the regulators
or courts, or tribunals impacting the going concern status and the Companys
operations in future
The Company has not received any signi cant and material orders passed
by the regulators or courts, or tribunals during the year, which may impact the going
concern status of the Company or will have any bearing on the Companys operations in
future.
20. Details in respect of the adequacy of internal nancial controls
with reference to the nancial statements
In accordance with the provision of Section 134(5)(e) of the Act and as
per the provisions of the SEBI (LODR) Regulations, 2015, the Company has an Internal
Financial Control System, commensurate with the size, scale and complexity of its
operations. Such Internal Financial Controls were found to be adequate for a Company of
this size. The controls are largely operating e ectively since there has not been an
identi cation of any material weakness in the Company. The Company has policies and
procedures in place for ensuring proper and e cient conduct of its business, the
safeguarding of its assets, the prevention and detection of fraud and errors, the accuracy
and completeness of the accounting records and the timely preparation, reliable nancial
information. The Company has appointed A.P. Sanzgiri & Co., Chartered Accountants, as
Internal Auditors for the nancial year 2024-2025. The Internal Auditors monitor and
evaluate the e ectiveness and adequacy of the internal control system in the Company, its
compliance with operating systems, accounting procedures and policies at all locations of
the Company and its subsidiaries. Based on the report of Internal Auditors, process owners
undertake corrective action in their respective areas and thereby strengthen the controls.
Signi cant audit observations and corrective actions thereon are presented to the Audit
Committee of the Board.
21. Particulars of Loans, Guarantees or Investments
During the year, there was no loan given, investment made, guarantee
given or security provided by the Company covered under Section 186 of the Companies Act,
2013.
22. Details of Subsidiary, Joint Venture or Associate Companies
The Company does not have any Subsidiary, Joint Venture or Associate
Company. Therefore, Form AOC-1 pursuant to section 129 of the Companies Act, 2013, read
with rule 5 of the Companies (Accounts) Rules,2014, is not applicable to the Company for
the Financial Year 2024-2025 and therefore it does not form part of this report.
23. Deposits
Your Company is registered with the Reserve Bank of India (RBI) as a
non-deposit accepting NBFC under section 45-IA of the RBI Act, 1934.
During the year under review, the Company has not accepted any deposit
within the meaning of the Companies (Acceptance of Deposits) Rules, 2014 or Chapter V of
the Act or within the meaning of Section 73 of the Act and the Companies (Acceptance or
Deposits) Rules, 2014 and guidelines and master directions of Non-Banking Financial
Companies as prescribed by Reserve Bank of India in this regard and therefore no details
are required to be furnished.
24. Details in respect of frauds reported by auditors under Subsection
(12) of Section 143 of the Act, other than those which are reportable to the Central
Government
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 of the
Company under Section 143(12) of the Act and Rules framed thereunder.
25. Extract of the Annual Return
As per the requirements of Section 92(3) of the Companies Act, 2013
(hereinafter referred as the Act) read with Rule 12 of the Companies
(Management and Administration) Rules, 2014 as amended from time to time, including any
statutory modi cations/amendments thereto for the time being in force, the annual return
of Company for Financial Year 2024-2025 is available on its website on
https://mantracapital.in/agm-annual-return
26. Conservation of energy, technology absorption and foreign exchange
earnings and outgo
The provisions relating to the disclosure of particulars relating to
conservation of energy and technology absorption do not apply to the Company since it is
engaged in the business of nancial services. The Company had no foreign exchange earnings
or outgo during the year.
27. Corporate Social Responsibility
The provisions of Section 135 of the Companies Act, 2013, for
implementing Corporate Social Responsibility Policy, constitution of the committee and
expenditure are presently not applicable to the Company. However, our Company has a
Corporate Social Responsibility Committee in place.
28. Disclosure Under the Maternity Bene t Act, 1961
Your Company is compliant with the statutory provisions of the
Maternity Bene t Act, 1961.
29. Formal Annual Evaluation
The Companies Act, 2013 and the SEBI (LODR) Regulations, 2015 stipulate
the evaluation of the performance of the Board, its Committees, Individual Directors and
the Chairperson.
During the year, the Board of Directors has carried out an annual
evaluation of the Board as a whole, individual directors (including independent directors
and Chairperson) and various Committees of the Board pursuant to a guidance note dated
January 5, 2017 released by Securities and Exchange Board of India (SEBI) on
the evaluation of the Board of Directors of a listed Company (Guidance Note).
The performance of the Board, Individual Directors, Committee and Chairperson was
evaluated by the Board after seeking inputs from all the directors on the basis of
criteria such as the Board composition and structure, e ectiveness of Board processes,
information and functioning, etc. In a separate meeting of Independent Directors held on
January 27, 2025, the performance of Non-Independent Directors and the Board as a whole
was evaluated, taking into account the views of Executive Directors and Non-Executive
Directors. The results of the evaluation are satisfactory and adequate and meet the
requirements of the Company.
30. Particulars of loans, guarantees or investments under Section 186
of the Companies Act, 2013
During the year, there was no loan given, investment made, guarantee
given or security provided by the Company covered under Section 186 of the Companies Act,
2013.
31. Particulars of contracts or arrangements with related parties
referred to in sub-section (1) of section 188 in the prescribed form
All related party transactions that were entered into during the
nancial year were on an arms length basis and were in the ordinary course of the
business. The materially signi cant related party transactions made by the Company with
Promoters, Key Managerial Personnel or other designated persons along with details of
Contract or arrangement are mentioned in Form AOC-2 as per Section 134(3)(h) of the
Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 is not
applicable to the Company and is annexed as Annexure C to the Board Report.
32. Managerial Remuneration
No remuneration has been paid to the Directors during the year under
review, and accordingly, no information is being provided for the same.
33. Particulars of Employees
The information required under Section 197 of the Act, read with Rule 5
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is
given in Annexure B.
34. Management Discussion and Analysis
In terms of the provisions of Regulation 34 of the SEBI (LODR)
Regulations, 2015, the Managements Discussion and Analysis is set out in this
Directors Report. Managements Discussion and Analysis Report provides details
of the overall industry structure, developments, performance and state of a airs of the
Companys various businesses.
35. Business Responsibility and Sustainability Report
Pursuant to Regulation 34 of SEBI (LODR) Regulations, 2015, disclosures
regarding environment, social and governance thereof are not applicable to the Company.
36. Corporate Governance Report
The Company ensures that it evolves and follows the corporate
governance guidelines and best practices diligently and considers its inherent
responsibility to disclose timely and accurate information regarding the operations and
performance, leadership, and governance of the Company.
Pursuant to the SEBI Listing Regulations, the Corporate Governance
Report, along with the Certi cate from a Practising Company Secretary certifying
compliance with conditions of Corporate Governance, forms part of this Integrated Report
and Annual Accounts 2024-2025 and is annexed as Annexure F.
37. Annual Secretarial Compliances pursuant to Regulation 24A of
SEBI(LODR), 2015
In accordance with BSE Circular LIST/COMP/10/2019-20 dated 09th May
2019 and provisions of Regulation 24A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Annual Secretarial Compliance Report issued by Bansal
and Co. for the nancial year ending 31st March 2025 is enclosed along with the
Board Report as Annexure H.
38. Risk Management
The Company has framed a risk management framework to identify business
risks and challenges across the Company. The risk framework helps us meet the business
objectives by aligning operating controls with the mission and vision of the Company.
After extensive deliberation on the nature of risk and implementing appropriate mitigation
measures, the business activities are being carried out under the direct supervision of
the Board of Directors of the Company. This ensures that no foreseeable risk that could
threaten the existence of the Company is overlooked.
39. Code for Prevention of Insider Trading
Policies and code adopted by the Company pursuant to SEBI (Prohibition
of Insider Trading) Regulations, 2015, as amended from time to time, are displayed on the
Companys website at https://mantracapital.in/policies
40. Disclosures under Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
The Company has in place a Sexual Harassment Policy in line with the
requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition
and Redressal) Act, 2013. The details of complaints received and disposed of in the year
are as below:
No. of complaints received: Nil No. of complaints disposed of: Nil
No cases of any sexual harassment of women in the workplace.
41. Compliance with Secretarial Standards
The Company has complied with Secretarial Standards for Board meetings
and Secretarial Standards for General Meetings issued by The Institute of Company
Secretaries of India. The Company has voluntarily adopted Secretarial Standards on the
Report of the Board of Directors.
42. Credit Rating
During the year under review, no credit ratings/revisions in Credit
Ratings were done by any credit rating agency for the Company.
43. Disclosure of Accounting Treatment
Implementation of Indian Accounting Standards (IND AS) converged with
International Financial Reporting Standards (IFRS). As mandated by Companies (Indian
Accounting Standards) Rules, 2015, Non-Banking Financial Company (NBFCs) whose equity or
debt securities are listed on any stock exchange in India or outside India and having net
worth less than rupees ve hundred crore are required to comply with the Indian Accounting
Standards (IND AS) for Financial Statements for accounting period beginning from 1st
April 2019 onwards. Accordingly, the annual nancial statements are prepared as per Indian
Accounting Standards for the Financial Year 2024-2025.
44. Compliance with the code of conduct and ethics
In compliance with the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and the Act, the Company has framed and adopted a Code of
Conduct for Board Members, Senior Management and Other employees (the Code).
The Code is applicable to the members of the Board, the executive o cers and all the
employees of the Company.
All the members of the Board and Senior Management Personnel have a
rmed compliance with the code for the nancial year ended on 31st March 2025.
45. Familiarisation Policy and Programme for Independent Directors
The Company has a Familiarisation Programme which provides orientation
at the time of the appointment of Independent Directors, which covers their roles and
responsibilities, an overview of the industry, operations, and business model of the
Company. They are provided with copies of the Companys latest Annual Reports,
relevant provisions of the SEBI (LODR) Regulations, 2015, the Companies Act, 2013, Code of
Conduct prescribed for the Board of Directors, Prevention of Insider Trading regulations
and other internal policies to help them get a broad view of the Companys procedures
and practices.
46. Details of applications made or any proceedings pending under the
Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year, along with their status
as at the end of the nancial year.
Not applicable as no proceedings are pending under the Insolvency and
Bankruptcy Code, 2016.
47. Details of the di erence between the amount of the valuation done
at the time of settlement and the valuation done while taking a loan from the Banks or
Financial Institutions, along with the reasons thereof.
Not applicable as no settlement of the loan was made with any bank or
Financial Institution.
48. Unpaid Dividend and Investor Education and Protection Fund (IEPF)
The Company has not paid any dividend during the year under audit, and
hence clause (f) of Rule 11 of the Companies (Audit and Auditors) Rules, 2014 is not
applicable.
49. Acknowledgements
Your directors take this opportunity to thank the Companys
customers, shareholders, suppliers, bankers, business partners, associates, nancial
institutions, Reserve Bank of India and the Central and State governments for their
consistent support and encouragement to the Company. The Board also places on record its
deep appreciation for the dedication, hard work, and commitment of all employees, which
have been instrumental in the Companys performance during the year.
| For and on behalf of the Board of Directors |
|
| Savani Financials Limited |
|
| Sd/- |
Sd/- |
| Deepa Kishor Tracy |
Ajay Anantrai Patadia |
| Managing Director |
Director |
| DIN: 00516615 |
DIN: 00298226 |
| Place: Mumbai |
|
| Date: 21st July 2025 |
|
| Registered O ce: 602, Samarth Vaibhav CHS Ltd, |
|
| O link road, Lokhandwala complex, Andheri (West), Mumbai -
400053 |
|
|