Your Board of Directors is pleased to present the 39^th Annual Report together with the Company's
Audited Financial Statements and the Auditor's report for the year ended 31^st March 2024.

FINANCIAL RESULTS: R in Lakhs)

STATE OF COMPANY AFFAIRS & OVERVIEW:

The equity shares of the company are listed on BSE Limited. The company has invested its surplus
fund in fixed deposits & securities. The Company registered a total income of Rs. 9.74 lakhs as
compared to Rs. 8.09 lakhs in the previous year and registered a Loss after tax of Rs. 15.41 lakhs
as compared to a Loss after tax of Rs. 15.93 lakhs in the previous year. During the year, the decline
in loss is attributable to a rise in other income. There was no change in the nature of business of
the Company and the Company has not earned any operating revenues during the period, under
review.

The Financial Statements for the year ended 31^st March, 2024 have been prepared in accordance
with the accounting principles generally accepted in India, including the Indian Accounting
Standards (IND AS) specified under section 133 of the Companies Act, 2013, as amended (“the
Act”) read with the Companies (Indian Accounting Standards) Rules, 2015.

ANNUAL PERFORMANCE REVIEW:

As per the provisions of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure
Requirements) Regulations 2015, the Board has carried out the annual evaluation of its own
performance, and of each of the Directors individually, including the independent directors, as well
as the working of its committees based on the criteria and framework adopted by the Board on the
recommendation of Nomination & Remuneration Committee Meeting.

OPPORTUNITIES AND THREATS:

India continues to shine as a bright spot. It is the fifth-largest economy in the world and is poised
to retain its position as the world's fastest-growing major economy. Its GDP growth remained
buoyant at 7.3% in FY 2023-24 as against 7.2% in FY 2022- 23 was supported by robust domestic

demand, moderate inflation, a stable interest rate environment, and strong foreign exchange
reserves. The International Monetary Fund (IMF) commended India's economic resilience, robust
growth, and notable progress in formalization and digital infrastructure. India's economic outlook
is optimistic as it reaps the benefits of demographic dividend, physical and digital infrastructure
enhancements, increased capital expenditure and the government's proactive policy measures
such as Production Linked Incentive (PLI) Schemes. According to the IMF, the Indian economy is
expected to expand steadily at 6.5% in 2024.

OUTLOOK:

Your Company is engaged in investment activities and other financial services during the year
under review, hence the requirement of segment-wise reporting is considered irrelevant. The
Company carries shares and securities in its books. Any change in fair value of financial
instruments are adjusted/reflected in other Comprehensive Income.

During the year, the Company does not have any operating revenues and other income mainly
comprises interest income on bank deposits. Your company has a proper and adequate system of
internal controls commensurate to the size of its operations to ensure that financial transactions
are properly authorized and reported correctly.

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION:

There are no material changes and commitments, affecting the financial position of the Company
that have occurred between the close of the financial year ended 31st March, 2024 and the date of
this Board's Report.

RESERVES:

Due to the losses during the year, the company has not transferred any amount to the reserve.
DIVIDEND:

In view of the accumulated losses, your Directors regret their inability to recommend any dividend
on the Preference or Equity Shares.

SHARE CAPITAL:

During the year, there was no change in the issued, subscribed and paid-up capital of the Company.

HOLDING COMPANY, SUBSIDIARY COMPANY AND ASSOCIATE COMPANIES:

Rainbow Investments Limited continues to remain the holding Company of your Company. The
Company does not have any Subsidiary or Associate Company.

ANNUAL RETURN:

In view of the amendment in provisions of Sections 92 and 134 of the Companies Act, 2013 and
Rule 12 of the Companies (Management and Administration) Amendment Rules, 2021, effective
from 5^th March, 2021, the Company has not annexed the Extract of Annual Return in the prescribed
form (MGT-9) for the financial year ended on 31^st March, 2024 to this Report.

The draft Annual return of the Company is available on the website of the Company at the link:
http://www.easyfincorp.com/images/pdf/anu report23-24.pdf

PUBLIC DEPOSITS:

Your Company has not accepted any public deposits under Chapter V of the Companies Act, 2013.

CORPORATE SOCIAL RESPONSIBILITY:

As the Company does not meet the criteria mentioned in section 135 of the Companies Act, 2013,
the provisions of Corporate Social Responsibility are not applicable.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Details of particulars of Investments made are provided in note no. 3 in the financial statement.
Further, the Company has not given any loan or provided any guarantee or security during the
financial year.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of Directors consists of Six Non-Executive Directors of which Mr. Rama Chandra Kurup
and Mr. Tarun Goyal are the Independent Directors.

Mr. Kedarisetty Naga Mahesh Kumar resigned as Independent Director of the company with effect
from 15^th May 2024 due to his old age and other pre-occupation. Consequently, the Board on the
recommendation of the Nomination and Remuneration Committee appointed Mr. Tarun Goyal as
Additional Non-Executive Independent Director of the company with effect from 22^nd May, 2024.
The Board also recommend his appointment as an Independent Director of the Company for the
first term of five years to the shareholders of the Company.

Mr. Ashish Kumar Chaudhuri was reappointed as Chief Executive Officer with effect from 1^st
October 2023 on the expiry of his previous term. Mr. Subir Das was reappointed as Chief Financial
Officer of the Company, with effect from 1^st December 2023 on the expiry of his previous term.

DECLARATION BY INDEPENDENT DIRECTORS:

The Company had received declarations from the Independent Directors confirming that they
meet the criteria of Independence as prescribed under the provisions of Section 149(6) of the
Companies Act, 2013 and Regulation 16(1) (b) read with Regulation 25(8) of the SEBI Listing
Regulations. They have also complied with the code for Independent directors prescribed in
Schedule IV of the Companies Act, 2013. Further, the Independent Directors have confirmed that
they have included their names in the data bank of Independent Directors maintained with the
Indian Institute of Corporate Affairs in terms of Section 150 of the Act read with Rule 6 of the
Companies (Appointment & Qualification of Directors) Rules, 2014. The Board has taken on record
these declarations after undertaking the due assessment of the veracity of the same.

NUMBER OF MEETINGS OF THE BOARD:

Durins the year following Seven (7) meetings of the Board of Directors were convened and held.

AUDIT COMMITTEE:

The Audit Committee of the Board of Directors consists of:

• Mr. Atul Lakhotia (Non-Executive Non-Independent Director)

• Mr. K. N. Mahesh Kumar (Independent Director) (Resigned on 15^th May, 2024)

• Mr. Rama Chandra Kurup (Independent Director)

• Mr. Tarun Goyal (Independent Director) (Appointed on 22^nd May, 2024)

During 2023-2024, Four (4) Audit committee meetings were held. Details are as follows:

The terms of reference of the Committee are in accordance with the provisions of Section 177 of
the Companies Act, 2013. Chief Financial Officer and Chief Executive Officer are the permanent
invitees to the Committee meetings and Company Secretary acts as the permanent secretary of
this committee.

Your Company has a well-structured internal audit system commensurate with its size and
operation. During the year, there was no occasion when the Board had not accepted the
recommendations of the Audit Committee.

NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee of the Board of Directors consists of:

• Mr. Atul Lakhotia (Non-Executive Non-Independent Director)

• Mr. K. N. Mahesh Kumar (Independent Director) (Resigned on 15^th May, 2024)

• Mr. Rama Chandra Kurup (Independent Director)

• Mr. Tarun Goyal (Independent Director) (Appointed on 22^nd May, 2024)

During 2023-2024, Three (3) N & R committee meetings were held. Details are as follows:

The Company has in place a policy on the website of the company on directors' appointment
and remuneration including criteria for determining qualifications, positive attributes,
independence of a director and other matters, as required under the provisions of the Companies
Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is
available on the website of the Company at http://www.easyfincorp.com/board-policies.html

ANNUAL PERFORMANCE EVALUATION:

The Board has adopted an evaluation framework on the recommendation of the Nomination &
Remuneration Committee (NRC) for evaluating its own performance and as well as that of its

Committees and Individual Directors. Accordingly, Performance Evaluation Templates were
circulated to all the Directors covering the areas relevant to its functioning and evaluation of the
performance of each Individual Director/Committee or Board as a whole. The Independent
Directors carried out annual performance evaluations of the other Non-Executive Directors. The
performance of each Committee was evaluated by the Board and based on the report on evaluation
received from respective Committees a summarized report was shared with the Board for its
review and feedback was given to each Director.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading as amended from
time to time with a view to regulate trading in securities by the Directors and designated
employees of the Company. The Code requires pre-clearance for dealing in the Company's shares
and prohibits the purchase or sale of Company shares by the Directors and the designated
employees while in possession of unpublished price sensitive information in relation to the
Company and during the period when the T rading Window is closed. The Board is responsible for
implementation of the Code. All Board Directors and the designated employees have confirmed
compliance with the Code.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS
AND TRIBUNALS:

No significant and material order has been passed by the Regulators, Courts and Tribunals
impacting the going concern status and the Company's operations in the future.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3) (c) of the Act, the Directors, to the best of their knowledge and belief,
confirm that:

a) In the preparation of the annual accounts for the financial year ended 31^st March 2024, the
applicable accounting standards have been followed along with proper explanation
relating to material departures;

b) appropriate accounting policies have been selected and applied consistently and
judgments and estimates have been made that are reasonable and prudent to give a true
and fair view of the state of affairs of the Company at the end of the financial year and of
the loss of the Company for the period;

c) proper and sufficient care has been taken for the maintenance of adequate accounting
records in accordance with the provisions of this Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other irregularities;

d) the annual account has been prepared on a going-concern basis;

e) internal financial controls laid down by the directors have been followed by the Company
and that such internal financial controls were adequate and operating effectively and;

f) Proper systems to ensure compliance with the provisions of all applicable laws were in
place and were adequate and operating effectively.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All Related Party Transactions that were entered into during the financial year were on an arm's
length basis and were in the ordinary course of business. Hence, the provisions of Section 188 of
the Act are not attracted. Thus, disclosure in Form AOC-2 is not required. Further, there are no
materially significant Related Party Transactions during the year under review made by the
Company with its Promoters, Directors, Key Managerial Personnel or other designated persons,

which may have a potential conflict with the interest of the Company at large. Related Party
Transactions, if any, are placed before the Audit Committee for its approval.

PARTICULARS OF EMPLOYEES:

Particulars of employees as per Rule 5(1) of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 are given as Annexure - I to this Report.

There were no employees of the Company drawing remuneration in excess of limits prescribed
under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:

Considering the nature of your Company's activities during the year under review, your Company
did not consume energy of any significant level nor was there much scope for taking any measures
for energy conservation, technology absorption and making any additional investment for the
above purposes.

There have been no foreign exchange earnings or outgo during the year under review.

INTERNAL FINANCIAL CONTROLS:

The Company has an adequate Internal Control System, commensurate with the size, scale and
complexity of its operations. The scope of the Internal Audit function is well defined in the
engagement letter of the internal auditor duly approved by the Audit Committee. To maintain its
objectivity and Independence, the Internal Auditor reports to the Audit Committee. The Internal
Auditor evaluates the adequacy of the internal control system in the Company based on statement
of operation procedure, instruction manuals, accounting policy and procedure.

RISK MANAGEMENT:

The Company's activities expose it to a variety of financial risks, including market risk, credit risk
and liquidity risk. The Company continues to focus on a system-based approach to business risk
management. The Company's financial risk management process seeks to enable the early
identification, evaluation and effective management of key risks facing the business. Backed by
strong internal control systems, the current Risk Management System rests on policies and
procedures issued by appropriate authorities; process of regular reviews / audits to set
appropriate risk limits and controls; monitoring of such risks and compliance confirmation for the
same.

The Company has laid out a proper mechanism in place to identify the elements of business and
other risks and a risk management system to ensure compliance with the applicable laws and
relevant standards. In the opinion of the Board, there is no such risk which may threaten the
existence of the Company.

VIGIL MECHANISM POLICY/ WHISTLEBLOWER POLICY:

In compliance with the provisions of Section 177(9) of the Companies Act, 2013 the Company has
framed a vigil mechanism policy and system of vigil mechanism to deal with instances of fraud and
mismanagement, if any, and concerns about violation of the Company's policies. The Policy is
available on the website at http://www.easyfincorp.com/board-policies.html

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has in place a policy in line with the requirements of the Sexual Harassment of
Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013 covering all the
employees at the workplace. All women employees (permanent, temporary, contractual and
trainees) are covered under this Policy. All employees are treated with dignity to maintain an
environment free of sexual harassment whether physical, verbal or psychological. No complaints
were received or remained pending disposal during the year under review. The Policy is available
on the website at http://www.easyfincorp.com/board-policies.html

COST RECORDS AND COST AUDIT:

Neither maintenance of Cost Records nor audit of cost records as required under Section 148 of
the Companies Act, 2013 read with relevant rules made thereunder applies to the Company.

STATUTORY AUDITOR:

M/s Ray & Ray Chartered Accountants (Firm Registration No.: 301072E) are appointed as the
Statutory Auditors of the Company for the term of five consecutive financial years, i.e., to hold
office till the conclusion of the AGM of the Company to be held in the year 2028.

The statutory auditor has submitted an unmodified opinion on the audit of financial statements
for the financial year 2023-2024 and there is no qualification, reservation, or adverse mark of
disclaimer given by the Auditor in their report. No instances of fraud have been reported by the
Statutory Auditors of the Company under Section 143(12) of the Companies Act, 2013. The Report
is enclosed with the financial statements in this Annual Report.

SECRETARIAL AUDITOR:

M/s K. Arun & Co. Practicing Company Secretaries, Kolkata is appointed as Secretarial Auditor of
the Company for the financial year 2023-2024, as required under Section 204 of the Companies
Act, 2013 and Rules thereunder.

The attached Secretarial Audit Report marked as Annexure II, which forms part of this Report, is
self-explanatory and does not contain any qualification, reservation, adverse remark or disclaimer
that requires our further comments.

SECRETARIAL STANDARDS:

During the year under review, the Company has complied with the applicable Secretarial
Standards, issued by the Institute of Company Secretaries of India pursuant to Section 118 of the
Companies Act, 2013.

CORPORATE GOVERNANCE REPORT:

The company is having paid up equity share capital not exceeding rupees ten crore and net worth
not exceeding rupees twenty-five crore, as on the last day of the previous financial year, hence the
provisions of regulation 15 of SEBI (LODR) Regulations, 2015 relating to the compliance with the
corporate governance provisions as specified in regulations 17, 17A, 18, 19, 20, 21,22, 23, 24, 24A,
25, 26, 27 and clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 and para C, D and E
of Schedule V, do not apply to the company.

ANALYTICAL RATIOS:

All the financial ratios have been provided in the Note No. 19 of Financial Statement & page no. 58
of the Annual report.

BUSINESS SEGMENT ANALYSIS:

During the period under review, the Company's activities were majorly restricted to investing its
surplus funds in fixed deposits and securities. The Company is engaged in a single business
segment & is operating within a single geographical area in India.

Comment on the current year's performance:

COMPLIANCE WITH THE CODE OF CONDUCT:

The Company has adopted the “Code of Conduct for Board Members and Senior Management
Personnel”. The Code of Conduct contains the duties of the Independent Directors as laid down in
the Act.

The Code is available on the website of the Company at http://www.easyfincorp.com/board-
policies.html All the Directors and the Senior Management Personnel of the Company have given
a declaration of compliance with the Company's Code of Conduct in accordance with Regulation
26(3) of the SEBI Listing Regulations during the year ended 31^st March 2024.

ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation for the valuable services rendered by
the employees of the Company. The Directors would also like to express their appreciation and
thanks to the Bankers, Regulatory Authorities, and Shareholders for their continued support and
cooperation.

On Behalf of the Board of Directors

Place: Kolkata

Date: 22^nd May 2024 Akhilanand Joshi Atul Lakhotia

Director Director

DIN:07041418 DIN: 00442901