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DIRECTORS' REPORT

Arihants Securities Ltd.

GO
Market Cap. ( ₹ in Cr. ) 9.36 P/BV 0.24 Book Value ( ₹ ) 76.94
52 Week High/Low ( ₹ ) 35/18 FV/ML 10/1 P/E(X) 19.17
Book Closure 29/09/2025 EPS ( ₹ ) 0.98 Div Yield (%) 0.00
Year End :2024-03 

Your directors have great pleasure in presenting the THIRTIETH Annual Report together with the
Audited Accounts of your Company for the Financial Year ended 31.03.2024.

FINANCIAL HIGHLIGHTS:

The financial results of the company compared to the previous year are summarized as under:

Particulars

2023-2024
(In lakhs)

2022-2023
(In lakhs)

Revenue from operation

25.75

20.40

Other income

255.15

127.71

Total income

280.90

148.11

Total Expense

134.29

72.69

Profit/(loss) before Tax

146.62

75.43

Tax Expense

Current

42.95

19.00

Deferred Tax

-

-

Profit / (Loss) After Tax

103.66

56.43

MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes & Commitments which have occurred between the end of the
financial year of the company to which the balance sheet relates and the date of the report affecting
the financial position of the company.

RESERVES:

The company does not propose to carry any amount to reserves during the financial year.
TRANSFERS TO RESERVE FUND:

Under section 45-IC (1) of Reserve Bank of India ('RBI') Act, 1934, non-banking financial Companies
('NBFCs') are required to transfer a sum not less than 20% of its net profit every year to reserve fund
before declaration of any dividend. Accordingly, in the year 2023-24, Arihant's Securities Limited
(the 'Company') has transferred a sum of ^ 20.73 lakh to its reserve fund.

DIVIDEND:

The Board of Directors has not recommended any dividend for the financial year ended on 31st
March, 2024. Since the Board have considered it financially prudent in the long-term interest of the

Company to re-invest the profits into the business of the Company to build a strong reserve base and
grow the business of the Company.

PARTICULARS OF SUBSIDIARY COMPANY, ASSOCIATE COMPANY AND IOINT VENTURE
COMPANY:

The Company does not have any Subsidiary, Joint Venture or Associate Company; hence provisions
of section 129(3) of the Companies Act, 2013 relating to preparation of consolidated financial
statements are not applicable.

BOARD OF DIRECTORS:

The Current Directors on the Board are as follows: -

Name

Designation

Nishikant Mohanlal Choudhary

Managing Director

Prakashchand Ankush Jain

Independent Director

Aarisha

Director

Mohana

Independent Director

Mrs. Aarisha, Director is liable to retire by rotation and being eligible has offered herself for re¬
appointment. Your Directors recommend the re-appointment of the Mrs. Aarisha retiring by rotation
to the members.

Composition and Category:

The Board has an optimum combination of Executive and Non-Executive Directors. The composition
of the Board is in conformity with SEBI (Listing Obligation and Disclosure Requirement) Regulations,
2015 with reference to number of Executive and Non-Executive Directors.

The Executive Director is involved in the day today management of the Company and Non-Executive
Directors, including the Independent Director, bring external and wider perspective and
independence to the decision making.

Mr. Nishikant Mohanlal Choudhary, Managing Director of the Company, works under the direction,
control, and supervision of the Board of Directors. The Board of Directors meet regularly to discuss,
appraise, and approve matters relating to the company's strategy, plans, budgets, financials and
operations.

Board Meeting:

During the financial year ended 31st March 2024 Five (5) Board Meetings were held. The dates on
which the Board Meetings were held are 30.05.2023, 14.08.2023, 02.09.2023, 10.11.2023, and
29.01.2024.

Details of attendance at the Board meetings and the last Annual General Meeting:

Name of Director

Board Meetings
Attended

Attendance in Last AGM

Mr. Nishikant Mohanlal Choudhary

5

Yes

Mr. Prakashchand Ankush Jain

5

Yes

Mrs. Mohana

5

Yes

Mrs.Aarisha

5

Yes

Board Agenda:

Meetings are governed by a structured Agenda and a Board member may bring up any matter for
consideration of the meeting in consultation with the Chairman. The detailed agenda and relevant
information are sent to every director at least 7 working days in advance for each meeting,
facilitating effective discussion and decision making. An indicative list of the information usually
placed before the Board is as under:

> Annual Budgets and updates thereon.

> Capital expenditure proposals if any and review of their implementation.

> Quarterly, Half yearly and Annual Results.

> Business performance and steps for improvement.

> Legal proceedings involving the Company.

> Minutes of meetings of Audit Committee, Remuneration Committee and Shareholders
Committee.

> Materially important show cause notices, non-compliances, if any, etc.

BOARD COMMITTEESAND MEETINGS

In compliance to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company has various Committees of the Board. Details of
scope, constitution, terms of reference, numbers of meetings held during the year under review
along with attendance of Committee Members therein are as mentioned below.

Name of the
Committee

Composition of the
Committee/ No. of times
the committee met

Highlights of duties,
responsibilities & Activities

Audit Committee

Mrs. Mohana

DIN:07239307
{Independent and Non¬
Executive Director}

Chairman of the Committee

Mr. Prakashchand Ankush
Jain

DIN:09301089

{Independent and Non¬
Executive Director}

Member

Mrs. Aarisha

DIN:08776407

(Director (Non-Executive -

> The Audit Committee was
mandated with the same
Terms of Reference specified
in SEBI (LODR)
REGULATIONS, 2015

> The current Terms of
Reference fully conform to
the requirements of the
Companies Act-2013.

> The Audit committee is
responsible for overseeing
the Company's financial
reporting process, reviewing
the quarterly/half
yearly/annual financial
statements, reviewing with

Non Independent Director) -
Member

The Committee met 5 times
on: -

30 th May, 2023
14th August, 2023
02nd September, 2023
10th November, 2023
29th January, 2024

the management the
financial statements and
adequacy of internal audit
function, recommending the
appointment/reappointment
of statutory auditors and
fixation of audit fees,
reviewing the significant
internal audit
findings/related party
transactions, reviewing the
Management Discussion and
Analysis of financial
condition and result of
operations and also
statutory compliance issues

> The Committee acts as a link
between the management,
external and internal
auditors and the Board of
Directors of the Company.

Nomination &

Mr. Prakashchand Ankush

> To fix salary allowances and

Remuneration

Jain

other perks to senior level

Committee

DIN:09301089

{Independent and Non-
ExecutiveDirector}

personnel as and when
appointed by the Company.

Chairman of the Committee

Mrs. Mohana

DIN:07239307
{Independent and Non¬
Executive Director}- Member

Mrs. Aarisha

DIN:08776407

(Director (Non-Executive -
Non Independent Director) -
Member

The Committee met 1 times
on: -

02nd September, 2023

> REMUNERATION POLICY:
The managing director is the
only executive director on
the board who is entitled to
receive remuneration. The
non-executive directors are
not entitled to any
remuneration. The
compensation to the
managing director is within
the scale approved by the
shareholders. The elements
of compensation comprise a
fixed component and a
performance incentive. The
compensation is determined
based on the level of
responsibility and scales
prevailing in the industry.
The managing director is not
paid sitting fees for any
board / committee meetings
attended by him.

Shareholders

Mrs. Mohana

> The role of the committee

Relationship

DIN:07239307

includes formulation of

Committee

{Independent and Non-

shareholders' servicing plans

Executive Director}

Chairman of the Committee

Mr. Prakashchand Ankush
Jain

DIN:09301089

{Independent and Non¬
Executive Director}

Mr. Nishikant Mohanlal
Choudhary

DIN:02142746

(Managing Director)-
Member

The Committee met 1 times
on: - 02nd September, 2023

and policies, consideration of
valid share transfer requests,
share transmissions, issue of
duplicate share certificates,
issue of share certificates for
split, dematerialization,
consolidation of shares, etc..

> It further looks into the
redressing of shareholder's
grievances like non-receipt
of balance sheet, non-receipt
of declared dividends and
determining, monitoring and
reviewing the standards for
resolution of shareholders'
grievances.

> No Compliant received for
this financial year, no
instrument of transfers was
pending on 31st March 2024.

Risk Management
Committee

Mrs. Aarisha

DIN:08776407

(Director (Non-Executive -
Non Independent Director) -
Chairman of the Committee

Mr. Nishikant Mohanlal
Choudhary

DIN:02142746

(Managing Director)-
Member

Mrs. Mohana

DIN:07239307
{Independent and Non-
ExecutiveDirector}- Member

The Committee met 2 times
on: -

14th August, 2023
29th January, 2024

> The role of the committee
includes monitor credit risks,
operational risks, market
and liquidity risks, and
information security risks.
Oversight over all material
risks is carried out through
regular monitoring of risk
indicators, policy
management and testing of
controls, for their design and
effectiveness.

> It further review the risk
management policy
developed by the
management, review the risk
management framework
document tand
implementation of the
actions planned in and
periodical, review the
process for systematic
identification and
assessment of the business
risks.

Share Transfer
Committee

Mr. Nishikant Mohanlal
Choudhary

DIN:02142746

(Managing Director)-

> This committee also
monitors and reviews the
mechanism of share,
transfers, dematerialization

Chairman of the Committee

of shares and payment of
dividends.

Mrs. Mohana

DIN: 07239307
{Independent and Non-
ExecutiveDirector}

Mr. Prakashchand Ankush
Jain

DIN:09301089

{Independent and Non¬
Executive Director}

The Committee met 1 times
on :- 14th August, 2023

Details of Recommendations of Audit Committee which were not Accepted by the Board along
with Reasons,

The Audit Committee generally makes certain recommendations to the Board of Directors of the
Company during their meetings held to consider any financial results (Unaudited and Audited) and
such other matters placed before the Audit Committee as per the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 from time to time. During the
year the Board of Directors has considered all the recommendations made by the Audit Committee
and has accepted and carried on the recommendations suggested by the Committee to its
satisfaction. Hence there are no recommendations unaccepted by the Board of Directors of the
Company during the year under review

INDEPENDENT DIRECTORS AND FAMILIRISATION PROGRAMME

In terms of the provisions of Section 149(7) of the Companies Act, 2013, all the Independent
Directors of the Company have furnished a declaration to the Company stating that they fulfill the
criteria of Independent Director as prescribed under Section 149(6) of the Companies Act, 2013 and
are not being disqualified to act as an Independent Director.

In compliance with Regulation 25 & 16 SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and amendments made under thereto. the Board has adopted a policy on a
familiarization programme for Independent Directors of the Company. The policy familiarizes the
Independent Directors with the nature of industry in which the Company operates business model of
the Company, their roles, rights, and responsibilities in the Company.

DECLARATION OF INDEPENDENT DIRECTORS:

The Independent Directors have submitted their disclosures to the Board that they fulfill all the
requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify themselves
to be appointed as Independent Directors under the provisions of Companies Act, 2013 and the
relevant rules.

BOARD EVALUATION

The Board of Directors of the Company has carried out the annual evaluation of its own performance
as well as the evaluation of the working of its committees and individual Directors. This exercise was
carried out through structured questionnaires formulated by the Nomination & Remuneration
Committee. The questionnaires are circulated to all the directors to seek their response on the
evaluation. The evaluation framework provides for performance parameters and possible paths for
improvements.

The performance evaluation of the Non-Independent Directors, Chairman and the Board as a whole
were carried out by the Independent Directors.

The Directors have expressed their satisfaction with the evaluation process and its results.

KEY MANAGERIAL PERSONNEL

The following Directors/Officials of the Company have been designated as Key Managerial Personnel
(KMP) of the Company by the Board of Directors in terms of provisions of Section 203 of the
Companies Act, 2013 and the SEBI Listing Regulations:

1. Mr. Nishikant Mohanlal Choudhary : Managing Director

2. Mrs. Rajshri Choudhary : Chief Financial Officer

3. Mrs. Nutika Jain : Company Secretary

REMUNERATION POLICY OF THE COMPANY

The policy 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 Section 178(3) of the Companies Act, 2013, can be viewed on the Company's website
www.arihantssecurities.com. There has been no change in the policy since the last financial year.

COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND GENERAL MEETINGS

During the Financial Year 2023-24, your Company has complied with applicable Secretarial
Standards, namely SS-1 & SS-2 issued by the Institute of Company Secretaries of India

ESTABLISHMENT OF VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Pursuant to Section 177(9) of Companies Act 2013 and Regulation 22 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 the Company has formulated a whistle blower
mechanism for directors and employees to report concerns about unethical behavior, actual or
suspected frauds or violation of the Company's code of conduct and ethics. The Audit Committee of
the Board oversees the functioning of Whistle Blower Policy. The Whistle Blower Policy covering all
employees and directors is available in the Company's website at www.arihantssecurities.com

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

During the year under review, no significant and material orders were passed by the regulators or
courts or tribunals which impact the going concern status and future operations of the Company.

DEPOSITS:

The Company being non-deposit taking NBFC, has not accepted any deposits from the public during
the year under review

PARTICULARS OF LOANS, INVESTMENT, GUARANTEE AND SECURITY U/S 186(4) OF THE
COMPANIESACT, 2013

The Company has not given any loans or made investment or provided any guarantee/ security
during the financial year under review. The Company has not given any guarantees other than bank
guarantees in the normal course of business to meet contractual obligations.

LISTING:

The Equity Shares of the Company are listed at the Bombay Stock Exchange. The Annual Listing Fees
for the financial year 2023-2024 has been paid to Bombay Stock Exchange.

AUDITORS:

M/s. VARADARAJAN & CO (Firm Registration No. 04515S), Chartered Accountants, No. 68, 1st Main
Road, C.I.T. Nagar Nadanam, Chennai-600035 is the Statutory Auditor of the Company and they hold
office till the conclusion of the 33rdAnnual General Meeting to be held in the calendar year 2027.
However, due to other professional reasons the statutory auditor has tendered their resignation on
conclusion of the forthcoming Annual General Meeting.

In order to fill up such casual vacancy, based on the recommendation of the Audit Committee, the
Board of Directors has proposed the appointment of M/S. N.R. Krishnamoorthy & Co. Chartered
Accountants, Chennai (Firm Registration Number: 001492s), as the Statutory Auditors of the
Company for a period of Five years to hold the office of Statutory Auditors from the conclusion of
this AGM till the conclusion of AGM to be held in the year 2029.

AUDITORS REPORT:

There were no qualification, reservation, or adverse remark in the Auditor's Report for the financial
year ended on March 31, 2024.

SECRETARIAL AUDITOR:

The Board of Directors of the company had appointed Mr. AJAY KUMAR BANTIA, Practicing
Company Secretary (C.P. No-13620), having address at I Floor, No. 30, Raja Bather Street T.
Nagar, Chennai, Tamil Nadu 600017 who has conducted the Secretarial Audit of the Company for the
Financial Year 2023-2024. The Secretarial Audit report issued by him is attached to this report as
Annexure-C.

SECRETARIAL AUDIT REPORT:

As there are no qualifications, reservation or adverse remark or disclaimer made by the Company
secretary in whole time practice in the secretarial audit report, the need for providing explanation or
comments on the same by the Board of Directors does not arise.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3) (a) of the Companies Act, 2013, the Annual return as
per provisions of Section 92 (3) of the Companies Act, 2013 can be viewed on the website of the
company
www.arihantssecurities.com.

RELATED PARTY TRANSACTIONS

All related party transaction that was entered into during the financial year was on an arm's length
basis in the ordinary course of business. There are no 'material' contracts or arrangements or
transactions which were not at arm's length basis and therefore disclosure in form AOC -2 is not
required.

All Related Party Transactions are placed before the Audit Committee as also the Board for approval.
Prior omnibus approval of the Audit Committee is obtained for the transactions which are
foreseeable and repetitive nature. For the transactions entered into pursuant to the omnibus
approval so granted, a statement giving details of all related party transactions is placed before the
Audit Committee and the board of Directors for their approval on a quarterly basis.

EMPLOYEES

The information as required under the provisions of Section 197(12) of the Companies Act, 2013 and
read with Rule 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are set out in
ANNEXURE-A attached herewith which forms part of this
report.

The statement containing such particulars of employees as required in terms of the provisions of
Section 197(12) of the Act read with rules 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, forms part of the Annual Report. Pursuant to
the provisions of the Section 136(1) of the Companies Act, 2013, the reports and accounts, as set out
therein, are being sent to all members of the Company, excluding the aforesaid information and the
same is open for inspection at the registered office of the Company during working hours up to the
date of Annual General Meeting and if any member is interested in obtaining such information, may
write to the Company Secretary at the registered office of the Company in this regard.

CORPORATE GOVERNANCE:

As prescribed under the provisions of Regulation 15(2) of SEBI (Listing Obligations and Disclosures
Requirements) Regulations 2015, your Company does not fall under the purview of complying with
the provisions of Corporate Governance. During the year your Company has informed the non¬
applicability provision to the Bombay Stock Exchange. Since, the provision of Corporate Governance
is not applicable for the entire Financial Year 2023-24, a separate report of Corporate Governance is
not disclosed in the Annual Report 2023-24.

CORPORATE SOCIAL RESPONSIBILITY:

As per the provisions of Section 135 of the Companies Act, 2013 read with rules framed thereunder,
certain class of companies is required to spend 2 % of its average net profits of the company made
during 3 immediately preceding financial years on CSR activities. It also provides for formation of
CSR committee of the Board. The rules prescribe the activities qualify under CSR and the manner of
spending the amount. The company is not covered under section 135 of the Companies Act, 2013
and the rules framed there under for the financial year under review.

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

A. Details of Conservation of Energy: NIL

I. Steps taken or impact on conservation of energy

II. Steps taken by the company for utilizing alternate sources of energy

III. Capital investment on energy conservation equipment

B. Technology Absorption: Nil

I. Efforts made towards technology absorption:

II. Benefits derived as a result of the above efforts:

III. In case of imported technology (imported during the last 3 years reckoned from the
beginning of the financial year):

(a) Details of technology imported:

(b) Year of import:

(c) Whether the technology been fully absorbed:

(d) If not fully absorbed, areas where absorption has not taken place, and the reasons
thereof:

IV. Expenditure incurred on Research and Development:

The Company has not incurred any cost towards undertaking R&D Activity during the period
under review.

C. Foreign Exchange Earnings and Outgo:

Foreign Exchange earned in terms of actual inflows during the year: NIL
Foreign Exchange outgo during the year in terms of actual outflows: NIL

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

Your company has always believed in providing a safe and harassment free work place for every
individual working in the company's premises through various interventions and practices. The
company always endeavors to create and provide an environment that is free from discrimination
and harassment including sexual harassment. The company have a formal Anti Sexual Harassment
policy in line with the requirements of The Sexual Harassment of Workmen at the Workplace
(Prevention, Prohibition & Redressal) Act, 2013. Internal complaints committee has been set up to
redress complaints contractual, temporary and trainees are covered under the policy.

The following is the summary of sexual harassment complaints received and disposed of during
the 2023-2024:-

No. of complaints received: NIL
No. of complaints disposed off: NIL

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Pursuant to Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 read with Schedule-V thereof, the Management Discussion and Analysis report has
been annexed to the Boards Report as
ANNEXURE-B and forms part of the Annual Report

RBI GUIDLINES:

The Company is registered with RBI as a NBFC-ND-NSI. The Company has complied with and
continues to comply with all applicable laws, rules, circulars and regulations, including the Master
Direction's Reserve Bank of India (Non-Banking Financial Company n Scale Based Regulation)
Directions, 2023 and guidelines notified there under.

COMPANY'S VISION AND PHILOSOPHY ON THE CODE OF GOVERNANCE:

The vision of Arihant's Securities Limited is to be a financially sound, profitable, growth oriented and
technology friendly Company committed to building values and maximizing gains for all its
stakeholders, for those doing business with it, and for others associated with it. In its pursuit to
attain its goals, the Company is laying maximum emphasis on the effective system of Corporate
Governance particularly with a view to improve its image, efficiency, effectiveness, and integrity in
all its dealings. The Company's Corporate Governance philosophy is to be ethical in its conduct of its
business, to constantly strive to grow with profits, and to enhance shareholders value to the
maximum extent. The Corporate Governance policies of your Company recognize the accountability
of the Board Of Directors vis-a-vis all its constituents viz. Borrowers, Shareholders, Employees,
Government & other Regulatory Authorities, and others dealing with it and doing business with it.

POLICES OF COMPANY

All policies of the company viewed on the website of the company www.arihantssecurities.com.
DIRECTORS' RESPONSIBILITY STATEMENT:

As per Section 134(3)(c) of the Companies Act, 2013 the Board of Directors hereby confirm the
following statement:

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

(ii) The directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the company as at March 31st, 2024 and of the profit and loss of the company for
that period;

(iii) The directors had taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of
the company and for preventing and detecting fraud and other irregularities;

(iv) The directors had prepared the annual accounts on a going concern basis; and

(v) The directors had laid down internal financial controls to be followed by the company and that
such internal financial controls are adequate and were operating effectively and

(vi) The directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.

ACKNOWLEDGEMENT:

Your directors wish to place on record their deep appreciation of the dedication and commitment of
employees to the growth of your company during the year. Your directors also express their sincere
gratitude to the customers, bankers, consultants, Auditors and the shareholders for their continued
patronage and cooperation.

For and on behalf of the Board
Arihant's Securities Limited

Date: 04.09.2024 AARISHA Nishikant Mohanlal Choudhary

Place: Chennai Director Managing Director

DIN:08776407 DIN:02142746

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