to the members

Your Directors have pleasure in presenting the Thirty Eighth (38th) Annual Report andthe Audited Financial Statements on the business and operations of your Company for theyear ended 31st March 2021.

FINANCIAL RESULTS

SUMMARY OF OPERATIONS

During the year the net revenue from operations of your Company increased from ' 58.57Lakh to ' 59.15 Lakh. For FY 2020-21 your Company's profit after tax stood at ' 32.50Lakh vis-a-vis ' 15.50 Lakh in the previous year.

COVID-19 IMPACT

The Second wave of COVID-19 has hit the country like tsunami and has badly affected thehuman life medical facilities and economy of the Country. The situation became grave inApril 2021 resulting lockdown by many states governments in India. The sudden spike ofCOVID cases pushed the Indian Economy into a technical recession due to deadly pandemicwave. Employee safety remained the Company's priority. Employees of the Company wereallowed to work from home during the lockdown. The Company has taken various measures tocontrol COVID-19 at its workplaces such as sanitization thermal and oxygen level checkingof employees reporting for duty. The Company has provided adequate Group MediclaimInsurance cover for treatment of employees. Proper Social distancing is being maintainedin all the offices and production units of the Company.

SHARE CAPITAL

During the year the Company did not allot any shares nor did grant any stock optionsor sweat equity. As on March 31 2021 none of the Directors of the Company holdinstruments convertible into equity shares of the Company As on 31st March 2021 theissued subscribed and paid up share capital of your Company stood at ' 2.82 crorecomprising 28.2 lakh equity shares of ' 10/- each.

SUBSIDIARY ASSOCIATES AND JOINT VENTURES

Your Company does not have any Subsidiary Associate Companies or Joint Ventures.Accordingly the disclosure of the financial statement of subsidiaries/associatecompanies/joint ventures as required pursuant to first proviso to sub-section (3) ofsection 129 read with rule 5 of Companies (Accounts) Rules 2014 in Form AOC-1 is notapplicable. However in accordance with SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the Company has formulated a Policy on determination ofMaterial Subsidiaries. The policy has been uploaded on the website of the Company athttp://www.jjfc.co.in.

DISPOSAL OF WINDMILL

The Company has disposed of windmill in 4th quarter of the current year which wasdiscarded in the previous quarter. Accordingly no electricity income arisen in the 4thquarter.

DIVIDEND AND RESERVES

In order to consolidate the position of the Company Directors do not recommend anyDividend for the year ended 31st March 2021. During the year your Company transferred asum of ' 6.51 lakh to Special Reserve as per Section 45-IC of RBI Act 1934.

PUBLIC DEPOSITS

The Company did not hold any public deposits at the beginning of the year nor has itaccepted any public deposits during the year under review.

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICHTHE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

Your Company had no significant and material changes affecting the financial positionof the Company which have occurred between the end of the financial year of the Company towhich the financial statements relate and the date of the report.

EXTRACT OF ANNUAL RETURN

Pursuant to section 92(3) of the Companies Act 2013 ('the Act') and rule 12(1) of theCompanies (Management and Administration) Rules 2014 extract of annual return in FormNo. MGT - 9 is enclosed as Annexure 1.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis forms an integral part of this Report and givesdetails of the overall industry structure developments performance and state of affairsof the Company's business. The same is enclosed as Annexure 2.

BOARD MEETINGS

The Board meets at regular intervals to discuss and decide on businessstrategies/policies and review the financial performance of the Company. The notice ofeach Board Meeting along with the agenda is given in writing to each Director separately.This ensures timely and informed decisions by the Board.

In the financial year 2020-21 the Board met nine times. The meetings were held on 29thMay 2020 27th July 2020 24th August 2020 15th September 2020 12th November 2020 28thDecember 2020 12th February 2021 12th March 2021 and 22nd March 2021. It is well withinthe maximum period mentioned under Section 173 of the Companies Act 2013 and the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015.

COMMITTEES OF BOARD

The details of composition of the Committees of the Board of Directors as on31.03.2021are as under:-

a. Audit Committee

During the year the Committee had met five times on 27th July 2020 24th August 202015th September 2020 12th November 2020 and 12th February 2021.

b. Nomination & Remuneration Committee

During the year the Committee had met three times on 15th June 2020 13th October2020 and 11th March 2021.

c. Stakeholders Relationship Committee

During the year the Committee had met two times on 14th September 2020 and 17thFebruary 2021.

MEETING OF INDEPENDENT DIRECTORS

As required under Regulation25(3) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 and Schedule IV of the Act the Independent Directors ofthe listed entity shall hold at least one meeting in a year without the presence ofnon-independent directors to discuss the matters specified therein.

During the year a meeting of Independent Directors was held on 24th November 2020.All Independent Directors were present in the meeting.

DIRECTORS AND KEY MANAGERIAL PERSONNEL Inductions

No appointments were made during the FY 2020-21.

Re-appointment

1. As per the provisions of the Companies Act 2013 Mr. Rajesh Kumar Poddar retiresby rotation at the ensuing AGM and being eligible seeks reappointment. Based on theperformance evaluation and recommendation of the nomination and remuneration committeethe Board recommends his reappointment.

Retirements and resignations

No retirements or resignations took place during the FY 2020-21.

All the Directors have made necessary disclosures as required under various provisionsof the Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015.

There were no other changes in the Board or in the Key Managerial Personnel of theCompany during the year.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of theCompanies Act 2013 your Directors confirm that:

(a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit and loss of the company for that period;

(c) the directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis;

(e) the directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively; and

(f) the directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

DECLARATION BY INDEPENDENT DIRECTORS

Mrs. Hilla Eruch Bhathena Mr. Kamal Nain Saraf and Mr. Surjit Singh are IndependentDirectors on the Board of your Company as on 31st March 2021.These Non-ExecutiveIndependent Directors have given declaration to the company stating that they fulfill theconditions of Independence specified in Section 149(6) of the Companies Act 2013 andRules made thereunder and the same have been placed and noted in the meeting of the Boardof Directors held on 29thMay 2020. A format of letter of appointment to IndependentDirector as provided in Companies Act 2013 and the Listing Regulations has been issuedand disclosed on the website of the Company at http://www.jjfc.co.in.

VIGIL MECHANISM

Pursuant to the requirement of the Act and Regulation 22 of SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 the Company has in place a vigil mechanismpolicy to report genuine concerns or grievances. The Vigil Mechanism Policy has beenposted on the website of the Company at http://www.jjfc.co.in.

PERFORMANCE EVALUATION

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 the Board has carried out annual performanceevaluation of its own performance the Directors individually as well as the evaluation ofall Committees of the Board for the Financial Year 2020-21. A structured questionnaire wasprepared after taking into consideration inputs received from the Directors coveringvarious aspects of the Board's functioning such as adequacy of the composition of theBoard and its Committees Board culture execution and performance of specific dutiesobligations and governance. A separate exercise was carried out to evaluate theperformance of individual Directors who were evaluated on parameters such as level ofengagement and contribution independence of judgment safeguarding the interest of theCompany and its shareholders. The performance evaluation of the Independent Directors wascarried out by the entire Board. The performance evaluation of the Non IndependentDirectors was carried out by the Independent Directors. The Directors expressed theirsatisfaction with the evaluation process.

COMPANY'S POLICY ON APPOINTMENT AND REMUNERATION

In accordance with Section 178 of the Companies Act 2013 the Board of Directors hasin place a Policy on Directors' appointment and remuneration including criteria fordetermining qualifications positive attributes independence of a director andremuneration policy for Key Managerial Personnel and others. The Policy of Nomination andRemuneration Committee has been framed to encourage diversity of thought experienceknowledge perspective age and gender in the Board. The Remuneration Policy forDirectors Key Managerial Personnel and all other employees is aligned to the philosophyon the commitment of fostering a culture of leadership with trust. The Remuneration Policyaims to ensure that the level and composition of the remuneration of the Directors KeyManagerial Personnel and all other employees is reasonably sufficient to attract retainand motivate them to successfully run the Company. The Details of Remuneration paid by theCompany is given in MGT-9 of the Annual Report. The policy has been uploaded on thewebsite of the Company at http://www.jjfc.co.in.

Based on the recommendations of the Nomination and Remuneration Committee the Boardapproved a Nomination and Remuneration Policy which is enclosed as Annexure 4.

DISCLOSURE ON REMUNERATION TO EMPLOYEES EXCEEDING SPECIFIED LIMITS

The Company had no employees who were in receipt of remuneration in excess of ' 102lakh per annum during the year ended 31st March 2021 or of more than ' 8.5 lakh per monthduring any part thereof hence no information under Rule 5(2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 is required to begiven.

PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197(12) of the Companies Act 2013 readwith Rule 5(1) of the Companies

(Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect ofemployees of the Company will be provided upon request. In terms of Section 136 of theAct the Report and Accounts are being sent to Members and others entitled theretoexcluding the information on employees particulars which is available for inspection bythe Members at the Registered Office of the Company during business hours on working daysof the Company up to the date of the ensuing Annual General Meeting. There are noemployees drawing salaries in excess of the limit prescribed under Section 197(12) of theCompanies Act 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014.

The Company affirms that remuneration is as per the Remuneration Policy of the Company.

FINANCIAL CONTROLS

Effective Internal Controls are necessary for building up an efficient organization.Our Company has adequate Internal Control systems in place to ensure accuracytransparency and accountability in its operations. A dedicated concurrent audit teamfunctioning within the Company confirms that the activities are in compliance with itspolicies and occurrences of deviations are reported to the Management. The concurrentaudit report is reviewed by the internal auditors - M/s Guha & Matilal a firm ofpracticing Chartered Accountants. Internal auditors review operations of the Company andensure that the Company is functioning within the limits of all applicable statutes. AnyInternal Control weaknesses non compliance with statutes and suggestions on improvementsin existing practices forms part of internal audit report. Audit Committee reviews theinternal audit report and ensures that observations pointed out in the report areaddressed in a timely and structured manner by the Management. The Internal Audit Reportis reviewed by Statutory Auditors while performing audit functions to confirm that thereare no transactions conflicting with interests of the Company. The Internal FinancialControls with reference to the Financial Statements are commensurate with the size andnature of business of the Company. Further it is believed that the controls are largelyoperating effectively since there has not been any identification of any major materialweakness in the company. The directors have in the Directors Responsibility Statementunder paragraph (e) confirmed the same to this effect.

STATUTORY AUDITORS AND THEIR REPORT

PPursuant to the provisions of Section 139 of the Companies Act 2013 and therecommendation of the Board of Directors and the Audit Committee the members in the 34thAnnual General Meeting held on 15th September 2017 had appointed M/s A K Dubey & CoChartered Accountants (ICAI Firm Registration Number 307068E) as the Statutory Auditors ofthe Company for a term of five consecutive years to hold office from the conclusion ofthe 34th Annual General Meeting until the conclusion of 39th Annual General Meeting of theCompany to be held in the calendar year 2022 on such remuneration as may be decided bythe Audit Committee of the Board subject to annual ratification by members at everyAnnual General Meeting. However the requirement to place the matter relating toappointment of Auditors for ratification by members at every Annual General Meeting isdone away by Companies Amendment Act 2017 vide notification dated May 07 2018 issued bythe Ministry of Corporate Affairs New Delhi. Accordingly no resolution is proposed forratification of the appointment of Auditors who were appointed at the Annual GeneralMeeting held on 15th September 2017.

The Report given by the Statutory Auditors on the financial statements of the Companyfor the financial year 2020-21 forms a part of the Annual Report 2020-21. There are noobservations (including any qualification reservation adverse remark or disclaimer) ofthe Auditors in their Report that may call for any explanation from the Directors.

SECRETARIAL AUDITOR AND THEIR REPORT

In terms of Section 204 of the Act and Rules made there under M/s. Corporate AdvisorsLaw Professionals LLP represented by Ms. Disha Dugar Practicing Company Secretary hadbeen appointed Secretarial Auditor of the Company for the financial year 2020 - 21. TheSecretarial Audit Report in Form MR-3 enclosed as Annexure 3 has no observations(including any qualification reservation adverse remark or disclaimer) and hence doesnot call for any explanation from the Directors.

INTERNAL AUDITOR AND THEIR REPORT

The Company had appointed internal auditors M/s Guha & Matilal a firm ofpracticing Chartered Accountants to carry out the internal audit functions. The Internalauditor submits half yearly reports to the audit committee. The Internal Auditors' Reportshave no observations (including any qualification reservation adverse remark ordisclaimer) and hence does not call for any explanation from the Directors.

INSTANCES OF FRAUD IF ANY REPORTED BY THE AUDITORS

There have been no instances of fraud reported by the Auditors under Section 143(12) ofthe Companies Act 2013. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

The provisions of Section 186 of the Act pertaining to granting of loans to any personsor bodies corporate and giving of guarantees or providing security in connection withloans to any other bodies corporate or persons are not applicable to the Company since theCompany is a Non Banking Financial Company. However details of loans guarantees orinvestments are given in notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

In line with the requirements of the Companies Act 2013 and SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 your Company has in place a Policy onRelated Party Transactions which is also available on Company's website athttp://www.jjfc.co.in. The Policy intends to ensure that proper reporting; approval anddisclosure processes are in place for all transactions between the Company and RelatedParties. All Related Party Transactions are placed before the Audit Committee for reviewand approval. The Company obtains prior omnibus approvals if required for Related PartyTransactions on a quarterly basis for transactions which are of repetitive nature and / orentered in the Ordinary Course of Business and are at Arm's Length basis. The provisionsof Section 188(1) do not attract as all Related Party Transactions entered during the yearwere in Ordinary Course of the Business and on Arm's Length basis. No Material RelatedParty Transactions i.e. transactions exceeding ten percent of the annual consolidatedturnover as per the last audited financial statements were entered during the year byyour Company. Accordingly the disclosure of Related Party Transactions as required underSection 134(3)(h) of the Companies Act 2013 in Form AOC-2 is not applicable. Furtherdetails of Related Party Transactions as required to be disclosed by Indian AccountingStandard - 24 (Ind-AS 24) are given in the notes to the Financial Statements.

HUMAN RESOURCES/INDUSTRIAL RELATIONS

At J. J. Finance Corporation Limited Human Resources follow an integrated approachthat combines employee recognition training and mentoring. The Company maintains opencommunication channels with workforce and keeps them engaged with its objectives towardsattainment of healthy employer-employee relationship. Industrial relations were cordialthroughout the year under review.

RISK MANAGEMENT POLICY

In terms of the requirement of the Act the Company has developed and implemented theRisk Management Policy and the Audit Committee of the Board reviews the same periodically.The Risk Management policy inter alia provides for review of the risk assessment andminimization procedure laying down procedure to inform the Board in the matter and forperiodical review of the procedure to ensure that management controls the risks throughproperly defined framework.

CORPORATE GOVERNANCE

Since the paid up share capital of your Company and its net-worth was below theprescribed limits under Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015; Corporate Governance is not applicable on the Company inthe financial year 2020-2021.

CORPORATE SOCIAL RESPONSIBILTY

Since your Company does not fall under the threshold laid down in section 135 of theCompanies Act 2013 the provision of section 134(3)(o) of the Companies Act 2013 is notapplicable and hence no disclosure is required by the Board.

DISCLOSURE PURSUANT TO LISTING REGULATIONS

Necessary disclosures pursuant to Listing Regulations are made hereunder:-

The shares of the company are listed on the following Stock Exchanges in the periodunder review.

The Listing fees to The Calcutta Stock Exchange Ltd. and BSE Limited for the FinancialYear 2021 - 22 have been paid. SECRETARIAL STANDARDS

The Directors confirm that the applicable Secretarial Standards i.e. SS-1 and SS-2relating to 'Meetings of the Board of Directors' and 'General Meetings' respectivelywhich have been approved by the Central Government have been duly followed by yourCompany.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS

There are no significant and material orders passed by the Regulators/Courts that wouldimpact the going concern status of the Company and its future operations

DETAILS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS ANDOUTGO

The Company being a Non-Banking Finance Company (NBFC) does not have anymanufacturing activity neither does it have any foreign exchange earnings or any foreignexchange outgo. The Directors therefore have nothing to report on conservation of energyand technology absorption.

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

The Company has zero tolerance for sexual harassment at workplace. During the FinancialYear 2020-21 no complaints of sexual harassment were reported.

ACKNOWLEDGEMENT

Your Directors place on record their appreciation for employees at all levels who havecontributed to the growth and performance of your Company.

Your Directors also thank the clients vendors bankers shareholders and advisers ofthe Company for their perennial support during the year.

We also express our gratitude towards the Central and State Governments and otherstatutory authorities for their continued support.