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KJMC Financial Services Ltd.

BSE: 530235 Sector: Financials
NSE: KJMCFIN ISIN Code: INE533C01018
BSE 00:00 | 06 Dec 28.85 1.35
(4.91%)
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NSE 05:30 | 01 Jan KJMC Financial Services Ltd
OPEN 28.85
PREVIOUS CLOSE 27.50
VOLUME 174
52-Week high 38.05
52-Week low 21.00
P/E 55.48
Mkt Cap.(Rs cr) 14
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 28.85
CLOSE 27.50
VOLUME 174
52-Week high 38.05
52-Week low 21.00
P/E 55.48
Mkt Cap.(Rs cr) 14
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

KJMC Financial Services Ltd. (KJMCFIN) - Director Report

Company director report

Dear Members

Your Directors' hereby present the 34th Annual Report of the KJMCFinancial Services Limited (KFSL) together with the Audited Financial Statements of theCompany for the financial year ended March 31 2022. The consolidated performances of theCompany and its subsidiary company has been referred to wherever required.

FINANCIAL RESULTS

The performance of the Company for the financial year ended March 312022 is summarized below:

(Rs. in "000")

Particulars Standalone Consolidated
FINANCIAL RESULTS Year ended March 31 2022 Year ended March 31 2021 Year ended March 31 2022 Year ended March 31 2021
Revenue from operation 35804 14976 35956 15001
Other Income 1546 4559 1935 4559
Total Revenue 37350 19535 37891 19560
Total Expenses 38324 37901 39617 39290
Profit before Tax (974) (18366) (1726) (19730)
Less: Provision for Tax
- Current Tax - 2085 2085
- Deferred Tax (774) (4378) (775) (4378)
- MAT Credit - (2085) (2085)
- Earlier year Provision Written off (2085) (2085)
- MAT Credit written off 6192 6192
Profit/(loss) after tax (4307) (13988) (5058) (15352)
Share in Associates' profit/ (Loss) - - (9) 48
Profit/(loss) for the year (4307) (13988) (5067) (15304)
APPROPRIATIONS
Profit/(loss) for the year (4307) (13988) (5067) (15304)
Add: Balance brought forward from previous year (12538) 1450 (14855) 449
Amount available for appropriations (16845) (12538) (19922) (14855)
Less: Appropriations
Special Reserve - - -
General Reserve - - -
Balance carried to Balance Sheet (16845) (12538) (19922) (14854)
EPS
-Basic (0.90) (2.92) (1.06) (3.20)
-Diluted (0.90) (2.92) (1.06) (3.20)

OVERVIEW OF COMPANY?S FINANCIAL PERFORMANCE

On standalone basis your Company earned the gross income of Rs 37350(Rs. in 000) as against Rs 19535 (Rs. in 000) in the previous year. The total expenditureduring the year under review was Rs 38324 (Rs. in 000) as against Rs 37901 (Rs. in 000) inthe previous year. The Net Loss after tax before OCI was Rs (4307) (Rs. In 000) as againstRs (13988) (Rs. in 000) in the previous year.

On consolidated basis your Company earned the gross income of Rs 37891(Rs. in 000) as against Rs 19560 (Rs. in 000) in the previous year. The total expenditureduring the year under review was Rs 39617 (Rs. in 000) as against Rs 39290 (Rs. in 000) inthe previous year. The Net Loss after tax before OCI was Rs (5067) (Rs. in 000) as againstRs (15304) (Rs. in 000) in the previous year.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of Companies Act 2013 (hereinafterreferred to as "the Act") Regulation 33 of the Securities and Exchange Board ofIndia (Listing Obligations and Disclosure Requirements) Regulations 2015 (hereinafterreferred to as "Listing Regulations") and applicable Accounting Standards theAudited Consolidated Financial Statements of the Company for the financial year 2021-22together with the Auditors' Report form part of this Annual Report.

PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARIES AND ASSOCIATES

Subsidiary Company:

Pursuant to Section 134 of the Companies Act 2013 and Rule 8(1) of theCompanies (Accounts) Rules 2014 the report on performance and financial position ofsubsidiary company is included in the Consolidated Financial Statements (CFS) in theCompany.

A statement containing the salient features of financial statements ofsubsidiary company of the Company in the prescribed Form AOC - 1 forms a part ofConsolidated Financial Statements (CFS) in compliance with Section 129 (3) and otherapplicable provisions if any of the Act read with Rule 5 of the Companies (Accounts)Rules 2014.

In accordance with Section 136 of the Act the financial statements ofthe subsidiary and associate companies are available for inspection by the members at theRegistered Office of the Company during business hours on all days except SaturdaysSundays and public holidays up to the date of the AGM. Any member desirous of obtaining acopy of the said financial statements may write to the Company Secretary at the RegisteredOffice of the Company. The financial statements including the CFS and all other documentsrequired to be attached to this report have been uploaded on the website of the Company atwww.kjmcfinserv.com.

Brief Financial and Operation of subsidiary company are givenhereunder:

(i) KJMC Trading & Agency Limited: It earned gross income ofRs 1669 (Rs. in 000) as against Rs 1800 (Rs. in 000) in the previous year. The totalexpenditure during the year under review was Rs 2420 (Rs. in 000) as against Rs 3164 (Rs.in 000) in the previous year. The Net Loss after tax before OCI was Rs (751) (Rs. in 000)as against Net Loss of Rs (1364) (Rs. in 000) in the previous year.

Associate

(i) KJMC Platinum Builders Private Limited: It earned gross incomeof Rs 554 (Rs. in 000) as against Rs 762 (Rs. in 000) in the previous year. The totalexpenditure during the year under review was Rs 581 (Rs. in 000) as against Rs 572 (Rs. in000) in the previous year. The Net Loss after tax was Rs (27) (Rs. in 000) as against NetProfit after tax Rs 140 (Rs. in 000) in the previous year.

DIVIDEND

In order to conserve the resources for operations of the Company yourDirectors' do not recommend any dividend for the year under review.

TRANSFER TO RESERVES

The Company has not transferred any amount to reserves of the Companydue to the loss incurred by the Company during the financial year 2021-22.

INDIAN ACCOUNTING STANDARD (IND AS)

The Company has adopted Indian Accounting Standards ("INDAS") and accordingly the financial statement for the year 2021-22 have been preparedin accordance with IND-AS prescribed under Section 133 of the Act read with the relevantrules issued there under and the other recognised accounting practices and policies to theextent applicable.

RBI PRUDENTIAL NORMS

Since the Company does not accept and hold any public deposits theNon- Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms(Reserve Bank) Directions 2007 are not applicable to the Company as regard to capitaladequacy requirement.

EXTRACT OF ANNUAL RETURN

The extract of the Annual Return of the Company as on March 31st 2022is available on the website of the Company at https://www.kjmcfinserv.com/investor_relation.

NUMBER OF MEETINGS OF THE BOARD

During the Financial Year 2021-22 4 meetings were held. The details ofthe Board Meetings and the attendance of the Directors are provided in the Report onCorporate Governance forming part of this report.

COMMITTEES OF THE BOARD

The Company has constituted/reconstituted various level committees inaccordance with the requirements of Companies Act 2013 which are as follows:

i. Audit Committee

ii. Nomination and Remuneration Committee

iii. Share Transfer and Stakeholders Relationship Committee

iv. Credit and Investment Committee

v. Debenture Allotment Committee

vi. IT Strategy Committee

AUDIT COMMITTEE

During the year under review all the recommendations made by the AuditCommittee were accepted by the Board. Four (4) Audit Committee Meetings were convened andheld during the financial year. The details pertaining to composition of Audit Committeeand the attendance of the Audit Committee members are provided in the Corporate GovernanceReport which forms part of the annual report.

NOMINATION AND REMUNERATION COMMITTEE

During the year under review Two (2) Nomination and RemunerationCommittee Meeting was convened and held. The details pertaining to composition ofNomination and Remuneration Committee and the attendance of the Nomination andRemuneration Committee members are provided in the Corporate Governance Report whichforms part of the annual report.

SHARE TRANSFER AND STAKEHOLDERS RELATIONSHIP COMMITTEE

During the year One (1) Share Transfer and Stakeholders RelationshipCommittee Meetings were convened and held. The details pertaining to composition of ShareTransfer and Stakeholders Relationship Committee and the attendance of the Share Transferand Stakeholders Relationship Committee members are provided in the Corporate GovernanceReport which forms part of the annual report.

CREDIT AND INVESTMENT COMMITTEE

During the year Two (2) Credit and Investment Committee Meetings wereconvened and held. The details pertaining to composition of Credit and InvestmentCommittee are provided in the Corporate Governance Report which forms part of the annualreport.

DEBENTURE ALLOTMENT COMMITTEE

During the year no meeting was held. The details pertaining tocomposition of Debenture Allotment Committee are provided in the Corporate GovernanceReport which forms part of the annual report.

IT STRATEGY COMMITTEE

During the year One (1) IT Strategy Committee Meetings were convenedand held. The details pertaining to composition of IT Strategy Committee and theattendance of IT Strategy Committee members are provided in the Corporate GovernanceReport which forms part of the annual report.

DIRECTORS? RESPONSIBILITY STATEMENT UNDER SECTION 134 OF THECOMPANIES ACT 2013

Pursuant to Section 134 (5) of the Companies Act 2013 the Board ofDirectors to the best of their knowledge and ability confirm that:

a. in the preparation of the annual financial statements for the yearended March 31 2022 the applicable accounting standards had been followed along withproper explanation relating to material departures if any;

b. the Directors' have selected such accounting policies and appliedthem consistently and made judgment and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company as at the end of thefinancial year and of the Loss of the Company for the year ended March 312022;

c. the Directors' have taken proper and sufficient care to the best oftheir knowledge and ability for the maintenance of adequate accounting records inaccordance with the provisions of the Companies Act 2013 for safeguarding the assets ofthe Company and for preventing and detecting fraud and other irregularities;

d. the Directors' have prepared the annual accounts for the financialyear ended March 31 2022 on a going concern basis;

e. the Directors' have laid down internal financial controls to befollowed by the Company and such internal financial controls are adequate and operatingeffectively;

f. the Directors' have devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems were adequate and operatingeffectively.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION(12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

During the reporting period no frauds were reported by Auditors undersub section (12) of section 143 as such no offence involving fraud was committed againstthe Company by officers or employees of the Company.

FAMILIARISATION PROGRAMMES FOR BOARD MEMBERS

The Board members are provided with necessary documents / brochuresreports and internal policies to enable them to familiarize with the Company's proceduresand practices.

Periodic presentations are made at the Board and Committee meetings onbusiness and performance updates of the Company global business environment businessstrategy and risks involved. Detailed presentations on the Company's business segments aremade at the separate meetings of the Independent Directors from time to time.

CODE OF CONDUCT

The Company has in place a comprehensive Code of Conduct ('the code')applicable to the Directors and employees. The Code is applicable to Non-executiveDirectors including Independent Directors to such an extent as may be applicable to themdepending on their roles and responsibilities. The Code gives guidance and support neededfor ethical conduct of business and compliance of law. The Code reflects the core valuesof the Company.

POLICY ON DIRECTORS? APPOINTMENT AND REMUNERATION AND OTHERDETAILS

The Company's policy on Directors' appointment and remuneration andother matters provided in Section 178(3) of the Companies Act 2013 has been disclosed inthe Corporate Governance report which forms part of the annual report.

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

The provisions of Section 186 of Companies Act 2013 except Sub section(1) is not applicable to the Company. However the details of Loans Guarantees andInvestments made are disclosed in the Notes to the Financial Statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

All transaction entered into by the Company with related partiesduring the financial year 2021-22 were in ordinary course of business and on

arm's length basis. The details of the Related Party Transactions areset out in the Notes to Financial Statements forming part of this Annual Report.

Also the Related Party Transactions undertaken by the Company were incompliance with the provisions set out in the Companies Act 2013 read with the Rulesissued there under and relevant provisions of Listing Regulations.

All transactions with related parties were reviewed and approved by theAudit Committee and are in accordance with the Policy on dealing with and Materiality ofRelated Party Transactions formulated by the Company.

The Policy is also available on the website of the Company at httpswww. kjmcfinserv.com

All transactions with related party which as required to be reported inForm AOC- 2 pursuant to Section 134 (3) (h) of the Companies Act 2013 read with Rule 8(2)of the Companies (Accounts) Rules 2014 is annexed herewith and forms part of this report.

The details of the related party transactions as per IND-AS set out inNote 33 to the Standalone Financial Statements of the Company which forms part of thisReport.

MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITIONOF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THESE FINANCIALSTATEMENTS RELATE AND THE DATE OF THE REPORT

There are no material changes and commitments affecting the financialposition of the Company occurred between the end of the financial year to which thesefinancial statements relate and on the date of this report. There has been no change inthe nature of business of the Company.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGEEARNINGS AND OUTGO

Since the Company is engaged in providing financial services thedetails required under Section 134 of the Companies Act 2013 are not applicable to theCompany. However Company believes in conserving the natural resources and uses CFL andLED Lighting in the office premises which has low energy consumption. The Company has nodisclosures to be made in connection with technology absorption.

During the reporting period there was no foreign exchange earnings andforeign exchange expenditure.

RISK MANAGEMENT

The details in respect of risks and concerns are included in theManagement Discussion & Analysis which forms part of this report.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITSCORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company has not developed and implemented any Corporate SocialResponsibility initiatives as the said provisions are not applicable to the Company.

ANNUAL EVALUATION

The Board of Directors has carried out an annual evaluation of its ownperformance Board committees and Individual Directors pursuant to the provisions of theCompanies Act 2013 and the Corporate Governance requirements as prescribed by Securitiesand Exchange Board of India ("SEBI") under the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015. The performance of the Board was evaluated bythe Board after seeking inputs from all the directors on the basis of the criteria such asthe degree of fulfilment of key responsibilities Board composition and structureeffectiveness of board processes information and functioning etc.

In addition the Chairman was also evaluated on the key aspects of hisrole. In a separate meeting of Independent Directors performance of non-independentdirectors performance of the Board as a whole and performance of the Chairman wasevaluated taking into account the views of Executive Directors and Non-ExecutiveDirectors. The directors expressed satisfaction with the evaluation process.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of the Act and the Articles ofAssociation of the Company Mr. Girish Jain (DIN: 00151673) NonExecutive Director of theCompany will retire by rotation at the ensuing Annual General Meeting and being eligiblehas offered himself for reappointment. The Board of Directors on the recommendation of theNomination and Remuneration Committee and based on report of performance evaluation hasrecommended re-appointment of Mr. Girish Jain as Director of the Company liable to retireby rotation.

Mr. Akash Anchan ceased to be the Company Secretary and ComplianceOfficer (KMP) of the Company w.e.f December 04 2021 and accordingly Mr. Mahipal SinghChouhan has been appointed as the Compliance officer and Company Secretary (KMP) of theCompany w.e.f. December 05 2021 and February 09 2022 respectively.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received the following declarations from all theIndependent Directors confirming that:

1. They meet the criteria of Independence as prescribed under theprovisions of Section 149(7) of Companies Act 2013 read with Rules and Schedules issuedthereunder and also Regulation 25 of Listing Regulations.

2. They have registered themselves with the Independent Director'sDatabase maintained by IICA.

3. None of the Directors of the Company are disqualified for beingappointed as Directors as specified in Section 164(2) of the Act and Rule 14(1) of theCompanies (Appointment and Qualification of Directors) Rules 2014.

REMUNERATION OF DIRECTORS KEY MANAGERIAL PERSONNEL

The remuneration paid to the Directors is in accordance with theNomination and Remuneration policy formulated in accordance with Section 178 of theCompanies Act 2013 and Regulation 19 of the Listing Regulations (including any statutorymodification(s) or reenactment (s) thereof for the time being in force) and as per section197 of the Companies Act 2013 read with Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014.

PUBLIC DEPOSITS

The Company being a Non-Deposit Accepting Non-Banking Finance Companyhas not accepted any deposits from the public during the year under review and shall notaccept any deposits from the public without obtaining prior approval of the Reserve Bankof India (RBI).

THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORSOR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY?S OPERATIONS INFUTURE

There are no significant or material orders which were passed by theRegulators or Courts or Tribunals which impact the going concern status and the Company'soperations in future.

ADEQUACY OF INTERNAL CONTROL

The Company has in place adequate financial controls commensurate withits size scale and complexity of its operations. The company has in place policies andprocedures required and efficiently conduct its business safeguard its assets detectfrauds and errors maintain accuracy and completeness of accounting records in a timelyand reliable manner.

The Company continues to have periodical internal audits conducted ofall its functions and activities to ensure that system and processes are followed acrossall areas.

SECRETARIAL STANDARDS:

The Company complies with the applicable Secretarial Standards issuedby the Institute of Company Secretaries of India from time to time.

PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Companies Act 2013read with rule 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 are given below:

i. The ratio of the remuneration of each Director to the medianremuneration of the employees of the company for the financial year 2021-22;

Non-Executive Directors Ratio to median remuneration
Mr. Inderchand Jain* 1.61%
Mr. Anil Sampat* 1.61%
Mr. S.C. Aythora * 2.09%
Mr. Nitin Kulkarni * 2.09%
Mr. Vijay Joshi* 1.61%
Mrs. Shraddha Jain* 1.28%
Mr. Girish Jain* 1.44%
Executive Directors -
Mr. Rajnesh Jain 932.74%

*Sitting fees paid to all the Non-Executive Directors and IndependentDirectors of the Company.

The median remuneration is calculated based on the salary paid duringthe financial year to employees on payroll as on March 31 2022.

ii. The percentage increase in remuneration of each Director ChiefFinancial Officer Company Secretary if any in the financial year;

Name Designation % increase in remuneration in the financial year i.e. 202122
Mr. Inderchand Jain Non Executive Director No Increase
Mr. S.C. Aythora Non Executive Director No Increase
Mr. Nitin Kulkarni Non Executive Director No Increase
Mr. Anil Sampat Non Executive Director No increase
Mr. Vijay Joshi Non Executive Director No increase
Mr. Girish Jain Non Executive Director No Increase
Mrs. Shraddha Jain Non Executive Director No Increase
Mr. Rajnesh Jain Whole Time Director No Increase
Mr. Akash Anchan (Resigned w.e.f 04th December 2021) Company Secretary
Mr. Mahipal Singh Chouhan (Appointed w.e.f. 09th February 2022) Company Secretary

* Since Mr. Akash Anchan has resigned and Mr. Mahipal Singh Chouhan hasjoined employment in the current financial year and hence provisions relating to increasein their salary is not applicable

iii. The percentage increase in the median remuneration of employees inthe financial year: 10%

iv. The number of permanent employees on the rolls of Company as onMarch 312022: 3 (Three)

v. Average percentile increase already made in the salaries ofemployees other than the managerial personnel in the last financial year and itscomparison with the percentile increase in the managerial remuneration and justificationthereof and point out if there are any exceptional circumstances for increase in themanagerial remuneration:

There is no increase in Average percentile in salaries of employeesother than managerial Personnel

Note :- The average percentile increase in the salaries of theemployees other than the managerial Personnel is calculated based on the employees onpayroll as on March 312022.

vi. Affirmation that the remuneration is as per the remuneration policyof the Company:

The Company affirms remuneration is as per the remuneration policy ofthe Company.

There are no employees falling within the purview of Rule 5(2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 no suchdetails are required to be given.

AUDITORS

STATUTORY AUDITOR

The Company at its Annual General Meeting ('AGM') held on December 242020 appointed M/s. Batliboi & Purohit as the Statutory Auditors for a term of 5(five) years from the conclusion of the 32nd AGM to the conclusion of the 37th AGM of theCompany.

They have confirmed their eligibility and qualification required underSections 139 141 and other applicable provisions of the Companies Act 2013 and the Rulesframed there under for continuation as Auditors of the Company

The Independent Auditors' Report for the financial year ended March 312022 on the financial statements of the Company forms part of Annual report.

The Auditors' Report for the financial year ended March 31 2022 doesnot contain any qualification reservation or adverse remark.

INTERNAL AUDITOR

Pursuant to the provisions of Section 138 of the Companies Act 2013read with Companies (Accounts) Rules 2014 the Company has reappointed M/s Sanjay RajaJain & Co. as an internal auditor of the Company for the financial year 2022-23.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act 2013read with Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014the Board of Directors of the Company has appointed M/s. Bhadresh Shah & Associates afirm of Practicing Company Secretary to conduct Secretarial Audit for the Financial Year2022-23.

The Report of the Secretarial Auditor issued by M/s. Bhadresh Shah andAssociates for the FY 2021-22 forms part of this Report.

The Secretarial Audit Report issued by M/s. Bhadresh Shah andAssociates for the FY 2021-22 does not contain any qualifications reservations oradverse remarks or disclaimer is annexed and forms part of this report.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of InsiderTrading as amended from time to time with a view to regulates trading in securities by theDirectors and designated employees of the Company. The Code requires pre-clearance fordealing in the Company's shares and prohibits the purchase or sale of Company shares bythe Directors and the designated employees while in possession of unpublished pricesensitive information in relation to the Company and during the period when the TradingWindow is closed. The Board is responsible for implementation of the Code. All BoardDirectors and the designated employees have confirmed compliance with the Code.

WHISTLE BLOWER/VIGIL MECHANISM:

The Company has adopted a Whistle Blower Policy to provide a formalmechanism to the Directors and Employees to report their concerns about unethicalbehaviour actual or suspected fraud or violation of the Company's Code of Conduct orEthics Policy. The policy provides for adequate safeguards against victimization ofemployees who avail of the mechanism and also provides for direct access to the Chairmanof the Audit Committee. During the financial year no cases under this mechanism werereported to the Company and/or to any of its subsidiaries/associate. The Whistle BlowerPolicy has been posted on the website of the Company.

SHARE CAPITAL

The Authorised share capital of your Company as on March 31 2022 wasRs 621500000. The issued subscribed and paid up share capital of your Company as on31st March 2022 was Rs 47857400 comprising of 4785740 equity shares of Rs 10/- each.During the reporting period the Company has not altered its share capital.

LISTING OF SHARES

The 4785740 Equity Shares of the Company are listed on BSE Limited.The annual listing fee for the financial year 2022-23 has been paid to BSE Limited (BSE).

INVESTOR EDUCATION AND PROTECTION FUND:

Pursuant to the provisions of the Act read with Investor EducationProtection Fund Authority (Accounting Audit Transfer and Refund) Rules 2016 as amended('Rules') Shares pertaining to dividends unclaimed for a period of seven years from thedate of transfer to the Unpaid Dividend Account of the Company are liable to betransferred to the IEPF. Accordingly Shares pertaining to unclaimed dividends ofShareholders for FY 1995 1996 1997 1998 1999 2000 and 2002 have been transferred toIEPF as per their due date which was lying in the Unpaid Dividend Account of the Company.

Further the shares pertaining to which dividend remains unclaimed fora consecutive period of seven years from the date of transfer of the dividend to theUnpaid Dividend Account is also mandatorily required to be transferred to the IEPFAuthority established by the Central Government.

Shareholders /claimants whose shares unclaimed dividend have beentransferred to the aforesaid IEPF Account or the Fund as the case may be may claim theshares or apply for refund by making an application to the IEPF Authority in Form IEPF-5(available on http://www.iepf.gov. in) along with requisite fee as decided by the IEPFAuthority from time to time.

Details of the Shares transferred to IEPF Account

Sr. No. No of shares Transferred to IEPF No of Shareholders
1 16215 316

Further Company has appointed Mr. Mahipal Singh Chouhan CompanySecretary & Compliance Officer as Nodal Officer under the provisions of IEPF.

POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Policy on Prevention of Sexual Harassment at work place is notapplicable to the Company

CORPORATE GOVERNANCE

Pursuant to Regulation 15(2) of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 compliance with the corporate governanceprovisions are not applicable to your Company as the Company's paid up Equity ShareCapital does not exceed of Rs. 10 Crores and net worth does not exceed of Rs. 25 Crores ason March 31 2022.

However to maintain highest standards of Governance a separatesection on Corporate Governance is annexed and forms part of the annual report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the financialyear under review is annexed and forms part of this report.

INSURANCE

The Company's assets have been adequately insured.

WHOLE TIME DIRECTOR & CHIEF FINANCIAL OFFICER CERTIFICATION

Certificate from Mr. Rajnesh Jain Whole Time Director and Mr. SajjanBawri Chief Financial Officer as specified in Part B of Schedule II of the SEBI (ListingObligation and Disclosure Requirements) Regulations 2015 for the financial year endedMarch 31 2022 was placed before the Board of Directors of the Company at its meeting heldon May 16 2022.

OTHER DISCLOSURES

1. Maintenance of cost records as specified by the Central Governmentunder sub-section (1) of section 148 of the Companies Act is not required by the company.

2. The Company has not issued equity shares with differential rights asto dividend voting or otherwise;

3. The Company has not issued any sweat equity shares to its directorsor employees;

4. No application has been made under the Insolvency and BankruptcyCode; hence the requirement to disclose the details of application made or any proceedingpending under the Insolvency and Bankruptcy Code 2016 (31 of 2016) during the year alongwith their status as at the end of the financial year is not applicable;

5. There was no revision of financial statements and Board's Report ofthe Company during the year under review;

6. There has not been any instance of one - time settlement done withbanks / Financial Institution during the Fianancial Year.

ACKNOWLEDGMENT

The Board of Directors takes the opportunity to express its sincereappreciation for the support and co-operation from its members Reserve Bank of Indiabanks and Statutory and Regulatory Authorities.

The Board also wishes to place on record their sincere appreciation ofthe contribution made by the executives and employees at all levels for their dedicationand commitment to the Company throughout the year.

For and on behalf of the Board of Directors
For KJMC Financial Services Limited
Inderchand Jain
Chairman
DIN: 00178901
Place: Mumbai
Date: August 11 2022

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