5.9 Provisions

Provisions are recognised when the enterprise has a
present obligation (Legal or constructive) as a result
of past events, and it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation, and a reliable
estimate can be made of the amount of the obligation.
When the effect of the time value of money is material, the
enterprise determines the level of provision by discounting
the expected cash flows at a pre-tax rate reflecting the
current rates specific to the liability. The expense relating
to any provision is presented in the statement of profit and
loss net of any reimbursement."

5.10 Contingent Assets and Liabilities

A contingent asset is a possible asset that arises from past
events and whose existence will be confirmed only by the
occurrence or non occurrence of one or more uncertain
future events not wholly within the control of the entity.
The Company does not recognize or disclose contingent
asset in the financial statements.

A contingent Liability is a possible obligation that arises

from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain
future events beyond the control of the Company or a
present obligation that is not recognized because it is not
probable that an outflow of resources will be required to
settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot
be recognized because it cannot be measured reliably.

The Company does not recognize a contingent Liability but
discloses its existence in the financial statements"

5.11 Earnings Per Share

The Company reports basic and diluted earnings per
share in accordance with Ind AS 33 on Earnings per share.
Basic EPS is calculated by dividing the net profit or Loss
for the year attributable to equity shareholders (after
attributable taxes) by the weighted average number of
equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share,
the net profit or Loss for the year attributabLe to equity
sharehoLders and the weighted average number of shares
outstanding during the year are adjusted for the effects
of aLL dilutive potential equity shares. Dilutive potential
equity shares are deemed converted as of the beginning
of the period, unLess they have been issued at a Later date.
In computing the dilutive earnings per share, only potential
equity shares that are diLutive and that either reduces the
earnings per share or increases Loss per share are included."

5.12 Segment Reporting

Operating segments are reported in a manner consistent
with the internaL reporting provided to the chief operating
decision maker (CODM).

The Board of Directors (BOD) of the Company assesses
the financiaL performance and position of the Company,
and makes strategic decisions. The BOD, which has been
identified as being the chief operating decision maker.
The Company is engaged in the business of i) Lending
finance and ii) Fees & commission income. The said business
are aggregated for the purpose of review of performance by
CODM. AccordingLy, the Company has concLuded that the
business of Lending finance and fees & commission income
to be the onLy reportabLe segment.

5.13 Leases

Ind AS 116 requires Lessees to determine the Lease term
as the non-canceLLabLe period of a Lease adjusted with
any option to extend or terminate the Lease, if the use of
such option is reasonabLy certain. The Company makes an
assessment on the expected Lease term on a Lease-by¬
Lease basis and thereby assesses whether it is reasonabLy
certain that any options to extend or terminate the contract
wiLL be exercised. In evaLuating the Lease term, the Company
considers factors such as any significant LeasehoLd
improvements undertaken over the Lease term, costs
reLating to the termination of the Lease and the importance
of the underLying asset to Company's operations taking

into account the Location of the underLying asset and the
avaiLabiLity of suitabLe aLternatives. The Lease term in future
periods is reassessed to ensure that the Lease term refLects
the current economic circumstances.

The Company as a Lessee

The Company's Lease asset cLasses primariLy consist of
Leases for Land and buiLdings. The Company assesses

whether a contract contains a Lease, at inception of a
contract. A contract is, or contains, a Lease if the contract
conveys the right to controL the use of an identified asset
for a period of time in exchange for consideration. To assess
whether a contract conveys the right to controL the use
of an identified asset, the Company assesses whether: (i)
the contract invoLves the use of an identified asset (ii) the
Company has substantiaLLy aLL of the economic benefits
from use of the asset through the period of the Lease and
(iii) the Company has the right to direct the use of the asset.

At the date of commencement of the Lease, the
Company recognizes a right-of-use asset (“ROU") and a

corresponding Lease LiabiLity for aLL Lease arrangements in
which it is a Lessee, except for Leases with a term of tweLve
months or Less (short-term Leases) and Low vaLue Leases.
For these short-term and Low vaLue Leases, the Company
recognizes the Lease payments as an operating expense on
a straight-Line basis over the term of the Lease.

Certain Lease arrangements incLudes the options to extend
or terminate the Lease before the end of the Lease term.
ROU assets and Lease LiabiLities incLudes these options
when it is reasonabLy certain that they wiLL be exercised.

The right-of-use assets are initiaLLy recognized at cost,
which comprises the initiaL amount of the Lease LiabiLity
adjusted for any Lease payments made at or prior to the
commencement date of the Lease pLus any initiaL direct
costs Less any Lease incentives. They are subsequentLy
measured at cost Less accumuLated depreciation and
impairment Losses.

Right-of-use assets are depreciated from the
commencement date on a straight-Line basis over the
shorter of the Lease term and usefuL Life of the underLying
asset. Right of use assets are evaLuated for recoverabiLity
whenever events or changes in circumstances indicate that
their carrying amounts may not be recoverabLe. For the
purpose of impairment testing, the recoverabLe amount (i.e.
the higher of the fair vaLue Less cost to seLL and the vaLue-in¬
use) is determined on an individuaL asset basis unLess
the asset does not generate cash fLows that are LargeLy

independent of those from other assets. In such cases, the
recoverable amount is determined for the Cash Generating
Unit (CGU) to which the asset belongs.

The lease liability is initially measured at amortized cost at
the present value of the future lease payments. The lease
payments are discounted using the interest rate implicit
in the lease or, if not readily determinable, using the
incremental borrowing rates in the country of domicile
of these leases. Lease liabilities are remeasured with a
corresponding adjustment to the related right of use asset
if the Company changes its assessment if whether it will
exercise an extension or a termination option.

Lease liability and ROU asset have been separately
presented in the Balance Sheet and lease payments have
been classified as financing cash flows.

6 Significant accounting judgements, estimates and
assumptions

"The preparation of financial statements in conformity with
the Ind AS requires the management to make judgments,
estimates and assumptions that affect the reported amounts
of revenues, expenses, assets and liabilities and the
accompanying disclosure and the disclosure of contingent
liabilities, at the end of the reporting period. Estimates and
underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the
period in which the estimates are revised and future periods
are affected. Although these estimates are based on the
management's best knowledge of current events and actions,
uncertainty about these assumptions and estimates could
result in the outcomes requiring a material adjustment to
the carrying amounts of assets or liabilities in future periods.
In particular, information about significant areas of
estimation, uncertainty and critical judgments in applying

accounting policies that have the most significant effect
on the amounts recognized in the financial statements is
included in the following notes:

6.1 Defined employee benefit assets and liabilities

The cost of the defined benefit gratuity plan and the
present value of the gratuity obligation are determined
using actuarial valuations. An actuarial valuation involves
making various assumptions that may differ from actual
developments in the future. These include the determination
of the discount rate; future salary increases and mortality
rates. Due to the complexities involved in the valuation and
its long-term nature, a defined benefit obligation is highly
sensitive to changes in these assumptions. All assumptions
are reviewed annually.

6.2 Impairment of loans portfolio

The measurement of impairment losses across all categories
of financial assets requires judgement, in particular, the
estimation of the amount and timing of future cash flows
and collateral values when determining impairment losses
and the assessment of a significant increase in credit risk.
These estimates are driven by a number of factors, changes
in which can result in different levels of allowances.

It has been the Company's policy to regularly review it's ECL
model in the context of actual loss experience and adjust
when necessary.

The impairment loss on loans and advances is disclosed in
more detail in Note 5.2(vii) Overview of ECL principles.

7 Euro Medium Term Notes

Subsequent to the year end, the company raised ' 2,506.05
crores in debt through the issuance of Euro Medium Term
Notes (EMTNs).

Note 17.1 Hedging activities and derivatives

The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative
instruments are foreign currency risk.

The Company's risk management strategy and how it is applied to manage risk are explained in Note 45.

Note 17.2 Derivatives designated as hedging instruments

The company is exposed to foreign currency risk arising from its fixed rate foreign currency External Commercial Borrowing amounting
to USD 100 million. Interest on the borrowing is payable at 7-8% p.a. and the principal amount is repayable on various due dates.
The Company economically hedged the foreign currency risk arising from the loan with Cross Currency Interest Rate swaps of
equivalent amount. The Cross Currency Interest Rate Swaps converts the cash outflows of the foreign currency fixed rate borrowing
of USD 100 million to cash outflows in Indian Rupees with a notional amount of ' 831.70 Million

The company is exposed to foreign currency risk arising from its fixed rate foreign currency borrowing amounting to USD 43.85
million. Interest on the borrowing is payable at 8.85 % p.a. and the principal amount is repayable in August 2024. The Company

economically hedged the foreign currency risk arising from the loan with Cross Currency Interest Rate swaps of equivalent amount.
The Cross Currency Interest Rate Forward converts the cash outflows of the foreign currency fixed rate borrowing of USD 43.85
million to cash outflows in Indian Rupees with a notional amount of '3,636 Million

There is an economic relationship between the hedged item and the hedging instrument as the terms of the forward currency contract
match that of the foreign currency borrowing (notional amount, principal repayment date etc.). The company has established a hedge
ratio of 1:1 for the hedging relationships as the underlying risk of the forward currency contract are identical to the hedged risk
components. For the purpose of calculating hedge effectiveness, the company uses a qualitative features to determine the hedge
effectiveness.

Term loan from bank:

Indian rupee Loan from banks (secured): These are secured by an exclusive charge by way of hypothecation of book debts pertaining
to loans granted against gold and margin/cash collateral as per the agreement. Further, the loan has been guaranteed by personal
guarantee of Mr. V.P Nandakumar, Managing Director and CEO to the extent of Nil (31 March 2023: Nil)

Foreign currency Term Loan /ECB from Banks (secured):

1) Foreign currency loan: 1. '3636.30 million as at March 31, 2024 ( March 31, 2023 '7,270 Million) which carries interest @ 6
month SOFAR plus 120 bps. The loan is repayable after 3 years from the date of its origination, viz., March 17,2022.

2) Foreign currency loan: 1. '4160.00 million(ECB) as at March 31, 2024 ( March 31, 2023 'Nil) which carries interest @ 6 month
SOFAR plus 225 bps. The loan is repayable after 3 years from the date of its origination, viz., October 25,2023.

3) Foreign currency loan: 1. '4157.00 million(ECB) as at March 31, 2024 ( March 31, 2023 'Nil) which carries interest @ 6 month
SOFAR plus 235 bps. The loan is repayable after 3 years from the date of its origination, viz., January 24,2024. The loans are

secured against the first pari passu charge on current assets, book debts and receivables including gold loans & advances of
the Company.

Term Loan from other parties (secured):

Third party rupee term loan is secured where Interest payments are made quarterly at 6.75 % - 10.75% pa. The loans is secured
against the first pari passu charge on current assets, book debts and receivables including gold loans & advances of the Company
as per the agreement.

Term Loan from other parties (unsecured):

Third party rupee term loan is unsecured where interest payments are made quarterly at Nil.

Loans repayable on demand

Cash credit / Overdraft facilities from banks (secured):

These Loans are secured against the first pari passu charge on current assets, book debts and receivables including gold
Loans & advances of the Company as per the agreement. Further, the loan has been guaranteed by personal guarantee of
Mr. V.P Nandakumar, Managing Director and CEO to the extent of Nil(31 March 2023: ' Nil)

Working Capital demand loan from banks (secured):

These loans are secured against the first pari passu charge on current assets, book debts and receivables including gold
loans & advances of the Company as per the agreement. Further, the loan has been guaranteed by personal guarantee of
Mr. V.P Nandakumar, Managing Director and CEO to the extent of Nil (31 March 2023: ' Nil)

Other loans

Vehicle Loans: The loans are secured by hypothecation of the respective vehicles against which the loan has been availed- Nil

dividend is declared. The Company has transferred an amount of '3315.55Mn (2022-23 '2532.53 Mn) to Statutory reserve pursuant
to Section 45-IC of RBI Act, 1934

Securities premium: Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilised only
for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.

Hedge reserve: The Company uses hedging instruments as part of its management of foreign currency risk and interest rate risk
associated on borrowings as described within note 45. For hedging foreign currency and interest rate risk, the Company uses foreign
currency forward contracts, cross currency swaps, foreign currency option contracts and interest rate swaps. To the extent these
hedges are effective, the change in fair value of the hedging instrument is recognised in the hedge reserve. Amounts recognised in
the hedge reserve is reclassified to the statement of profit or loss when the hedged item affects profit or loss (e.g. interest payments).

Debenture redemption reserve:

(1) Pursuant to Section 71 of the Companies Act, 2013 and circular 04/2013, read with notification issued date June 19, 2016
issued by Ministry of Corporate Affairs, the Company is required before 30^th day of April of each year to deposit or invest, as
the case may be, a sum which shall not be less than 15% of the amount of its debenture issued through public issue maturing
within one year from the balance sheet date.

(2) Pursuant to notification issued by Ministry of Corporate Affairs on 16^th August, 2019 in exercise of the powers conferred by
sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government amend the Companies
(Share Capital and Debentures) Rules, 2014.

In the principal rules, in rule 18, for sub-rule (7), the limits with respect to adequacy of Debenture Redemption Reserve and
investment or deposits for listed companies (other than All India Financial Institutions and Banking Companies as specified
in sub-clause (i)), Debenture Redemption Reserve is not required to maintain in case of public issue of debentures as well as
privately placed debentures for NBFCs registered with Reserve Bank of India under section 45-IA of the RBI Act, 1934.

(3) By complying with the above notification, the Company has transferred back ' 1,115.33 Millions from DRR to Retained earnings
in the financial year ended 31 March 2020 and in respect of the debentures issued during the current year, the Company is not
required to create DRR."

General reserve: Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income
at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend
distribution in a given year is more than 10% of the paid-up capital of the Company for that year, then the total dividend distribution

is less than the total distributable results for that year. Consequent to introduction of Companies Act 2013, the requirement to
mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously
transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.

Share option outstanding account (ESOP reserve): The share-based payment reserve is used to recognise the value of equity-settled
share-based payments provided to employees, including key management personnel, as part of their remuneration. Refer to Note
37 for further details of these plans.

Other comprehensive income: Other items of other comprehensive income consist of re-measurement of net defined benefit liability/
asset and fair value changes on derivatives designated as cash flow hedge, net.

Impairment Reserve

The NBFCs will have to compute two types of provisions or loss estimations, ECL as per Ind AS 109 & its internal ECL model and
parallelly provisions as per the RBI prudential norms. A comparison between the two is required to be disclosed by the NBFC in the
annual financial statements. Where the ECL computed as per the ECL methodology is lower than the provisions computed as per
the IRAC norms, then the difference between the two should be parked in "Impairment Reserve". Allocation to Impairment Reserve
should be made out of Retained earnings and there are certain restrictions towards utilization of this reserve amount.

Note 38: Retirement Benefit Plan
Defined Contribution Plan

The Company makes Provident Fund and Employee State insurance Scheme contributions which are defined contribution plans, for
qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund
the benefits. The Company recognized '620.43Mn(31 March 2023: ?627.13Mn) for Provident Fund contributions and ?116.35Mn(31

March 2023: ?131.18Mn) for Employee State insurance Scheme contributions in the Statement of Profit and Loss. The contributions
payable to these plans by the Company are at rates specified in the rules of the Schemes.

Defined Benefit Plan

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity
on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with Life insurance
Corporation of India and Kotak Life insurance.

Update on the Code on Social Security, 2020 ('Code')

The Code on Social Security , 2020 ('Code') relating to employee benefits during employment and post-employment benefits
received Presidential assent in September 2020 . The Code has been published in the Gazette of India . However , the date on which
the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and
will record any related impact in the period when the Code becomes effective.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and the funded
status and amounts recognized in the balance sheet for the gratuity plan.

The weighted average duration of the defined benefit obligation as at 31 March 2024 is 4 years (2023: 4 years)

The fund is administered by Life Insurance Corporation of India ("LIC”) and Kotak Life Insurance. The overall expected rate of return on
assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market. The defined benefit plans expose the Company to a number
of actuarial risks as below:

Investment Risks - The company's performance is directly affected by the over- or under-performance of the investment assets of
the gratuity plan. Inadequate performance could, among others, increase the future employer contributions.

Interest Rate Risk - This is the risk associated with a rise or fall in the interest rate which could affect liability and asset values.
The plan is exposed to the interest rate risk toward its liability and asset values.

Regulatory Risk - TThe gratuity plan is exposed to multiple regulatory risks e.g., increase in the statutory benefit definition for gratuity.
Higher costs from regulatory oversight of organisation pensions or from compliance toward existing trust and funding-related
obligations (e.g., minimum funding requirements) contribute to the regulatory risks.

b) The company has some Labour cases pending against it in various courts and with Labour commissioners of various states.
The company's liability for these cases are not disclosed since actual liability to be provided is unascertainabLe.

Note 41 (ii): Commitments

(i) Estimated amount of contracts remaining to be executed on capital account, net of advances as on 31^st March 2024 is
?340.73Mn (31 March 2023: ?93.44Mn).

Note 41 (iii): Lease Disclosures (entity as a lessee)

(a) Leases of Branch Premises

(i) Ind AS 116 "Leases” is applied to all lease contracts. The company recorded the lease liability at the present value of
the Lease payments discounted at the incremental borrowing rate of the company and the right of use (ROU) asset
at measured at the amount of the initial measurement of the Lease Liability.

(ii) The foLLowing is the summary of practical expedients eLected on initial appLication:

1. AppLied a singLe discount rate to a portfoLio of Leases of simiLar assets in simiLar economic environment
with a simiLar end date. Discount rate has been taken as the IncrementaL Borrowing rate of borrowings with
simiLar tenure.

2. AppLied the exemption not to recognize right-of-use assets and LiabiLities for Leases with Less than 12 months
of Lease term on the date of initiaL appLication.

3. ExcLuded the initiaL direct costs from the measurement of the right-of-use asset at the date of initiaL appLication..

(iii) The entity takes branch premises and computers on Lease. BeLow are the changes made during the year in the
carrying vaLue of:

Note 43: Capital
Capital Management

The primary objectives of the Company's capital management policy are to ensure that the Company complies with externally
imposed capital requirements and maintains strong credit ratings and healthy capital ratios in order to support its business and to
maximise shareholder value.

The Company manages its capital structure and makes adjustments to it according to changes in economic conditions and the risk
characteristics of its activities. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividend
payment to shareholders, return capital to shareholders or issue capital securities. No changes have been made to the objectives,
policies and processes from the previous years. However, they are under constant review by the Board.

The Company's debt equity ratio as on 31^st March 2024 stands at 2.17 times (2.14 times as at 31 March 2023).

During the year ended March 31, 2024, the Company has paid the interim dividend of '3.3/- per equity share for the year ended
March 31, 2024 amounting to '2793.18 Mn (3 per equity share amounting to ' 2539.18 Mn for the year ended March 31 2023.)

Note 44: Fair Value Measurement

44.1 Valuation principles

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or
most advantageous) market at the measurement date under current market conditions , regardless of whether that price is directly
observable or estimated using a valuation technique. In order to show how fair values have been derived, financial instruments are
classified based on a hierarchy of valuation techniques.

44.2 Valuation governance

The Company's process to determine fair values is part of its periodic financial close process. The Audit Committee exercises the
overall supervision over the methodology and models to determine the fair value as part of its overall monitoring of financial close
process and controls. The responsibility of ongoing measurement resides with business units . Once submitted, fair value estimates
are also reviewed and challenged by the Risk and Finance functions.

44.4 Valuation techniques

Equity instruments

Equity instruments in non-Listed entities are initially recognised at transaction price and re-measured (to the extent information
is available) and valued on a case-by-case and classified as Level 3. The Company uses prices from prior transactions without
adjustment to arrive at the fair value. Prior transaction represents the price at which same investment was sold in the deal transaction..

Cross Currency Swaps

Interest rate derivatives include interest rate swaps, cross currency interest rate swaps, basis swaps and interest rate forwards
(FRAs). The most frequently applied valuation techniques include forward pricing and swap models, using present value calculations
by estimating future cash flows and discounting them with the appropriate yield curves incorporating funding costs relevant for
the position. These contracts are generally Level 2 unless adjustments to yield curves or credit spreads are based on significant
non-observable inputs, in which case, they are Level 3.

Interest rate derivatives

Interest rate derivatives include interest rate swaps, cross currency interest rate swaps, basis swaps and interest rate forwards
(FRAs). The most frequently applied valuation techniques include forward pricing and swap models, using present value calculations
by estimating future cash flows and discounting them with the appropriate yield curves incorporating funding costs relevant for
the position. These contracts are generally Level 2 unless adjustments to yield curves or credit spreads are based on significant
non-observable inputs, in which case, they are Level 3.

Foreign exchange contracts

Foreign exchange contracts include open spot contracts, foreign exchange forward and swap contracts and over the-counter foreign
exchange options. These instruments are valued by either observable foreign exchange rates, observable or calculated forward points

The management assessed that cash and cash equivalents, trade receivables, trade payabtes, bank overdrafts and other current
Liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

Valuation methodologies of Financial instruments not measured at Fair value

Below are the methodologies and assumptions used to determine fair values for the above financial instruments which are not
recorded and measured at fair value in the financial statements. These fair values were calculated for disclosure purposes only.

Short-term Financial assets and liabilities

For financial assets and financial Liabilities that have a short-term maturity (Less than twelve months), the carrying amounts, which
are net of impairment, are a reasonable approximation of their fair value. Such instruments include: cash and balances, balances
other than cash and cash equivalents, trade payabtes and other financial Liabilities without a specific maturity. Such amounts have
been classified as Level 2 on the basis that no adjustments have been made to the balances in the balance sheet..

Loans and advances to customers

Fair value of Loans estimated using a discounted cash flow model on contractual cash flows using actuat/estimated yields.

Borrowings

The floating rate Loans are fair valued on the basis of MCLR spread. For fixed rate Loans, the carrying values are a reasonable
approximation of their fair vaLue.

Note 45: Risk Management

Risk is an integral part of the Company's business and sound risk management is critical to the success. As a financial institution, the

Company is exposed to risks that are particular to its lending and the environment within which it operates and primarily includes
Credit, Liquidity, Market and Operational Risks. Company's goal in risk management is to ensure that it understands measures and
monitors the various risks that arise and the organization adheres strictly to the policies and procedures which are established to

address these risks. The Company has a risk management policy which covers risks associated with the financial assets and liabilities.
The Board of Directors of the company are responsible for the overall risk management approach, approving risk management

strategies and principles. Risk Management Committee of the Board reviews credit, operations and market risks faced by MAFIL
periodically.Company has appointed a Chief Credit Officer who reports to MD & CEO and presenting risk related matters to Risk
Management Committee and the Board.

The Company has implemented comprehensive policies and procedures to assess, monitor and manage risk throughout the Company.
The risk management process is continuously reviewed, improved and adapted in the changing risk scenario and the agility of the risk
management process is monitored and reviewed for its appropriateness in the changing risk landscape. The process of continuous
evaluation of risks includes taking stock of the risk landscape on an event-driven basis.

The Company has an elaborate process for risk management. Major risks identified by the businesses and functions are systematically
addressed through mitigating actions on a continuing basis.

Credit Risk

Credit risk is the risk that a customer or counterparty will default on its contractual obligations resulting in financial loss to the
Company. As the company predominantly lend against gold jewellery, which are liquid securities, its credit risks are comparatively
lower. Its other verticals, Micro Finance, Vehicle Finance, Micro loans etc have significant credit risk.

Appraisal Risk: The borrowers are awarded risk grades and only eligible borrowers are financed. Besides continuous training of
employees through digital media, Credit officers are imparted on the job and class room training on a continuous basis. Credit appraisal
processes are being reviewed regularly by Credit Monitoring teams and credit auditors and more risk filters are added whenever
necessary.

Collection risk: As the gold ornaments are liquid, collection in gold portfolio attaches minimal risks. We have developed a team of
trained Relationship Managers and sales staff for continuous engagement with the borrowers under verticals like Micro Finance,
Vehicle Finance, Housing loans, Micro loans etc to ensure timely payment of their dues. Collection efficiency of verticals are being
monitored closely by the Senior Management.

Concentration risk: As on 31/03/2024, our gold loan portfolio is 64% of our consolidated AUM. Gold loans are granted against liquid

securities for short period which substantially insulates from credit risk and liquidity risk. We have already diversified into Micro
Finance, Home Finance, Commercial Vehicles and budget to grow the new verticals so as to contain our exposure to gold to 50% of
the total AUM in ten years.

Our geographical presence is largely in the southern India. We are now giving thrust for opening new branches in north and north
eastern states which have high growth potentials. A geographical exposure limit will be fixed when operations of the new branches
are stabilised.

The credit risk management policy of the Company seeks to have following controls and key metrics that allows credit risks to be

identified, assessed, monitored and reported in a timely and efficient manner in compliance with regulatory requirements.

- Standardize the process of identifying new risks and designing appropriate controls for these risks.

- Maintain an appropriate credit administration and loan review system.

- Establish metrics for portfolio monitoring.

- Minimize losses due to defaults or untimely payments by borrowers.

- Design appropriate credit risk mitigation techniques.

In order to mitigate the impact of credit risk in the future profitability, the company makes reserves basis the expected credit Loss
(ECL) model for the outstanding loans as balance sheet date.

The below discussion describes the Company's approach for assessing impairment as stated in the significant accounting policies.

The Company considers a financial instrument defaulted and therefore Stage 3 (credit impaired) for ECL calculations in all cases
when the borrower becomes 90 days past due on its contractual payments.

As a part of a qualitative assessment of whether a customer is in default, the Company also considers a variety of instances that may
indicate unlikeness to pay. When such events occur, the Company carefully considers whether the event should result in treating the
customer as defaulted and therefore assessed as Stage 3 for ECL calculations ow whether Stage 2 is appropriate.

Exposure at Default (EAD)

The outstanding balance at the reporting date adjusted for subsequent realisations in the case of Gold Loan, is considered as EAD
by the Company. Considering that the PD determined above factors in amount at default, there is no separate requirement to
estimate EAD.

The Company uses historical information where available to determine PD. Considering the different products and schemes, the
Company has bifurcated its loan portfolio into various pools. For certain pools where historical information is available, the PD is
calculated using Incremental NPA approach considering fresh slippage of past 6 years. For those pools where historical information
is not available, the PD rates as stated by external reporting agencies is considered.

While estimating the expected credit loss, the company reviews macro-economic developments occurring in the economy and
the market it operates in. Forward looking information is considered in addition to historical default rates to assess the probability
of default for Stage 1 and Stage 2 of Loan contracts since it's initial recognition and its measurement of ECL. Accordingly, the
company has assessed that the macro-economic variables that may impact credit risk are GDP growth, Interest and Inflation rates,
Unemployment rates etc. Post management overlay, the PD percentages are mentioned below:

4) Onlending, Corporate Finance and Project and Industrial Finance Loan, external ratings or internal evaluation with a management
overlay for each customer.

5) Personal Loans and other verticals, external ratings or internal evaluation with a management overlay for each customer
industry segment.

* Excluding restructured loans, where in Vehicle loan Stage II restructured loans for CV-65% ,BUS -63% and CAR -100% as at March 31,2024.

** Excludes portfolio where PD has been considered at 100%

In case of Gold loans, incremental NPA is considered after taking into account auctions during the year since such cases are auctioned
and total dues are recovered even before the account turns NPA..

Loss Given Default

The Company determines its recovery rates by analysing the recovery trends over different periods of time after a loan has defaulted.
Based on its analysis of historical trends, homogenous nature of the loans etc, the Company has assessed that significant recoveries

*In case of Gold Loan the Loan To VaLue(LTV), at the time of disbursement is betow 75% (As per the RBI norms) and the remaining
value (25%) of asset held by the company acts as a margin of safety , protecting the company against volatility in asset price.LTV is
one of the factor for gradation of risk. Also it reflects in the fixing of interest rates of each type of loans/ schemes. Normally fixing
higher interest rate for loans having higher LTV% and vice versa.

LGD Rates have been computed internally based on the discounted recoveries in NPA accounts that are closed/ written off/
repossessed and upgraded during the year. LGD rates for SME, corporate loans and other loans is considered based on proxy FIRB

rates for secured loans.

In estimating LGD, the company reviews macro-economic developments taking place in the economy. Based on internal evaluation,
company has provided a management overlay in LGD computed for Vehicle and SME portfolios.

The Company has applied management overlays to the ECL Model to consider the impact of the Covid-19 pandemic on the provision.
The adjustment to the probability of default has been assessed considering the likelihood of increased credit risk and consequential
default due to the pandemic. The impact on collateral values is also assessed for determination of adjustment to the toss given default
and reasonable haircuts are applied wherever necessary. The number of days past due shatt exclude the moratorium period for the
purposes of asset classification as per the Company's policy

As per the RBI guidelines , the ECL policy has been approved by Audit Committe and the Board.Modifications to the ECL model, if
any, is approved by the Board. As part of the management overlays, as per the approved ECL policy, the management has adjusted
the underlying PD as mentioned above and in case of corporate loan by downgrading the ratings to one level lower) and LGD as
computed by ECL Model as mentioned above depending on the nature of the portfolio/borrower, the management's estimate of the
future stress and risk and available market information. Refer note 5.2(vii) to the financial statements.

Asset & Liability management

Asset and Liability Management (ALM) is defined as the practice of managing risks arising due to mismatches in the asset and liabilities.

Company's funding consists of both long term as well as short term sources with different maturity patterns and varying interest
rates. On the other hand, the asset book also comprises of loans of different duration and interest rates. Maturity mismatches are
therefore common and has an impact on the liquidity and profitability of the company. It is necessary for Company's to monitor and
manage the assets and liabilities in such a manner to minimize mismatches and keep them within reasonable limits.

The objective of this policy is to create an institutional mechanism to compute and monitor periodically the maturity pattern of the
various liabilities and assets of Company to (a) ascertain in percentage terms the nature and extent of mismatch in different maturity
buckets, especially the 1-30/31days bucket, which would indicate the structural liquidity (b) the extent and nature of cumulative

mismatch in different buckets indicative of short term dynamic Liquidity and © the residual maturity pattern of repricing of assets and
Liabilities which would show the likely impact of movement of interest rate in either direction on profitability. This policy will guide
the ALM system in Company.

The scope of ALM function can be described as follows:

- Liquidity risk management

- Management of market risks

- Others

Liquidity Risk

Liquidity risk refers to the risk that the Company may not meet its financiaL obLigations. Liquidity risk arises due to the unavaiLabiLity
of adequate funds at an appropriate cost or tenure. The objective of liquidity risk management is to maintain sufficient liquidity
and ensure that funds are available for use as per requirements. The Company consistently generates sufficient cash flows from
operating and financial activities to meet its financial obligations as and when they fall due. Our resource mobilisation team sources
funds from multiple sources, including from banks, financial institutions and capital markets to maintain a healthy mix of sources.
The resource mobilisation team is responsible for diversifying fund raising sources, managing interest rate risks and maintaining
a strong relationship with banks, financial institutions, mutual funds, insurance companies, other domestic and foreign financial
institutions and rating agencies to ensure the liquidity risk is well addressed.

Foreign Exchange Risk (FX Risk)

Forex Risk is a risk that exists when a financial transaction is denominated in a currency other than the domestic currency of the
company. Any appreciation/depreciation of the base currency or the depreciation/appreciation of the denominated currency will affect
the cash flows emanating from that transaction. The company has fully hedged the forex risk by derivative instruments.

Interest Rate Risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

We are subject to interest rate risk, principally because we lend to clients at fixed interest rates and for periods that may differ from
our funding sources, while our borrowings are at both fixed and variable interest rates for different periods. We assess and manage
our interest rate risk by managing our assets and liabilities. Our Asset Liability Management Committee evaluates asset liability
management, and ensures that all significant mismatches, if any, are being managed appropriately.

The Company has Board Approved Asset Liability Management (ALM) policy for managing interest rate risk and policy for determining

the interest rate to be charged on the loans given.

The following table demonstrates the sensitivity to a reasonably possible change in the interest rates on the portion of borrowings
affected. With all other variables held constant, the profit before taxes affected through the impact on floating rate borrowings,
as follows:

Price Risk

The Company's exposure to price risk is not material. The drop in gold prices is unlikely to have a significant impact on asset quality
of the company since the disbursement LTV is below 75% and average portfolio LTV as on the reporting period was 62% to 65%
only.However the sustained decrease in market price may cause for decrease in the size of our Gold Loan Portfolio and the interest
income.Management monitors the gold prices and other loans on regular basis.

Operational and business risk

Operational risk is the risk of loss arising from systems failure, human error, fraud or external events. When controls fail to
operate effectively, operational risks can cause damage to reputation, have legal or regulatory implications, or lead to financial
loss. The Company cannot expect to eliminate all operational risks, but it endeavours to manage these risks through a control
framework and by monitoring and responding to potential risks. Controls include effective segregation of duties, access, authorisation
and reconciliation procedures, staff education and assessment processes, such as the use of internal audit. A Risk Management
Committee comprising representatives of the Senior Management, reviews matters relating to operational and business risk,
including corrective and remedial actions as regards people and processes.

B. Qualitative Disclosure

The Company has adopted Liquidity Risk Management (LRM) framework on liquidity standards as prescribed by the RBI

guidelines and has put in place requisite systems and processes to enable periodical computation and reporting of the Liquidity
Coverage Ratio (LCR). The mandated regulatory threshold is embedded into the Liquidity Risk The Company computes the

LCR and reports the same to the Asset Liability Management Committee (ALCO) every month for review as well as to the ALM
Committee of the Board.

The Company follows the criteria laid down by RBI for calculation of High Quality Liquid Assets (HQLA),gross outflows and
inflows within the next 30-day period. HQLA predominantly comprises unencumbered Cash and Bank balances,Government
securities viz., Treasury Bills, Central and State Government securities, Investments in TREPs (Triparty Repo trades in Government
Securities provided by The Clearing Corporation of India).

The Board shall have the overall responsibility for management of liquidity risk. The Board shall decide the strategy,policies and
procedures to manage liquidity risk in accordance with the liquidity risk tolerance/limitsdecided by itfrom time to time.The ALM
Committee of the Board of Directors shall be responsible for evaluating the liquidity risk.Further details regarding management
responsibilities on Liquidity Risk Management is disclosed under note 56(vi).

Terms of Reference: -

1. Oversee the Company's financial reporting process and the disclosure of its financial information to ensure that the financial
statement is correct, sufficient and credible.

2. Recommending to the Board the appointment, reappointment, and if required, the replacement or removal of the statutory
auditor and the fixation of the audit fee.

3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.

4. Reviewing with management the annual financial statements before submission to the Board for approval with particular
reference to:

a) Matters required to be included in the Directors Responsibility Statement to be included in the board's report in terms of
clause(C) of Sub-section 3 of section 134 of the Companies Act, 2013.

b) Changes if any in accounting policies and practices and reasons for the same.

c) Major accounting entries involving estimates based on the exercise of judgment by management.

d) Significant adjustments made in the financial statement arising out of audit findings.

e) Compliance with listing and other legal requirements relating to the financial statements.

f) Disclosure of any related party transactions.

g) Qualifications in the draft audit report.

5. Reviewing with the management the quarterly financial statements before submission to the board for approval.

6. Reviewing, with the management, the statement of uses/ application of funds raised through an issue (public issue, rights issue,
preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/ prospectus/
notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and
making appropriate recommendations to the Board to take up steps in this matter;

7. Review and monitor the auditor's independence and performance, and the effectiveness of the audit process;

8. Approval or any subsequent modification of transactions of the company with related parties;

9. Scrutiny of inter-corporate loans and investments;

10. Valuation of undertakings or assets of the company, wherever it is necessary;

11. Evaluation of internal financial controls and risk management systems;

12. Reviewing the management performance of the statutory and internal auditors and the adequacy of the internal control system.

13. Reviewing the adequacy of the internal audit function if any including the structure of internal audit department, staffing and
seniority of the official heading the department, reporting structure coverage and frequency of internal audit.

14. Discussion with internal auditors regarding any significant findings and fottow-up thereon.

15. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or
irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board.

16. Discussion with statutory auditors before the audit commences about the nature and scope of the audit as well as post-audit
discussions to ascertain any area of concern.

17. To look into the reasons for substantial defaults in the payments to the depositors, debenture - holders, shareholders (in case
of non-payment of declared dividends) and creditors.

18. To review the function of whistle blower mechanism in case the same exists.

19. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or
discharging that function) after assessing the qualifications, experience and background, etc. of the candidate;

20. Monitoring the end use of funds raised through public offers and related matters.

21. Carrying out any other function as mentioned in the terms of reference of the audit committee.

22. Reviewing the utilization of loans and/ or advances from/ investment by the holding company in the subsidiary exceeding rupees
100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans/ advances/ investments existing
as on the date of coming into force of this provision.

23. Consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger, amalgamation etc., on
the listed entity and its shareholders.

24. The Audit Committee must ensure that an Information System Audit of the internal systems and processes is conducted at least
once in two years to assess operational risks faced by the NBFCs.

The committee shall effectively discharge its roles and responsibilities in the following manner:

I. Role of Nomination:

a) The Committee shall put in place a broader policy describing the qualification, experience and other positive attributes for
selection of Executive/whole time directors including their age of retirement.

b) The committee shall formulate and put in place guiding principles to determine the qualities, qualifications, and the
parameters to determine the 'fit and proper' criteria for appointment of independent Directors keeping in mind the diversity
quotient the company's board shall maintain from time to time and subject to the applicable regulatory requirements.

c) Filling in a timely manner vacancy on the board of the company including the position of executive/whole time directors.

d) Selection of directors, key management personnel and persons to be appointed in senior management positions as defined
by the board and recommend to the board for their appointment and removal thereof.

II. Role of Fixing Remuneration and Evaluation of Performance.

a. The committee shall formulate and recommend to the Board of Directors of the Company for its approval a policy
relating to the remuneration for the Directors, Key managerial Personnel, Senior Management* and other employees from
time to time.

b. The policy as aforesaid shall be formulated to ensure that-

1. The level and composition of remuneration are reasonable and sufficient to attract, retain and motivate directors of
the quality required to run the company successfully;

2. Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

3. Remuneration to directors, key managerial personnel and senior management involves a balance between fixed and
incentive pay reflecting short and long term performance objectives appropriate to the working of the company and
its goals;

c. The committee shall review the performance of individual directors of the company on a yearly basis at the end of each
financial year or at such periodicity as the committee deems fit and recommend to the board on the basis of such review,
whether a director to be recommended for re- appointment or not.

d. The committee shall review the performance of the Executive/Whole time Directors of the company and fix suitable
compensation packages in consideration of their performance, contributions, the general business environment in which
the company operates and financial position of the company. The remuneration package may be a combination of fixed
and performance based bonus/incentives for the period under review.

e. The committee shall along with the management review the performance of Key managerial personnel and senior
management* persons on a periodical basis and fix their remuneration packages in accordance with the policies approved
by the Board. The period of gap between two such reviews shall not elapse fifteen months.

f. As per SEBI (LODR)Regulations,2018 (Amendment Regulations) dated May 9,2018, the additional responsibilities entrusted

with Nomination Compensation and Corporate Governance Committee with effect from 1^st April 2019 are as follows: -

1. NRC shall revisit the list of Senior Management to assess the additions to the list.

2. NRC shall recommend remuneration of Senior Management* to the Board

3. Formulating Succession Planning for Senior Management.

4. Review and affirm the senior management* shall abide by the code of conduct on an annual basis.

5. Senior Management* shall make disclosure to the Board relating to all material, Financial and Commercial transactions,
where they have a personal interest that may have a potential conflict with the interest of the Company at a large.

III. Role on ensuring Compliance on governance standards.

a. The committee shall ensure that at all times, the board of the company has a fair combination of independent, non-executive
and executive directors meeting the governance standards set by the board and in compliance with regulatory requirements,
SEBI (LODR) Regulations, 2015 etc. prevailing from time to time.

b. Ensure that the organization structure and flow of command meets the governance standard set for the internal
management of the company.

c. The committee may evaluate and put in place proper mechanism for refreshment trainings for directors on relevant subject.

d. The committee shall evaluate and put in place a proper mechanism to ensure that the independence of independent
directors are always maintained and to ensure that there are no situations which suggest the existence of circumstances
resulting in the loss of independence of any directors of the company.

e. The committee shall put in place subject to the provisions of applicable laws, policies and procedure for determining the
retirement and re-appointment of independent and other directors on the board of the company.

f. Committee shall ensure that at all times the sub committees of the Board is functioning and are constituted according to
the regulatory requirement and governance policies of the company.

g. The committee shall oversee the overall governance standards and policies of the company and delegation of authorities
to match with the best practices in relation to the size of the company and the level of its operations to protect the interest
of all stake holders.

A) The purpose of the RMC reviews the risk management framework and risk appetite of the Company, examine the adequacy and
effectiveness of the risk management policy, and ensure appropriate / adequate reporting to the Board with recommendations
where required. To this effect the RMC will:

(i) Oversee the development and implementation of the risk management strategy and practices by the Company and assess
the effectiveness thereof.

(ii) Ensure that the Company has an appropriate and effective mechanism to identify, measure, control and monitor all
applicable risks on a timely basis and as accurately as feasible.

(iii) Call for appropriate data/ information to confirm the risk assessments of the past or projections for the future including
development of any key performance or risk tolerance indicators.

(iv) Ensure that the risk management policy in force is in tune with regulatory requirements, corporate governance standards,
emerging new risks and industry best practices.

(v) Review major breaches in policy.

(vi) Appraise uncovered/ residual risks to the Board.

(vii) Continuous Monitoring of the existence of Cyber security in the Company

(viii) Assess the capacity of the Company to withstand major 'shocks', financial or otherwise, caused by market forces, regulatory
directives, environment, any other external factors or internal upheavals.

(ix) To formulate a detailed risk management policy which shall include:

1) A framework for identification of internal and external risks specifically faced by the listed entity, in particular including
financial, operational, sectoral, sustainability (particularly, ESG related risks), information, cyber security risks or any
other risk as may be determined by the Committee.

2) Measures for risk mitigation including systems and processes for internal control of identified risks.

3) Business continuity plan.

(x) To ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated
with the business of the Company;

(xi) To monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk
management systems;

(xii) To periodically review the risk management policy, at least once in two years, including by considering the changing
industry dynamics and evolving complexity;

(xiii) To keep the board of directors informed about the nature and content of its discussions, recommendations and actions
to be taken;

(xiv) The appointment, removal and terms of remuneration of the Chief Risk Officer (if any) shall be subject to review by the Risk
Management Committee;

(xv) The Risk Management Committee shall coordinate its activities with other committees, in instances where there is any
overlap with activities of such committees, as per the framework laid down by the board of directors."

Role of the CSR Committee include:-

i. Formulate and Draft the CSR policy and recommend the same to the Board for approval;

ii. Review and recommend any new CSR initiatives to be taken up by the company including the selection/appointment of
implementation agencies;

iii. Review the progress of CSR projects already undertaken by the company and the utilization of budgets for each such projects;

iv. Review and recommend any amendments to be made in the CSR policy of the Company;

v. Formulate and recommend to the board monitoring and reporting mechanism for the projects or programmes.

vi. Formulate and recommend to the board details of need and impact assessment, if any, for the projects undertaken by
the company.

vii To carry such other functions as may be delegated to it by the board relating to CSR activities of the Company

viii. Review and recommend the CSR report to be included in the board's report.

ix. Formulate and recommend to the board the list of CSR projects or programmes that are approved to be undertaken in areas or
subjects specified in Schedule VII of the Act

x. Formulate and recommend to the board the manner of execution of such projects or programmes.

xi. Formulate and recommend to the board the modalities of utilisation of funds and implementation schedules for the projects or
programmes.

Terms of Reference of Asset - Liability Management Committee (ALCO):

I. The committee shall meet once in a month and transact the following business;

a. Management of liquidity position, long term and short term.

b. Review of ALM Returns to be submitted to RBI.

c. Decision on disposal of surplus funds of the company for shorter durations (up to 6 months).

d. Pricing of the products of the company depending upon the cost and benefit analysis both on the asset side and liability
side of the balance sheet.

e. Notwithstanding anything stated herein above, the committee shall consider and discharge such other functions as may
be necessary for the day to day management of the company or such other functions as may be directed by RBI from
time to time.

II. CEO of the company shall act as the chairman of the committee and in his absence any other member shall act as the Chairman
of the committee and shall chair the meeting.

III. The committee shall have power to invite such other officers or employees of the company as and when required.

IV. The committee shall function under the overall supervision of the Risk management committee constituted under RBI Directives.

V. CFO shall act as the member secretary of the committee.

Discussion paper covering the following areas will be deliberated by ALCO namely;

• Liquidity risk management

• Management of market risk

• Funding and capital planning

• Profit planning and growth projection

• Forecasting and analyzing 'What if scenario' and preparation of contingency plans

Functions and Duties

The committee shall be responsible for overseeing and dealing with operational matters from time to time. Such matters include: -

(i) Investments

(a) To deliberate and make recommendation to the Board on all transactions and matters relating to the business of the
company or its investments.

(b) Dispose the short term surplus of the company in eligible short term investment instruments and securities with a maturity
period of not more than one year as recommended by the ALM committee of the company or to meet any statutory
obligations or cash collaterals as part of lending arrangement or as caution deposits and also to authorize officers or

directors for the purpose.

(ii) Financial Arrangements

a) Approve financial arrangements whether as working capital demand loans or against assignment of receivables of the
company or buy out of port folios or by such other means with banks and other financial institutions including the signing

of such documents for facilities within the borrowing powers of the Board.

b) Approve the creation of any mortgage/charge or other encumbrance over the company's properties or assets for the
above purposes.

c) Approve the issuing or providing or permitting the company to issue or provide any form of guarantee or indemnity or
other financial or non-financial support in the ordinary course of business.

d) To consider the issue of commercial papers and other short term or long term instruments for raising funds from the market.

e) Authorize changes in signatories in respect of accounts maintained by the company with banks and other financial
institutions.

f) Authorization for opening, operation and Closing of Bank Accounts in different centres for different branches.

g) Approve fully hedged foreign currency transactions, including External Commercial Borrowings, Trade Credits, Inter
Corporate Deposits and Foreign currency denominated Loans with domestic and overseas banks, investor classes,
corporate and other financial institutions.

h) Buyback or Re-purchase of NCDs and other Debt Securities.

i) Allotment of Debentures and Bonds: -

1) Approve the allotment of debentures and bonds including domestic and overseas fully hedged foreign currency
instruments issued by the Company within in the overall limit set for the issue and the creation/modification/
satisfaction of mortgage/charge on such debentures/bonds as the case may be.

2) Allotment of Shares under Employees Stock Option Schemes approved by Board from time to time.

j) Others:

1) Authorizing officers of the company for making necessary application for registration under different enactments for
employee welfare, fiscal and other municipal or local or subordinate legislations.

2) Authorizing officers of the company by grant of power of attorneys or by resolution so as to represent before
Government, Judicial or quasi - judicial bodies or other authorities for sanction, approval or other permissions on
such matters affecting the business of the company.

3) Authorizing officers of the company by grant of power of attorneys or by way of resolution for matters in connection
with day to day business activities, opening of branches, execution of rent/tenancy agreements, represent the
company before any statutory or regulatory bodies.

The functions of the Debenture Committee include:

(i) authorization of any director or directors of the Company or other officer or officers of the Company, including by the grant of
power of attorneys, to do such acts, deeds and things as such authorized person in his/her/its absolute discretion may deem
necessary or desirable in connection with the issue, offer and allotment of the Bonds;

(ii) giving or authorizing the giving by concerned persons of such declarations, affidavits, certificates, consents and authorities as
may be required from time to time;

(iii) appointing the lead managers to the issue in accordance with the provisions of the Debt Regulations;

(iv) seeking, if required, any approval, consent or waiver from the Company's lenders, and/or parties with whom the Company has
entered into various commercial and other agreements, and/or any/all concerned government and regulatory authorities in
India, and/or any other approvals, consents or waivers that may be required in connection with the issue, offer and allotment
of the Bonds;

(v) deciding, approving, modifying or altering the pricing and terms of the Bonds, and all other related matters, including the
determination of the size of the Bond issue up to the maximum limit prescribed by the Board and the minimum subscription for
the Issue;

(vi) approval of the draft and final prospectus or disclosure document as the case may be (including amending, varying or modifying
the same, as may be considered desirable or expedient) as finalized in consultation with the lead managers, in accordance with
all applicable laws, rules, regulations and guidelines;

(vii) seeking the listing of the Bonds on any Indian stock exchange, submitting the listing application to such stock exchange and
taking all actions that may be necessary in connection with obtaining such listing;

(viii) appointing the registrar and other intermediaries to the Issue, in accordance with the provisions of the Debt Regulations

(ix) finalization of and arrangement for the submission of the draft prospectus to be submitted to the Stock Exchange(s) for receiving
comments from the public and the prospectus to be filed with the Stock Exchange(s), and any corrigendum, amendments
supplements thereto;

(x) appointing the debenture trustee and execution of the trust deed in connection with the Issue, in accordance with the provisions
of the Debt Regulations;

(xi) authorization of the maintenance of a register of holders of the Bonds;

(xii) finalization of the basis of allotment of the Bonds including in the event of over-subscription;

(xiii) finalization of the allotment of the Bonds on the basis of the applications received;

(xiv) acceptance and appropriation of the proceeds of the Issue; and

(xv) To generally do any other act and/or deed, to negotiate and execute any document/s, application/s, agreement/s, undertaking/s,
deed/s, affidavits, declarations and certificates, and/or to give such direction as it deems fit or as may be necessary or desirable
with regard to the Issue.

Frequency of meetings, powers, roles and responsibilities and other matters / terms of reference of IT Strategy Committee related to
IT Governance shall be as per RBI Master Direction including any amendments thereto from time to time. IT Strategy Committee will
carry out review and amend the IT strategies in line with the corporate strategies, Board Policy reviews, cyber security arrangements
and any other matters related to IT Governance. (RBI Master Direction on Information Technology Framework for the NBFC Sector
(SI) dated June 08, 2017)

IT Strategy Committee may delegate any of its powers / roles / responsibilities and may constitute sub-committees including IT
Steering Committee as may be required for complying with RBI Master Direction and proper implementation of IT Governance.
Minutes of IT Strategy Committee shall periodically be placed before the Board.

Terms of Reference:

1. Oversee the Company's financial reporting process and the disclosure of its financial information to ensure that the financial
statement is correct, sufficient and credible.

2. Recommending to the Board the appointment, reappointment, and if required, the replacement or removal of the statutory
auditor and the fixation of audit fee.

3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.

4. Reviewing with management the annual financial statements before submission to the Board for approval with particular
reference to:

a) Matters required to be included in the Directors Responsibility Statement to be included in the board's report in terms of
clause (c) of Sub-section 3 of section134 of the Companies Act, 2013.

b) Changes if any in accounting policies and practices and reasons for the same.

c) Major accounting entries involving estimates based on the exercise of judgment by management.

d) Significant adjustment made in the financial statement arising out of audit findings.

e) Compliance with listing and other legal requirements relating to the financial statements.

f) Disclosure of any related party transactions.

g) Qualifications in the draft audit report.

5. Reviewing with the management the quarterly financial statements before submission to the board for approval.

6. Reviewing, with the management, the statement of uses/ application of funds raised through an issue (public issue, rights issue,
preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/ prospectus/
notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and
making appropriate recommendations to the Board to take up steps in this matter;

7. Review and monitor the auditor's independence and performance, and effectiveness of audit process;

8. Approval or any subsequent modification of transactions of the company with related parties;

9. Scrutiny of inter-corporate loans and investments;

10. Valuation of undertakings or assets of the company, wherever it is necessary;

11. Evaluation of internal financial controls and risk management systems;

12. Reviewing with the management performance of the statutory and internal auditors and adequacy of the internal control system.

13. Reviewing the adequacy of internal audit function if any including the structure of internal audit department, staffing and seniority
of the official heading the department, reporting structure coverage and frequency of internal audit.

14. Discussion with internal auditors regarding any significant findings and follow-up thereon.

15. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or
irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board.

16. Discussion with statutory auditors before audit commences about the nature and scope of audit as wett as post-audit discussions
to ascertain any area of concern.

17. To took into the reasons for substantial defaults in the payments to the depositors, debenture - holders, shareholders (in case
of non-payment of declared dividends) and creditors.

18. To review the function of whistle blower mechanism in case the same exists.

19. Approval of appointment of CFO (i.e., the whote-time Finance Director or any other person heading the finance function or
discharging that function) after assessing the qualifications, experience and background, etc. of the candidate;

20. Monitoring the end use of funds raised through public offers and related matters.

21. Carrying out any other function as mentioned in the terms of reference of audit committee.

22. Reviewing the utilization of loans and/ or advances from/ investment by the holding company in the subsidiary exceeding rupees
100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans/ advances/ investments existing
as on the date of coming into force of this provision.

23. Consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger, amalgamation etc., on
the listed entity and its shareholders.

The committee shall effectively discharge its roles and responsibilities in the following manner:

I. Role of Nomination:

a) The Committee shall put in place a broader policy describing the qualification, experience and other positive attributes for
selection of Executive/whole time directors including their age of retirement.

b) The committee shall formulate and put in place guiding principles to determine the qualities, qualifications, and the
parameters to determine the 'fit and proper' criteria for appointment of independent Directors keeping in mind the diversity
quotient the company's board shall maintain from time to time and subject to the applicable regulatory requirements.

c) Filling in a timely manner vacancy on the board of the company including the position of executive/whole time directors.

d) Selection of directors, key management personnel and persons to be appointed in senior management positions as defined
by the board and recommend to the board for their appointment and removal thereof.

II Role of Fixing Remuneration and Evaluation of Performance.

a. The committee shall formulate and recommend to the Board of Directors of the Company for its approval a policy relating
to the remuneration for the Directors, Key managerial Personnel, Senior Management* and other employees from
time to time.

b. The policy as aforesaid shall be formulated to ensure that-

1. The level and composition of remuneration are reasonable and sufficient to attract, retain and motivate directors of
the quality required to run the company successfully;

2. Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

3. Remuneration to directors, key managerial personnel and senior management involves a balance between fixed and
incentive pay reflecting short and long term performance objectives appropriate to the working of the company and
its goals;

c. The committee shall review the performance of individual directors of the company on a yearly basis at the end of each
financial year or at such periodicity as the committee deems fit and recommend to the board on the basis of such review,
whether a director to be recommended for re- appointment or not.

d. The committee shall review the performance of the Executive/Whole time Directors of the company and fix suitable
compensation packages in consideration of their performance, contributions, the general business environment in which
the company operates and financial position of the company. The remuneration package may be a combination of fixed
and performance based bonus/incentives for the period under review.

e. The committee shall along with the management review the performance of Key managerial personnel and senior
management* persons on a periodical basis and fix their remuneration packages in accordance with the policies approved
by the Board. The period of gap between two such reviews shall not elapse fifteen months.

f. As per SEBI (LODR)Regulations,2018 (Amendment Regulations) dated May 9,2018, the additional responsibilities entrusted

with Nomination Compensation and Corporate Governance Committee with effect from 1^st April 2019 are as follows: -

1. NRC shall revisit the list of Senior Management to assess the additions to the list.

2. NRC shall recommend remuneration of Senior Management* to the Board

3. Formulating Succession Planning for Senior Management.

4. Review and affirm the senior management* shall abide by the code of conduct on an annual basis.

5. Senior Management* shall make disclosure to the Board relating to all material, Financial and Commercial transactions,
where they have a personal interest that may have a potential conflict with the interest of the Company at a large.

*For the purpose of this Code the term 'senior management' shall mean the officers and personnel of the listed entity who
are members of its core management team, excluding the Board of Directors, and shall also comprise all the members of
the management one level below the Chief Executive Officer or Managing Director or Whole Time Director or Manager
(including Chief Executive Officer and Manager, in case they are not part of the Board of Directors) and shall specifically
include the functional heads, by whatever name called and the Company Secretary and the Chief Financial Officer.

*For the purpose of this Code the term "Senior Management” shall mean and include Chief Financial Officer, Head -
Analytics and Business Review, Company Secretary, Vice President - Compliance, Chief Risk Officer, Head - Information
Technology Department, Head - Human Resource Department, Head - Internal Audit Department, HRM Training Head,Head
of Sales Dept, Head of Operation Dept, Head of Vigilance Dept

III. Role on ensuring Compliance on governance standards.

a. The committee shall ensure that at all times, the board of the company has a fair combination of independent, non-executive
and executive directors meeting the governance standards set by the board and in compliance with regulatory requirements,
SEBI (LODR) Regulations, 2015 etc. prevailing from time to time.

b. Ensure that the organization structure and flow of command meets the governance standard set for the internal
management of the company.

c. The committee may evaluate and put in place proper mechanism for refreshment trainings for directors on relevant subject.

d. The committee shall evaluate and put in place a proper mechanism to ensure that the independence of independent
directors are always maintained and to ensure that there are no situations which suggest the existence of circumstances
resulting in the loss of independence of any directors of the company.

e. The committee shall put in place subject to the provisions of applicable laws, policies and procedure for determining the
retirement and re-appointment of independent and other directors on the board of the company.

f. Committee shall ensure that at all times the sub committees of the Board is functioning and are constituted according to
the regulatory requirement and governance policies of the company.

g. The committee shall oversee the overall governance standards and policies of the company and delegation of authorities
to match with the best practices in relation to the size of the company and the level of its operations to protect the interest
of all stake holders.

Other Powers

In addition to what is stated above, the Committee shall discharge such other functions as may be delegated to it by the Board or
prescribed under any law, rules, regulations or orders or directions of any statutory or regulatory body including stock exchanges
where the securities of the company are listed.

(iii) Call for appropriate data/ information to confirm the risk assessments of the past or projections for the future including
development of any key performance or risk tolerance indicators.

(iv) Ensure that the risk management policy in force is in tune with regulatory requirements, corporate governance standards,
emerging new risks and industry best practices.

(v) Review major breaches in policy.

(vi) Appraise uncovered/ residual risks to the Board.

(vii) Continuous Monitoring of the existence of Cyber security in the Company

(viii) Assess the capacity of the Company to withstand major 'shocks', financial or otherwise, caused by market forces, regulatory
directives, environment, any other external factors or internal upheavals.

(ix) To formulate a detailed risk management policy which shall include:

a) A framework for identification of internal and external risks specifically faced by the listed entity, in particular including
financial, operational, sectoral, sustainability (particularly, ESG related risks), information, cyber security risks or any
other risk as may be determined by the Committee.

b) Measures for risk mitigation including systems and processes for internal control of identified risks.

c) Business continuity plan.

(x) To ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated
with the business of the Company;

(xi) To monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk
management systems;

(xii) To periodically review the risk management policy, at least once in two years, including by considering the changing
industry dynamics and evolving complexity;

(xiii) To keep the board of directors informed about the nature and content of its discussions, recommendations and actions
to be taken;

(xiv) The appointment, removal and terms of remuneration of the Chief Risk Officer (if any) shall be subject to review by the Risk
Management Committee;

(xv) The Risk Management Committee shall coordinate its activities with other committees, in instances where there is any
overlap with activities of such committees, as per the framework laid down by the board of directors."

B) The RMC shall be empowered to call for any studies, information, data or analyses in matters pertaining to management
of risk from the officers of the Company, issue orders for investigation on any risk related subject including constitution
of any sub-committee for such purpose and seek the opinions or reports of independent experts/ professionals where
considered desirable or essential.

C) The Risk Management Committee shall have powers to seek information from any employee, obtain outside legal or other
professional advice and secure attendance of outsiders with relevant expertise, if it considers necessary.

e) Authorize changes in signatories in respect of accounts maintained by the company with banks and other financial
institutions.

f) Authorization for opening, operation and Closing of Bank Accounts in different centres for different branches.

g) Approve fully hedged foreign currency transactions, including External Commercial Borrowings, Trade Credits, Inter
Corporate Deposits and Foreign currency denominated Loans with domestic and overseas banks, investor classes,
corporate and other financial institutions.

h) Buyback or Re-purchase of NCDs and other Debt Securities.

i) Allotment of Debentures and Bonds: -

a) Approve the allotment of debentures and bonds including domestic and overseas fully hedged foreign currency
instruments issued by the Company within in the overall limit set for the issue and the creation/modification/
satisfaction of mortgage/charge on such debentures/bonds as the case may be.

b) Allotment of Shares under Employees Stock Option Schemes approved by Board from time to time.

j) Others:

a) Authorizing officers of the company for making necessary application for registration under different enactments for
employee welfare, fiscal and other municipal or local or subordinate legislations.

b) Authorizing officers of the company by grant of power of attorneys or by resolution so as to represent before
Government, Judicial or quasi - judicial bodies or other authorities for sanction, approval or other permissions on
such matters affecting the business of the company.

c) Authorizing officers of the company by grant of power of attorneys or by way of resolution for matters in connection
with day to day business activities, opening of branches, execution of rent/tenancy agreements, represent the
company before any statutory or regulatory bodies.

(iv) seeking, if required, any approval, consent or waiver from the Company's Lenders, and/or parties with whom the Company has
entered into various commercial and other agreements, and/or any/all concerned government and regulatory authorities in
India, and/or any other approvals, consents or waivers that may be required in connection with the issue, offer and allotment
of the Bonds;

(v) deciding, approving, modifying or altering the pricing and terms of the Bonds, and all other related matters, including the
determination of the size of the Bond issue up to the maximum limit prescribed by the Board and the minimum subscription for
the Issue;

(vi) approval of the draft and final prospectus or disclosure document as the case may be (including amending, varying or modifying
the same, as may be considered desirable or expedient) as finalized in consultation with the lead managers, in accordance with
all applicable laws, rules, regulations and guidelines;

(vii) seeking the listing of the Bonds on any Indian stock exchange, submitting the listing application to such stock exchange and
taking all actions that may be necessary in connection with obtaining such listing;

(viii) Appointing the registrar and other intermediaries to the Issue, in accordance with the provisions of the Debt Regulations;

(ix) finalization of and arrangement for the submission of the draft prospectus to be submitted to the Stock Exchange(s) for receiving
comments from the public and the prospectus to be filed with the Stock Exchange(s), and any corrigendum, amendments
supplements thereto;

(x) appointing the debenture trustee and execution of the trust deed in connection with the Issue, in accordance with the provisions
of the Debt Regulations;

(xi) authorization of the maintenance of a register of holders of the Bonds;

(xii) finalization of the basis of allotment of the Bonds including in the event of over-subscription;

(xiii) finalization of the allotment of the Bonds on the basis of the applications received; (xiv)acceptance and appropriation of the
proceeds of the Issue; and

(xiv) To generally do any other act and/or deed, to negotiate and execute any document/s, application/s, agreement/s, undertaking/s,
deed/s, affidavits, declarations and certificates, and/or to give such direction as it deems fit or as may be necessary or desirable
with regard to the Issue.

Note 72: Divergence in asset classification and provisioning above a certain threshold to be decided by the
Reserve Bank.

Divergence in asset classification and provisioning above a certain threshold to be decided by the Reserve Bank:-Nit

Note 73: Items of income and expenditure of exceptional nature.

There are no items of income and expenditure of exceptional nature for the financial years ended March 31, 2024 and March 31, 2023

Note 74:Disclosure on modified opinion,If any,expressed by auditors,its impact on various financial items and
views of management on audit qualifications

The auditors have expressed an unmodified opinion on the standalone financial statements of the Company for the financial years
ended March 31, 2023 and March 31, 2024.

Note 75: Disclosure on Long Tem Contracts

The company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses

Note 76: Disclosure on Investor Education and Protection Fund

Amount of Unclaimed dividend 4.40 Mn transferred to the Investor Education and Protection Fund during the year 2023-24.

Note 77: Unsecured advances

The Company has not granted unsecured advances against collateral of intangible securities such as charge over the rights, licenses
or authority

Note 78: Previous year figures

Previous year figures have been regrouped/reclassified, where necessary, to conform current year's classification.

As per our Report of even date

For M S K A & Associates For and on behalf of the Board of Directors

Chartered Accountants

ICAI Firm Registration No:105047W

Sd/- Sd/- Sd/-

Tushar Kurani V. P. Nandakumar V. R. Ramachandran

Partner Managing Director & CEO Non Executive Director

Membership No: 118580 DIN: 00044512 DIN:00046848

Place :Kotkata

For S K Patodia & Associates LLP

Chartered Accountants

ICAI Firm Registration No:112723W/W100962

Sd/- Sd/- Sd/-

Ankush Goyal Bindu A. L Manoj Kumar V. R

Partner Chief Financial Officer Company Secretary

Membership No:146017

Place: Valapad Place: Valapad

Date: 24^th May, 2024 Date: 24^th May, 2024