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Sahara Housing Fina Corporation Ltd.

BSE: 511533 Sector: Financials
NSE: N.A. ISIN Code: INE135C01012
BSE 00:00 | 03 Feb 46.20 1.25
(2.78%)
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NSE 05:30 | 01 Jan Sahara Housing Fina Corporation Ltd
OPEN 51.95
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VOLUME 11519
52-Week high 65.80
52-Week low 33.85
P/E 18.05
Mkt Cap.(Rs cr) 32
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 51.95
CLOSE 44.95
VOLUME 11519
52-Week high 65.80
52-Week low 33.85
P/E 18.05
Mkt Cap.(Rs cr) 32
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Sahara Housing Fina Corporation Ltd. (SAHARAHOUSING) - Director Report

Company director report

Dear Members

The Board of Directors of your Company take pleasure in presenting theThirtieth Annual Report along with the Audited Financial Statements for the financial yearended March 31 2021.

FINANCIAL RESULTS

The Financial Performance of the Company for the financial year endedMarch 31 2021 is summarised below;

Particulars 2020-21 2019-20
Gross Income 1341.91 1455.88
Less:
– Interest 515.19 621.41
– Overheads 516.97 501.01
– Depreciation 52.16 54.94
Profit Before Tax (PBT) 257.59 278.52
Provision for Taxation
– Current Tax 63.31 58.75
– Deferred Tax (16.13) 11.49
– Income Tax related to earlier years 1.16 0.58
Profit After Tax (PAT) 209.25 207.70
Add: Profit carried from earlier years 2125.70 1973.26
Profit available for appropriations 2334.95 2180.96
Appropriations
Transfer to Special Reserve u/s 36(1)(viii) of the Income Tax Act 1961 read with Section 29C of the National Housing Bank Act 1987 57.40 55.26
Balance carried to Balance Sheet 2277.55 2125.70
Total 2277.55 2125.70

Note:

The Company has adopted Indian Accounting Standard (referred to as‘Ins AS') with effect from 1st April 2019 and accordingly these financialresults along with the comparatives have been prepared in accordance with the recognitionand measurement principles stated therein prescribed under Section 133 of the CompaniesAct 2013 read with the relevant rules issued thereunder and the other accountingprinciples generally accepted in India.

PERFORMANCE

Some of the key highlights of your company's performance duringthe year under review;

Profit (PBT & PAT) & Income

• The Profit and Loss Account shows a Profit Before Tax (PBT) ofRs. 257.59 lakhs for the year ended March 31 2021 after making provisions for NPAs andgeneral provision on Standard Loan Assets and taking into account all expenses includingdepreciation as against the PBT of Rs. 278.52 lakhs for the previous year ended March 312020. The provision for income tax is Rs. 48.34 lakhs and the Profit After Tax (PAT) forthe year is Rs. 209.25 lakhs as against Rs. 207.70 lakhs in the previous yearrepresenting marginal increase of 0.75 per cent (approx).

• The Gross Income for the year under review was Rs. 1341.91 lakhsas against the previous financial year's income of Rs. 1455.88 lakhs.

Net Owned Fund (NOF) & Assets under Management (AUM)

• Shareholder's Equity (Net Owned Fund) as at March 31 2021was Rs. 4701.18 lakhs as against Rs. 4488.78 lakhs in the previous year representing anincrease of 4.73 per cent.

• The total Assets under Management of the Company as on March 312020 was Rs. 9277.68 lakhs as against Rs. 10280.80 lakhs in the previous year.

Transfer to Special Reserve

During the year under review your company transferred Rs. 57.40 lakhsto the Statutory Reserve under Section 36(1)(viii) of the Income Tax Act 1961 read withSection 29C of the NHB Act 1987.

Deferred Tax Liability on the Special Reserve for the year under reviewhas been created in accordance with Clause 101.2 of Chapter XIV of the Master Direction– Non-Banking Financial Company Housing Finance Company (Reserve Bank) Directions2021 issued by the Reserve Bank of India.

Earnings per Share (EPS)

The Earnings per share (EPS) as at March 31 2021 was Rs. 2.99 asagainst Rs. 2.97 as at March 31 2020.

Share Capital

The paid up equity share capital as on March 31 2021 was Rs. 7.00Crores divided into 7000000 equity share of face value of Rs. 10 each.

a. Issue of Equity Shares with differential Rights/ Buy Back

The Company neither issued equity shares with differential rightsduring the financial year 2020-21 nor bought back any of its shares during the year underreview.

b. Issue of Sweat Equity Shares

The Company did not issue any sweat equity shares during the financialyear 2020-21.

c. Issue of Employee Stock Options

The Company did not issue any stock options during the financial year2020-21.

d. Provision by company for purchase of its own shares by employees orby trustees for the benefit of employees

The Company does not have a scheme for purchase of its own shares byemployees or by any Trustee for the benefit of employees.

Subordinated Debt

Your Company did not raise any fresh money through subordinated debtduring the year under review.

Issue of (Unlisted) Secured Non Convertible Debenture (NCD)

Your company did not raise fresh money through (Unlisted) Secured NonConvertible Debentures (NCD) during the year under review. As on March 31 2021 yourCompany's outstanding secured long time borrowing was Rs 30 Cr. and interest duethereon has been paid.

Material Changes & Commitments occurring after the end of FinancialYear

No material changes and/or commitments affecting the financial positionof the Company occurred between the end of the financial year to which the attachedfinancial statements relate to and upto the date of this report.

Capital Adequacy

As per the Master Direction - Non-Banking-Financial Company –Housing Finance Company - (Reserve Bank) Directions 2021 every Housing Finance Company(HFC) shall maintain a minimum Capital Adequacy Ratio (CAR) of 14 per cent (as on March31 2021). The Capital Adequacy Ratio of your Company as at March 31 of Year 2021 2020and 2019 is set out in the table below:

As at March 31
Particulars 2021 2020 2019
Capital Adequacy Ratio (%) 87.12 78.73 61.63

Investment in Subsidiaries Associates and Joint Ventures

Your Company does not have any subsidiary nor has it made anyinvestment in associates or joint ventures. Consequently the disclosure requirement asstipulated in terms of sub-section (3) of Section 129 of the Companies Act 2013 readwith rule (5) of the Companies (Accounts) Rules 2014 is not applicable.

Lending Performance

During the year under review the Company disbursed loans aggregatingto Rs. 1272.12 lakhs as against Rs. 836.03 lakhs in the previous year. The overalloutstanding loan portfolio as at March 31 2021 stood at Rs. 9277.68 lakhs as against Rs.10280.80 lakhs in the previous year March 31 2020.

The Cumulative Log-in Sanction and Disbursement as at March 31 2021and 2020 are as under;

Particulars No. of Accounts Amount (Rs. in Lakhs)
2020-21 2019-20 2020-21 2019-20
Cumulative Log-in 6502 6457 69520.67 68139.17
Cumulative Sanction 4319 4278 45331.06 44038.44
Cumulative Disbursement 4138 4088 45142.06 43869.94

Fresh Loans

The year-wise sanction and disbursement details for the previous fiveyears are as under;

(Rs. in Lakhs)

Particulars 31.03.21 31.03.20 31.03.19 31.03.18 31.03.17
Sanction 1292.62 (4072.26) 1678.67 3722.60 2565.20
Disbursement 1272.12 836.03 1585.89 2584.66 1884.61

The Company continues to serve from four regions East (Kolkata) North(Lucknow) South (Hyderabad) and West (Mumbai) and eleven branches located at KolkataSiliguri Ranchi Durgapur Lucknow Gorakhpur Mumbai Pune Hyderabad Vijayawada andVisakhapatnam.

Non-Performing Assets and Provisions for Contingency

Your Company strictly adheres to the prudential guidelines forNon-Performing Assets (NPAs) issued by the Master Direction - Non-Banking FinancialCompany Housing Finance Company - (Reserve Bank of India) under its Directions of 2021 asamended from time to time. As per the prudential norms the Company did not recognise anyincome on such NPAs. The Company has made appropriate provision for contingencies onstandard as well as non-performing housing loans and other loans as per the norms set byRBI.

The amount of Gross Non-Performing Assets (GNPA) on the Housing Loanportfolio as on March 31 2021 was Rs. 943.20 lakhs against Rs. 882.13 lakhs as at March31 2020. The Executive Management is taking necessary steps to contain the same withinlimit.

Dividend

The Board of Director's felt it prudent to retain the earnings forthe year under review to be ploughed back in the lending business which shall result inaugmenting the Company's growth and consequently shareholder's wealth.

Deposits

Your Company has been granted certificate of registration by NationalHousing Bank New Delhi as a non-deposit taking Housing Finance Company. In accordancewith the said stipulations the Company under the current management has neither acceptedin the past nor has any future plans to accept any public deposits by whatever meanscalled. There are no unclaimed deposits as on March 31 2021.

Particulars of Loans Guarantees or Investments

Since the company is a housing finance Company the disclosureregarding particulars of loans given guarantees given and security provided is exemptunder the provision of Section 186(11) of the Companies Act 2013. As regards investmentsthere are no investments made by the Company for the year ended March 31 2021 exceptshort term investment in Fixed Deposit with Nationalised Bank.

Regulatory Guidelines

In August 2019 Central Government conferred the powers of regulationof Housing Finance Companies (HFCs) to RBI from NHB. NHB continues to carry out thefunctions of supervision of HFCs.

Further on February 17 2021 Reserve Bank of India (RBI) issued MasterDirection - Non-Banking Financial Company – Housing Finance Company - (Reserve Bank)Directions 2021 (RBI HFC Directions). These Directions came into force with immediateeffect and the Company is in compliance with the applicable provisions of the MasterDirection - Non-Banking Financial Company Housing Finance Company (Reserve Bank)Directions 2021.

Other Regulatory Compliance

The Company has also been following directions guidelines circularsissued by SEBI Stock Exchange (BSE) and MCA from time to time pertaining to listedcompanies.

In order to prevent frauds in loan cases involving multiple lendingfrom different banks / housing finance companies the Government of India has set up theCentral Registry of Securitization Asset Reconstruction and Security Interest of India(CERSAI) under Section 20 of the SARFAESI Act 2002 to have a central database of allmortgages created by lending institutions. Your Company is registered with CERSAI and thedata in respect thereto is being submitted from time to time.

Directors and Key Managerial Personnel

In accordance with the provisions of Section 152 of the Companies Act2013 and Articles of Association Shri Awdhesh Kumar Srivastava (DIN: 02323304)(Non-Executive & Non-Independent) Director of your Company retires by rotation and iseligible for reappointment at the ensuing Annual General Meeting.

Brief resume of the Director proposed to be re-appointed nature ofhis expertise in specific functional areas and name of other companies in which he holdsDirectorship along with his Membership / Chairmanship of Committees of the Board asstipulated under Regulation 36(3) of the SEBI (Listing Obligations and DisclosureRequirement) Regulation 2015 are provided in the annexure to the Notice of the ThirtiethAnnual General Meeting being sent to the members along with the Annual Report. Based onthe confirmations received none of the Directors are disqualified for being appointed /reappointed as Directors in terms of Section 164 the Companies Act 2013.

During the year under review no stock options were issued to theDirectors of the Company.

All Independent Directors have given declarations that they meet thecriteria of independence as laid down under Section 149(6) of the Companies Act 2013 andthe provisions of Regulation 16(1)(b) of the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations 2015. Shri D J Bagchi CEO& Company Secretary was reappointed as "Manager" under Section 196 197198 and as a Key Managerial Personnel under Section 203 of the Companies Act 2013. Theappointment of Shri D J Bagchi as Manager expired on July 30 2021. The Board of Directorsof your Company in its meeting held on 13th August 2021 on the recommendation of theNomination & Remuneration Committee thought it prudent to re-appoint Shri D J Bagchias Chief Executive Officer and Manager under Section 196 197 198 and as a KeyManagerial Personnel under Section 203 of the Companies Act 2013 and rules madethereunder for a further period of three years w.e.f. July 31 2021 subject to theapproval of the members at its forthcoming Annual General Meeting to be held on September29 2021.

Necessary resolution for the said re-appointment is being proposed inthe notice of the ensuing Annual General Meeting for the approval of the members. ShriVivek Kapoor continues to serve your company as Chief Financial Officer (CFO) and a KeyManagerial Personnel under Section 203 of the Companies Act 2013.

Board Meetings

The Board during the relevant financial year had met five times on July28 2020 August 26 2020 September 15 2020 November 11 2020 and February 11 2021respectively.

Secretarial Standards issued by Institute of Company Secretaries ofIndia (ICSI)

Pursuant to the provisions of the Companies Act 2013 the Company hascomplied with the Secretarial Standard on the Meetings of the Board of Directors (SS-1)and Secretarial Standard on General Meetings (SS-2) issued by the Institute of CompanySecretaries of India (ICSI) and approved by the Central Government under Section 118(10)of the Companies Act 2013.

Auditors

In terms of Section 139 of the Companies Act 2013 read with theCompanies (Audit and Auditors) Rules 2014 (as amended) M/s Chaturvedi & PartnersChartered Accountants (FRN: 307068E) was appointed as Statutory Auditors of the Companyfor a consecutive period of 2 (two) years from conclusion of the 29th AGM held in the year2020 until conclusion of the 31st AGM of the Company to be held in the year 2022.

Notes to Accounts and Auditors Report

No adverse remark or observation is given by the Statutory Auditors.The observations made by the Statutory Auditors in their report read with the relevantnotes to accounts are complete transparent and self-explanatory and therefore do notcall for any further comments by the Board.

Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Companies Act 2013and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theBoard of Directors of the Company had appointed Shri P V Subramanian Practicing CompanySecretary (CP: 2077) as the Secretarial Auditor of the Company for the financial year2020-2021. The Secretarial Audit

Report for the financial year ended March 31 2021 is annexed as"Annexure - 2" to this report. The observations made by the Secretarial Auditorin his report are self explanatory and therefore do not call for any further comments bythe Board.

Directors Responsibility Statement

Your Directors would like to inform that the audited accounts for theyear ended March 31 2021 are in conformity with the requirements of the Companies Act2013 and they believe that the financial statements reflect fairly the form and substanceof transactions carried out during the year and reasonably present the Company'sfinancial condition and results of operations.

These Financial Statements are audited by M/s. Chaturvedi &Partner Chartered Accountants the Statutory Auditors of the Company and pursuant to theprovisions of Section 134(5) of the Companies Act 2013 it is hereby confirmed that; a.in the preparation of the annual accounts for the year ended March 31 2021 theapplicable Accounting Standards had been followed along with proper explanation relatingto material departures b. the directors had selected such Accounting Policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the company as at March 31 2021and of the profit of the Company for that period; c. the directors had taken proper andsufficient care for the maintenance of adequate accounting records in accordance with theprovisions of the Companies Act 2013 for safeguarding the assets of the Company and forpreventing and detecting fraud and other irregularities; d. the directors had prepared theannual financial statements on a going concern basis; e. the directors had laid downInternal Financial controls to be followed by the company and that such internal financialcontrols are adequate and were operating effectively; and f. the directors had devisedproper systems to ensure compliance with the provisions of all applicable laws and thatsuch systems were adequate and operating effectively.

Disclosure under Sub-Section (3) of Section 134 of Companies Act 2013Read with Rule 8(3) of the Companies (Accounts) Rules 2014

Your Company is not engaged in any manufacturing activity and thus itsoperations are not energy intensive and the particulars relating to conservation of energyand technology absorption as per Section 134 (3) of the Companies Act2013 read with Rule8 (3) of the Companies (Accounts) Rules 2014 are not applicable. There has been noforeign exchange earnings and outgo during the year under review.

Employee Remuneration

The ratio of the remuneration of each Director to the median employeesremuneration and other particulars or details of employees pursuant to Section 197(12) ofthe Companies Act 2013 along with the names of top 10 employees in terms of remunerationdrawn read with Rule 5 of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 as amended are attached to this Report as "Annexure –1".

Maintenance of Cost Records

Maintenance of Cost Records and requirement of Cost Audit as prescribedunder the provisions of Section 148(1) of the Companies Act 2013 are not applicable forthe business activities carried out by the Company.

Prevention of Sexual harassment at Work Place

The Company has Zero tolerance towards any action on the part of anyexecutive / staff which may fall under the ambit of ‘Sexual Harassment' atworkplace and is fully committed to uphold and maintain the dignity of every womenexecutive / staff working in the company. No complaint was filed during the year in thisregard.

Corporate Governance & Management Discussion and Analysis

Pursuant to Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 a separate section titled Report onCorporate Governance and Management Discussion and Analysis forms part of this AnnualReport. The Report on Corporate Governance also includes certain disclosures that arerequired as per Companies Act 2013.

The certificate by Rahul Kumar Agarwal & Associates PracticingChartered Accountants [Membership No.:- 310116 Firm Registration No.330189E] with regardsto compliance with the conditions of Corporate Governance as stipulated in Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 forms part of this Annual Report.

Internal Control

The Company has an adequate internal audit system in place whereby TheInternal Audit is conducted by the Internal Auditor and reports are submitted on aperiodic basis. The audit function maintains its independence and objectivity whilecarrying out its assignments. It evaluates on a continuous basis the adequacy andeffectiveness of internal control mechanism adherence to policies procedures as well asregulatory and legal requirements. The function also recommends improvement in operationalprocesses and suggests streamlining of controls against various risks. The Audit Committeeof the Board reviews the internal audit function on a continuous basis.

Significant / Material Orders Passed by the Regulator or Court orTribunals

There were no significant / material orders passed by any Regulator orCourt or Tribunal which would impact the going concern status of the Company and itsfuture operations.

Change in the Nature of Business

There are no changes in the Nature of Business.

Nomination (Including Boards Diversity) Remuneration & EvaluationPolicy

The Board has on the recommendation of the Nomination &Remuneration Committee framed a Nomination (including Boards Diversity) Remuneration& Evaluation Policy which inter-alia lays down the criteria for identifying thepersons who are qualified to be appointed as Directors and/or Key Managerial Personnel ofthe Company along with the criteria for determination of remuneration of Directors andKMPs including their evolutions and includes other matters as prescribed under theprovisions of the section 178 of Companies Act 2013 and Securities and Exchange Board ofIndia (Listing Obligations and Disclosure Requirements) Regulations 2015.

The details of the same are provided in Corporate Governance Reportforming part of this Annual Report.

Related Party Transaction Policy & Transactions

Related Party Transaction Policy is intended to ensure requisiteapproval reporting and disclosure of transactions between the Company and its relatedparties. The said policy also defines the materiality of related party transactions andlays down the procedures of dealing with related party transactions.

There were no materially significant related party transactions i.e.transactions of material nature with its promoters directors or senior management ortheir relatives etc. that may have potential conflict with the interest of company atlarge.

During the year the Company has not entered into any materialcontract arrangement or transaction with related parties as defined in the SEBI ListingRegulations and Related Party Transaction Policy of the Company. None of the Directorshave any pecuniary relationships or transactions vis--vis the Company. The Related PartyTransactions in the notes forming part of the Accounts in the Annual Report annexedherewith.

The Related Party Policy is available on the website of the Company atthe URL http://www.saharahousingfina.com/annualreport/related-party-transaction-policy.pdf

Annual Evaluation of Board Performance and Performance of itsCommittees and Individual Directors

Provisions of the Companies Act 2013 mandates formal annual evaluationof the Board of Directors and its committees. The provisions of Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations 2015 alsorequire that the Board shall monitor and review the Board Evaluation Framework.

The annual performance evaluations of the Board as a whole allDirectors as well as the evaluation of the Board Committees including Audit CommitteeNomination & Remuneration Committee Risk Management Committee and StakeholdersRelationship Committee of the Company were carried out. The details of evaluation processas carried out and the evaluation criteria and framework have been explained in theCorporate Governance Report forming part of this Annual Report.

Insurance of Company's Property

Your Company has insured its various properties and facilities againstthe risk of fire theft etc. so that financials are not impacted in the unfortunateevent of such incidents. However your Company does not offer at present Directors andOfficers Liability Insurance Policy.

Risk Management Policy & Asset Liability Management Committee(ALCO)

The company has in place Asset Liability Committee (ALCO) whichmonitors and on an ongoing basis liquidity interest rate and funding risks to which theCompany is susceptible. Liquidity risk is caused by an asset-liability mismatch resultingfrom a difference in the maturity profile of the assets and liabilities. Unexpectedincreases in the cost of funding an asset portfolio at the appropriate maturity and therisk of being unable to liquidate a position in a timely manner at a reasonable price aresome of the triggers of this risk.

The liquidity risk among housing finance companies stems from the factthat the assets generated by housing finance companies have an average tenure of 10 - 12years while the liabilities have seven to ten years. The Company actively monitors itsliquidity position to ensure that it can meet all requirements of its borrowers whilealso meeting the requirements of its lenders and also strengthen its ability to considerinvestment opportunities as they arise. The Asset Liability Management Committee("ALCO") comprising Senior Management Team who lays down policies andquantitative limits which the Audit Committee and the Board are periodically apprised inthis regard.

Corporate Social Responsibility Policy

Pursuant to the provisions of section 135 and schedule VII of theCompanies Act 2013 at present the CSR provisions are not applicable to the Company.

Codes Standards and Policies

Know Your Customer & Anti-Money Laundering Measures

Your Company has a Board approved Know Your Customer & Anti MoneyLaundering Measure Policy (KYC & AML Policy) in place which is strictly adhered to.The said Policy is in line with the Master Direction -Non-Banking-Financial CompanyHousing Finance Company (Reserve Bank) Directions 2021.

The Company has also adhered to the compliance requirement in terms ofthe said policy relating to the monitoring and reporting of cash / suspicioustransactions. The Company is committed to furnish to Financial Intelligence Unit (FIU)India in the electronic medium information of all cash transactions of the value of morethan Rupees ten lakh or its equivalent in foreign currency and suspicious transactionswhether or not made in cash in terms of the said Policy.

The said policy is available on website of the Company at the URLhttp://www.saharahousingfina.com/kycp.html.

Fair Practice Code

Your Company has in place a Fair Practice Code (FPC) which includesguidelines on appropriate staff conduct when dealing with the customers and on theorganisations policies vis--vis client protection. The FPC is being revised and updatedto align the same with the improved practices in relation to the dealings of the Companywith its customers and as per the Master Direction - Non-Banking-Financial CompanyHousing Finance Company (Reserve Bank) Directions 2021.

The said policy is available on website of the Company at the URLhttp://www.saharahousingfina.com/fpc.html.

Whistle Blower Policy (Vigil Mechanism)

Pursuant to the provisions of Section 177(9)&(10) of the CompaniesAct 2013 read with Rule 7 of Companies (Meetings of Board and its Powers) Rules 2014 andSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 your Company has in place a Whistle Blower Policy which provides for avigil mechanism that encourages and supports its Directors and employees to reportinstances of illegal activities unethical behaviour actual or suspected fraud orviolation of the Company's Code of Conduct or Ethics Policy. It also provides foradequate safeguards against victimisation of persons who use this mechanism and directaccess to the Chairman of the Audit Committee in exceptional cases.

The said policy is available on website of the Company at the URLhttp://www.saharahousingfina.com/wbp.html.

Code of Conduct for Board of Directors and the Senior ManagementPersonnel

Your Company has in place Code of Conduct for the Board of Directorsand the Senior Management Personnel to set forth the guiding principles on which theCompany and its Board and Senior Management Personnel shall operate and conduct themselveswith stakeholders government and regulatory agencies media and anyone else with whom itis connected in a professional and respectful manner.

The declaration by the CEO of the Company regarding compliance with theCode of Conduct for Board Members and Senior Management is annexed with the CorporateGovernance report.

The said policy is available on website of the Company at the URLhttp://www.saharahousingfina.com /mise/SHCL_Code_of _Conduct_Refivsed_13-Dec-2019 pdf.

Code for Prevention of Insider Trading Practices

Your Company has formulated and adopted a Code for Prevention ofInsider Trading Practices in accordance with the model code of conduct as prescribed underthe SEBI (Prohibition of Insider Trading) Regulations 2015. The code lays downguidelines which includes procedures to be followed and disclosures to be made whiledealing in the shares of the Company. The code is applicable to the promoters directorssenior designated employees and the said persons are restricted from dealing in thesecurities of the Company during the restricted trading periods notified by the Company.

Policy in Disclosure of Material Events and Information

Your Company has formulated and adopted the policy on disclosure ofmaterial events and information in accordance with Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations 2015 to determine theevents and information which are material in nature and are required to be discloses tothe stock exchanges.

The said policy is available on website of the Company at the URLhttp://www.saharahousingfina.com/ annualreport/Materiality_Policy.pdf

Policy on Preservation of Documents and Records

Your Company has formulated and adopted the policy on documents andrecords in accordance with Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015. The policy ensures that the company complieswith the applicable documents retention laws preservations of various statutory documentsand also lays down minimum retention period for the documents and records in respect ofwhich no retention period has been specified by any laws / rule / regulations.

Other Policies as Per RBI/NSB Rules/Guidelines

Your Company has formulated and adopted the policies on Partial /Part-Prepayments Foreclosure / Pre-closure of loan prior to actual / agreed date ofclosure Code of Conduct for Direct Selling Agents Guidelines for Recovery Agents Policyon Refunds of Fees (AF/PF) etc in order to upgrade the procedures of collecting theinformation from the prospective borrowers and to ensure fair practices in dealing withthe borrowers.

Listing of Shares of the Company

The Equity Shares of your Company continue to remain listed (Group-X)on the BSE Ltd. The Company has paid the listing fees as payable to the BSE Ltd. for thefinancial year 2021-22.

Technology Updation

During the year under review the ongoing exercise of upgradation ofsystem and technology encountered difficulties on account of the COVID-19 Pandemic andits myriad related restrictions/lockdowns as the result of which the envisagedimplementation got delayed. However your company remains fully committed to the cause asit would strengthen the operational efficiencies. Further in consonance with earlieryears the emphasis remains to improve procedures so as to provide adequate checks andalerts against probable frauds that may arise due to misrepresentation by applicants andeven to ensure fair practice in dealing with borrowers.

Depository System

The Company has entered into an agreement with CDSL / NSDL fortransaction of shares in dematerialized form. As on March 31 2021 only 2.98 per cent ofthe Company's paid up Share Capital consisting of 208208 shares were held inphysical form. As per the Securities and Exchange Board of India's (SEBI)instructions the Company's shares have to be transacted in dematerialised form andtherefore members are requested to convert their holdings to dematerialised form.

Human Resources and Training

Your Company continues its focus to improve human resource competenceand capabilities in the Company to deliver the desired / better results. The Company aimsto align HR practices with business goals motivate people for higher performance andbuild a competitive working environment. Your company strives to ensure overall employeedevelopment and retention thus making them a core participant to the Company'ssuccess. Rewarding and recognizing high performing employees are vital to thecompany's success. The Board values and appreciates the contribution and commitmentof the employees towards performance of your Company during the year inspite of ongoingCOVID-19 pandemic in the country and hence the company was not able to conduct anytraining and neither any employee was able to attend seminars workshops and otherprogrammes during the year.

Employee relations remained cordial and the work atmosphere remainedcongenial during the year.

Insurance Coverage to Borrowers

Your Company in tie-up with National Insurance Company Limited offerscomprehensive insurance cover product called "National Insurance Sahara Home LoanSuraksha Bima" offering protection to the borrowers (optional) of the Company againstthe following risks / perils / natural calamities;

A. Personal Accident Insurance: Death due to accident/ accidental lossof two limbs two eyes or one limb and one eye; Permanent total disablement from injuriesother than named above.

B. Property Insurance: Fire / Storm / Earthquake / Riot Strike andMalicious damage / Lightning / Explosion / Implosion / Aircraft damage Impact damage /Subsidence and Landslide including Rock Slide / Bursting or Overflowing of Water Tanks& Pipes Missile testing operations / Leakage from Automatic Sprinkler InstallationsBush Fire / other natural calamities.

The details regarding the product (e.g. Sum insured premium payableetc.) are explained to the borrowers during personal discussion with them at the time ofcredit appraisal.

Go Green Initiatives

Like previous year the go green initiative to send annual report inelectronic format to the shareholders who have registered their e-mail ID with theirDepository Participant shall be continued. The shareholders who have not yet registeredtheir e-mail ID are requested to do so to enable the Company to effectively comply withthis initiative.

Annual Return

Pursuant to Section 92(3) read and Section 134(3)(a) of the CompaniesAct 2013 the Annual Return as on March 31 2021 is available on the website of theCompany at the link: http://www.saharahousingfina.com/misc/ SHCL_MGT-7_AGM-Draft.pdf

Acknowledgements

Your Directors wish to place on record their gratitude for thecontinued support of various authorities including the Reserve Bank of India NationalHousing Bank SEBI BSE Limited NSDL CDSL and Credit Rating Agency (Infomerics Valuation& Rating Private Limited) and also for support and faith reposed in the Company by theBorrowers all Bankers Debenture holders Trustees (Catalyst Trusteeship Limited) andothers.

The Board also places on record its deep appreciation for thesignificant contributions made by its employees at all levels and for their dedicationcommitment hard work co-operation and support because of which the Company has beenable to maintain its consistent growth. The Board would also like to express its sincereappreciation to the Company's RTA Service Providers and Counsellors for theircontinued co-operation.

For and on behalf of the Board of Directors
(Brijendra Sahay) (Anshu Roy)
Kolkata

Director

Director

13 August 2021

(DIN 00017600)

(DIN 05257404)

.