2.15 Provisions
Provisions are recognized when the Company 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 Company determines the level of provision by discounting the expected cash flows at a pre-tax rate reflecting the current rates specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost. The expense relating to any provision is presented in the Statement of profit and loss net of any reimbursement.
2.16 Share issue expenses
Incremental costs that are directly attributable to the issue of an equity instrument (i.e. they would have been avoided if the instrument had not been issued) are deducted from equity.
2.17 Taxes
2.17.1 Current tax
Current tax assets and liabilities for the current and prior years are measured at the amount expected to be recovered from, or paid to, the taxation authorities. It is computed using tax rates and tax laws enacted or substantively enacted at the reporting date.
Current income tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Current tax assets and liabilities are offset only if, the Company:
• has a legally enforceable right to set off the recognized amounts; and
• intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
2.17.2 Deferred tax
Deferred tax is provided using the balance sheet approach on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the re¬ porting date.
Deferred tax liabilities are recognized for all taxable temporary differences, except:
• Where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
• In respect of taxable temporary differences associated with investments in subsidiaries, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognized for all deductible temporary differences, the carry forward of unused
tax credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is prob¬ able that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised Deferred tax assets are re¬ viewed at each reporting date and are reduced to the extent that it is no longer probable that suffi¬ cient taxable profit will be available to allow all or part of the deferred tax asset to be utilized.
Unrecognized deferred tax assets are reassessed at each reporting date and recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recov¬ ered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, using tax rates (and tax laws)that have enacted or substantively enacted at the reporting date
Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss (ei¬ ther in other comprehensive income or in equity). Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity.
Deferred tax assets and liabilities are offset only if:
• the entity has a legally enforceable right to set off current tax assets against current tax liabilities; and
• the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on the same taxable entity.
2.17.3 Goods and services tax /value added taxes paid on acquisition of assets or on incurring expenses
Expenses and assets are recognized net of the goods and services tax/value added taxes paid, except:
• When the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the tax paid is recognized as part of the cost of acquisition of the asset or as part of the expense item, as applicable
• When receivables and payables are stated with the amount of tax included
The net amount of tax recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the Balance sheet.
2.18 Earning per share
The Company reports basic and diluted earnings per share in accordance with Ind AS33 on Earnings per share. Basic earnings per share are calculated by dividing the net profit or loss for the year attrib¬ utable to equity shareholders by the weighted av¬ erage number of equity shares outstanding during the period. Partly paid equity shares are treated as a fraction of an equity share to the extent that they are entitled to participate in dividends relative to a fully paid equity share during the reporting 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 period are adjusted for the effects of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the pe¬ riod, 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.
The weighted average number of ordinary shares outstanding during the period and for all periods presented shall be adjusted for events, other than the conversion of potential ordinary shares, that have changed the number of ordinary shares out¬ standing without a corresponding change in re¬ sources.
2.19 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker.
The MD and CEO of the Company has been identified as the Chief Operating Decision Maker for the Company.
2.20 Contingent Liabilities and Contingent Assets
A Contingent Liability a possible obligation that arises from past events whose existence will be con¬ firmed 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 mea¬ sured reliably. The Company does not recognize a contingent liability but discloses its existence in the Financial statements.
A contingent asset is a possible asset that arises from past events and whose existence will be con¬ firmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity. Contingent assets are disclosed, where an inflow of economic bene¬ fits are probable. The Company shall not recognise a contingent asset unless the recovery is virtually certain.
2.21 T reasury Shares
The Company has created an Employee Benefit Trust (EBT) for providing share-based payment to its employees. The Company uses EBT as a vehicle for distributing shares to employees under the em¬ ployee stock option schemes.
Own equity instruments that are reacquired (trea¬ sury shares) are recognized at cost and deducted from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity instruments. Any differ¬ ence between the carrying amount and the consid¬ eration, if reissued, is recognized in capital reserve. Share options exercised during the reporting peri¬ od are satisfied with treasury shares.
2.22 Critical accounting judgements, estimates and assumptions
The preparation of financial statements requires the management to make judgments, estimates and assumptions that affects the reported amounts of assets, liabilities, revenue and expenses and the ac¬ companying disclosures, as well as the disclosure of contingent liabilities, at the end of the reporting period. 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 requir¬ ing a material adjustment to the carrying amounts of assets or liabilities affected in future periods
Estimates and underlying assumptions are re¬ viewed on an ongoing basis. Revisions to estimates are recognized prospectively.
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:
Business model assessment
Classification and measurement of financial assets depends on the results of the SPPI and the business model test. The Company determines the business model at a level that reflects how groups of financial assets are managed together to achieve a particular business objective. This assessment includes judge¬ ment reflecting all relevant evidence including how the performance of the assets is evaluated and their performance measured, the risks that affect the per¬ formance of the assets and how these are managed and how the managers of the assets are compensated. The Company monitors financial assets measured at amortized cost or fair value through other comprehen¬ sive income that are derecognized prior to their ma¬ turity to understand the reason for their disposal and whether the reasons are consistent with the objective of the business for which the asset was held. Monitor¬ ing is part of the Company's continuous assessment of whether the business model for which the remaining financial assets are held continues to be appropriate and if it is not appropriate whether there has been a change in business model and so a prospective change to the classification of those assets.
Fair value of financial instrument
The fair value of financial instruments 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 (i.e., an exit price) re¬ gardless of whether that price is directly observable or estimated using another valuation technique. When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be derived from active markets, they are determined using a variety of valuation techniques that include the use of valuation models. The inputs to these models are taken from observable markets where possible, but where this is not feasible, estimation is required in establishing fair
values. Judgements and estimates include consider¬ ations of liquidity and model inputs related to items such as credit risk (both own and counterparty), fund¬ ing value adjustments, correlation and volatility.
Impairment of financial asset
Judgment is required by management in the estima¬ tion of the amount and timing of future cash flows when determining an impairment allowance for loans and advances. In estimating these cash flows, the Com¬ pany makes judgments about the borrower's financial situation. These estimates are based on assumptions about a number of factors such as credit quality, level of arrears etc. and actual results may differ, resulting in future changes to the impairment allowance.
Provisions other than impairment on loan portfolio
Provisions are held in respect of a range of future obli¬ gations such as employee benefit plans and cash loss contingencies. Some of the provisions involve signifi¬ cant judgment about the likely outcome of various events and estimated future cash flows. The measure¬ ment of these provisions involves the exercise of man¬ agement judgments about the ultimate outcomes of the transactions. Payments that are expected to be in¬ curred after more than one year are discounted at a rate which reflects both current interest rates and the risks specific to that provision.
Share Based Payment
Estimating fair value for share-based payment trans¬ actions requires determining of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them.
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 in¬ volves 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 chang¬ es in these assumptions. All assumptions are reviewed at each reporting date.
Other estimates
• Useful lives of depreciable/amortizable assets - Management reviews its estimate of the useful lives of depreciable/amortizable asset at each reporting date, based on expected utility of assets. Uncertain¬ ties in these estimates relate to technical and eco¬ nomic obsolescence that may change the utility of assets
• Recognition of deferred tax assets - The extent to which deferred tax assets can be recognized is based on assessment of the probability of the fu¬ ture taxable income against which the deferred tax assets can be utilized.
2.23 New standards, interpretations, and amendments:
The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. The MCA noti¬ fied the Companies (Indian Accounting Standards) Amendment Rules, 2025 to amend the Companies (Indian Accounting Standards) Rules, 2015, as be¬ low:
Ind AS 21, The Effects of Changes in Foreign Exchange Rates :This amendment is introduced to provide enhanced guidance on assessing currency exchangeability and estimating exchange rates when currencies are non-exchangeable to align with international accounting standards. The effective date for adoption of this amendment is annual periods beginning on or after April 1, 2025. The Company has evaluated the amendment and there is no impact on its financial statements.
Further, for the year ended March 31, 2025, MCA has notified Ind AS - 117 Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and leaseback transactions, applicable to the Com¬ pany w.e.f. April 1, 2024. The Company has reviewed the same and based on its evaluation has deter¬ mined that it does not have any significant impact on the Ind AS financial statements.
Currency Swap:
As at March 31, 2025; the Company has entered into currency swaps to hedge foreign currency risks on External Commercial Borrowing (ECB) denominated in USD. The Company has a currency swap agreement whereby it has hedged the risk of changes in foreign exchange rates relating to the cash outflow arising on settlement of its ECB.
Currency and Interest rate swaps
As at March 31, 2024; the Company has entered into currency and interest rate swaps to hedge foreign currency risks and interest rate risks, respectively, on External Commercial Borrowing (ECB) denominated in EURO as follows:
Currency Swap: The Company has a currency swap agreement whereby it has hedged the risk of changes in foreign exchange rates relating to the cash outflow arising on settlement of its ECB.
Interest rate Swap: The Company has an interest rate swap agreement whereby the Company receives a variable rate of interest of 6M EURIBOR 4.30% and pays interest at a fixed rate. The swap is being used to hedge the exposure to changes in the variable interest rate.
The table below shows the fair values of derivative financial instruments recorded as assets or liabilities together with their notional amounts.
*a) With reference to the amendment agreement dated December 17, 2019 to the Shareholder's agreement dated September 10, 2018, the Company will institute an employee stock option plan, pursuant to which it will grant and allot 1,352,454 equity shares of the Company to certain identified employees out of which 3,93,150 shares have been issued to Fusion Employee Benefit Trust till March 31, 2025.
b. Rights, preferences and restrictions attached to equity shares :
The Company has single class of equity shares having par value of 3 10 each (comprising 10,10,23,885 fully paid up Equity Shares of face value of 3 10 each having paid-up value of 3 10 each). Further, the Company has issued 6,10,58,392 partly paid up Equity Shares of face value of 3 10 each having paid up value of 3 5/- each by the way of Rights issue on May 02, 2025. The holder of the equity share is entitled to dividend right and voting right in the same proportion as the capital paid-up on such equity share bears to the total paid up equity share capital of the Company. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, after distribution of all preferential amounts, in proportion to the number of equity shares held by the shareholders.
b) With reference to the special resolution passed by the shareholders dated March 26,2023, the Company will institute an employee stock option plan, pursuant to which it will grant and allot 1,000,000 equity shares of the Company to certain identified employees.
c) Further, with reference to the special resolution passed by the shareholders dated April 23, 2025, the Company will institute an employee stock option plan, pursuant to which it will grant and allot 5,000,000 equity shares of the Company to certain identified employees.
f. No share was allotted without payment being received in cash during the year ended March 31, 2025 and year ended March 31, 2024.
g. Pursuant to the Board of Directors approval dated December 04, 2024 for issue of equity shares by way of Rights Issue (“Rights Issue”) for an amount of 3 799.86 crore, the Company had filed Letter of Offer on March 29, 2025. The issue opened for subscription on April 15, 2025 and closed on April 25, 2025. The rights issue was subscribed by 1.5 times.
On May 02, 2025, the Company has allotted partly paid-up 6,10,58,392 Equity Shares by the way of Rights Issue at a price of 3 131 per Equity Share (including a premium of 3 121 per Equity Share) of which 3 65.50 per Equity Share (3 5.00 face value and 3 60.50 as a premium per Equity Share) was paid by eligible equity shareholders on application and the balance amount shall be payable in one or more subsequent call(s), with terms and conditions such as the number of calls and the timing and quantum of each call as may be decided by our Board/ Rights Issue Committee, from time to time, to be completed on or prior to March 31, 2027, or such other extended timelines.
The partly paid-up shares are listed and being traded on the Stock Exchanges i.e. National Stock exchange (NSE) and BSE Limited (BSE) w.e.f. May 12, 2025. Accordingly, the total post rights issue paid up capital including treasury shares is 3 1,31,55,30,810, comprising 10,10,23,885 Equity Shares of face value of 310 each (full paid-up) and 6,10,58,392 Equity Shares of face value of 310 each (35/- paid-up).
Pursuant to above, the earnings per share (basic & diluted) has been adjusted for the Bonus element in respect of Rights issue for the year ended March 31, 2025 and for the year ended March 31, 2024. (refer Note 37 for EPS).
Nature and purpose of other reserve :
Statutory reserve
The said reserve has been created under section 45-IC of Reserve Bank of India Act, 1934. As per the said section, every Non-banking financial Company shall create a reserve fund and transfer a sum of not less than 20% of net profit every year before declaration of dividend.
Securities premium
Securities premium is used to record the premium received on issue of shares. It is utilised in accordance with the provisions of the Companies Act, 2013.
Treasury Shares
Treasury shares represents shares held by ESOP trust. The Company treats ESOP trust as its extension and shares held by ESOP trust are treated as treasury shares. Treasury share amount excluding amount adjusted from equity share capital are recognized under this head. Exercise price received on equity share issued in excess of face value of share capital against share option exercised are adjusted from treasury shares.
Retained Earnings
Retained earnings are the profits/(loss) that the Company has earned/incurred till date, less any transfers to statutory reserve, dividends or other distributions paid to shareholders. Retained earnings is a free reserve available to the Company and eligible for distribution to shareholders, in case where it is having positive balance representing net earnings till date.
186 | Fusion Finance Limited
Employee stock option plan reserve
The said amount is used to recognise the grant date fair value of options issued to employees by the Company. Remeasurement of defined benefit plan
Remeasurements of defined benefit plans represents the following as per Ind AS 19, Employee Benefits:
(a) actuarial gains and losses on defined benefit obligations
(b) the return on plan assets, excluding amounts included in net interest on the net defined benefit liability (asset); and
(c) any change in the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability (asset).
*The Earning per share & weighted average number of equity shares have been adjusted retrospectively for the bonus element in respect of Rights Issue of the Company allotted after the reporting period but before the signing of financial statements. The bonus element has been calculated as per Ind AS-33 considering Rights issue as fully paid-up.
38 Segment reporting
The Managing Director(MD) and Chief Executive Officer(CEO) of the Company takes decision in respect of allocation of resources and assesses the performance basis the report/ information provided by functional heads and are thus considered to be Chief Operating Decision Maker (CODM).
The Company operates under the principal business segment viz. '"'micro financing activities in India. The CODM views and monitors the operating results of its single business segment for the purpose of making decisions about resource allocation and performance assessment. Accordingly, there are no separate reportable segments in accordance with the requirements of Ind AS 108 'Operating segment' and hence, there are no additional disclosures to be provided. There are no individual customer contributing more than 10% of Company's total revenue. There are no operation outside India and hence there is no external revenue or assets which require disclosure.
ii. Defined benefit plan Gratuity
The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service is eligible for gratuity on cessation of employment and it is computed at 15 days salary (last drawn salary) for each completed year of service as per “The Payment of Gratuity Act, 1972 as amended from time to time. The scheme is funded with an insurance Company in the form of a qualifying insurance policy.
The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity was carried out as at March 31, 2025. The present value of the defined benefit obligations and the related current service cost and past year service cost, was measured using the projected unit credit method.
The following tables summarized the components of net benefit expenses recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the gratuity plan.
(g) Description of risk exposures
Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such the Company is exposed to various risks as follows -
Interest rate risk : The plan exposes the Company to the risk of fall in interest rate. A fall in interest rate will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of liability.
Liquidity Risk : This is the risk that the Company is not able to meet the short-term gratuity payouts. This may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.
Salary Escalation Risk : The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.
Investment risk : The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
Demographic Risk : The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Regulatory Risk : Gratuity benefit is paid in accordance with the requirements of the Payment of Gratuity Act, 1972 (as amended from time to time). There is a risk of change in regulations requiring higher gratuity payouts (e.g. Increase in the maximum limit on gratuity of ^ 20,00,000).
Discount rate : Reduction in discount rate in subsequent valuations can increase the plan's liability.
Mortality & disability : Actual deaths & disability cases proving lower or higher than assumed in the valuation can impact the liabilities.
Withdrawals : Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact plan's liability.
iii Compensated absences
The Company provides compensated absences benefits to the employees of the Company which can be carried forward to future periods. Amount recognised in the Statement of profit and loss for compensated absences is as under-
iv 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 and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the year the Code becomes effective.
43 Share based compensation
A. Description of share-based payment arrangements
i. Share option programme (equity settled)
The Company has granted stock options to certain employees of the Company under the 'Employee Stock Option Scheme 2016' (Scheme 2016) and 'Employee Stock Option Scheme 2023' (Scheme 2023). The key terms and conditions related to the grant of the stock options are as follows:
a) The ESOP Scheme 2016 is effective form January 16, 2017 and is administered through a ESOP Trust (Fusion Employees Benefit Trust). The ESOP Scheme 2023 has been approved by the members by passing special resolution dated 26th March 2023 and is administrated through a ESOP Trust (Fusion Employees Benefit Trust).
b) The scheme provides that, subject to continued employment with the Company, the employees are granted an option to acquire equity shares of the Company that may be exercised within a specified period.
c) The Company has formed Fusion ESOP Trust on September 27, 2014 to issue ESOPs to employees of the Company as per the respective scheme. The Company has given interest and collateral free loan to the ESOP trust, to provide financial assistance to purchase equity shares of the Company under such schemes. The Trust in turn allots the shares to employees on exercise of their right against cash consideration.
d) As on March 31, 2025, the ESOP trust have 3,70,180 equity shares, (March 31, 2024: 4,03,880). The ESOP Trust does not have any transaction other than those mentioned above, hence it is treated as an integral part of the Company and accordingly gets consolidated with the books of the Company. As at March 31, 2025, the Company has reduced the shares allotted to ESOP Trust amounting ^ 0.37 crore (March 31, 2024: ^ 0.40 crore) from the share capital and ^ 10.82 crore (March 31, 2024: ^ 11.65 crore) from the share premium. These are shown as treasury shares.
e) The eligible employees shall exercise their option to acquire the shares of the Company within a period of eight years from the end of vesting period. The plan shall be administered, supervised and implemented by the board.
*Key management personnel are those individuals who have the authority and responsibility for planning and exercising power to directly or indirectly control the activities of the Company and its employees. The Company considers the members of the Board of Directors which include independent directors and Executive Committee to be key management personnel for the purposes of Ind AS 24 Related Party Disclosures.
Note 1: The Designation of Mr. Devesh Sachdev has been changed from “Managing Director & CEO” to "Managing Director” w.e.f. March 17, 2025
Note 2: Mr. Sanjay Garyali was appointed as Chief Executive Officer w.e.f. March 17, 2025
Note 3: Mr. Pankaj Vaish has completed his tenure as Independent Director on September 21, 2024.
Note 4: Mr. Puneet Gupta has been appointed as additional Independent Director w.e.f. October 05, 2024 which has been regularised w.e.f. October 30, 2024.
Terms and conditions
All transactions with these related parties are priced on an arm's length basis and at normal commercial terms.
As the provision for gratuity and leave compensation is made for the Company as a whole, the amount pertaining to the Key Management Personnel is not specifically identified and hence is not included above. The above remuneration details are in the nature of short term benefits .
C. Valuation framework
The Company measures fair values using the following fair value hierarchy, which reflects the significance of the inputs used in making the measurements.
Level 1: Inputs that are quoted market prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 : The fair value of financial instruments that are not traded in active markets is determined using valuation techniques which maximize the use of observable market data either directly or indirectly, such as quoted prices for similar assets and liabilities in active markets, for substantially the full term of the financial instrument but do not qualify as Level 1 inputs. If all significant inputs required to fair value an instrument are observable the instrument is included in level 2.
Level 3 : If one or more of the significant inputs is not based in observable market data, the instruments is included in level 3. That is, Level 3 inputs incorporate market participants' assumptions about risk and the risk premium required by market participants in order to bear that risk. The Company develops Level 3 inputs based on the best information available in the circumstances.
Valuation techniques include net present value and discounted cash flow models. Assumptions and inputs used in valuation techniques include risk-free and benchmark interest rates, credit spreads and other premium used in estimating discount rates and expected price volatilities and correlations.
The objective of valuation techniques is to arrive at a fair value measurement that reflects the price that would be received to sell the asset or paid to transfer the liability in an orderly transaction between market participants at the measurement date.
The fair values of loans and receivables are estimated by discounted cash flow models that incorporate assumptions for credit risks, probability of default and loss given default estimates. The Company uses historical experience and other information used in its collective impairment models. The credit risk is applied as a top-side adjustment based on the collective impairment model incorporating probability of defaults and loss given defaults. The Company has considered carrying amount of loans net of impairment
loss allowance is of reasonable approximation of their fair value.
The fair values of the Company's fixed rate interest¬ bearing debt securities, borrowings and subordinated liabilities are determined by applying discount rate that reflects the issuer's borrowing rate as at the end of the reporting period. For variable rate interest-bearing debt securities, borrowings and subordinated liabilities, carrying value represent best estimate of their fair value as these are subject to changes in underlying interest rate indices as and when the changes happen.
The Company has entered into derivative financial instruments with counterparty being a financial institution with investment grade credit ratings. Currency and Interest rate swaps are valued using valuation techniques, which employs the use of market observable inputs. The most frequently applied valuation techniques include forward pricing and swap models, using present value calculations. The models incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies and interest rate curves. As at March 31, 2025, the mark-to- market value of derivative liability position is net of a credit valuation adjustment attributable to derivative counterparty default risk.
The Company has measured investments based on market value i.e. NAV as at reporting date.
46 Transfers of financial assets Assignment transactions:
The Company generally enters into assignment deals, as a source of finance. As per the terms of deal, the derecognition criteria as per Ind AS 109 is being met as substantially all the risks and rewards relating to assets being transferred to the buyer, hence the assets have been derecognised. NA
The management evaluates the impact of the assignment transactions done during the year for its business model. Based on the future business plan, the Company's business model remains to hold the assets for collecting contractual cash flows.
The table below summarises the carrying amount of the derecognized financial assets and the gain on derecognition during the year
47 Financial risk management
Risk is an integral part of the Company's business and sound risk management is critical to the success. As a financial intermediary, the Company is exposed to risks that are particular to its lending and the environment within which it operates and primarily includes credit, liquidity and market risks. The Company has a risk management policy which covers risks associated with the financial assets and liabilities. The risk management policy is approved by the Board of directors.
The Company has identified and implemented comprehensive policies and procedure to assess, monitor and manage risk through-out the Company. The risk management process is continuously reviewed, improved and adopted in the context of 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 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.
Risk management framework
The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Board of directors has established the risk management committee, which is responsible for developing and monitoring the Company's risk management policies. The committee reports regularly to the board of directors on its activities.
Efficient and timely management of risks involved in the Company's activities is critical for the financial soundness and profitability of the Company. Risk management involves the identifying, measuring, monitoring and managing of risks on a regular basis. The objective of risk management is to increase shareholders' value and achieve a return on equity
that is commensurate with the risks assumed. To achieve this objective, the Company employs leading risk management practices and recruits skilled and experienced people.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Company's audit committee oversees how management monitors compliance with the Company's risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit that undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.
A. Credit risk
All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Company's policy that no trading in derivatives for speculative purposes may be undertaken. Credit risk arising from derivative financial instruments is, at any time, limited to those with positive fair values, as recorded on the balance sheet. As per risk management policy of the Company, it only deals with counterparties, which has good credit rating/ worthiness given by external rating agencies or based on Company's internal assessment. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below:
Credit risk is the risk of loss that may occur from defaults by our borrowers under our loan agreements. In order to address credit risk, we have stringent credit assessment policies for client selection. Measures such as verifying client details and usage of credit bureau data to get information on past credit behaviour also supplement the efforts for containing credit risk. We also follow a systematic methodology in the opening of new branches, which takes into account factors such as the demand for credit in the area; income and market potential; and socio-economic and law and order risks in the proposed area. Further, our client due diligence procedures encompass various layers of checks, designed to assess the quality of the proposed group and to confirm that they meet our criteria.
The Company is a rural focused NBFC-MFI with a geographically diversified presence in India and offer income generation loans under the joint liability group model, predominantly to women from low-income households in Rural Areas. Further, as we focus on providing micro-loans in rural areas, our results of operations are affected by the performance and the future growth potential of microfinance in rural India. Our clients typically have limited sources of income, savings and credit histories and our loans are typically provided free of collateral. Such clients generally do not have a high level of financial resilience, and, as a result, they can be adversely affected by declining economic conditions and natural calamities. In addition, we rely on non-traditional guarantee mechanisms rather than tangible assets as collateral, which may not be effective in recovering the value of our loans.
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry. A financial asset is 'credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit- impaired includes the following observable data:
• significant financial difficulty of the borrower or issuer;
• a breach of contract such as a default or past due event.
The Company believes that the Micro finance loans (MFI) have shared risk characteristics (i.e. homogeneous) across various states in India. Similarly, the MSME loans are considered to have shared risk characteristics. Accordingly, the Company believes
that these product categories are the best measure of credit risk concentration. Refer note 6 for the product wise loan balances.
(a) Probability of default (PD)
PD describes the probability of a loan to eventually falling into stage 3. PD percentage is calculated for entire loan portfolio and is determined by using available historical observations.
PD for stage 1: is derived as percentage of all loans in stage 1 moving into stage 3 in 12-months' time.
PD for stage 2: is derived as percentage of all loans in stage 2 moving into stage 3 in the maximum lifetime of the loans under observation. Marginal PD is used in case cash flows/ repayment schedule is available, else cumulative PD is used.
PD for stage 3: is derived as 100% considering that the default occurs as soon as the loan becomes overdue for 90 days which matches the definition of stage 3.
Macroeconomic information (such as agriculture, real GDP, consumer prices, domestic demand, inflation, etc.) is incorporated as part of the internal assessment.
In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 30 days past due.
(b) Exposure at default (EAD)
EAD is the sum of outstanding principal and the interest amount accrued but not received on each loan as at reporting date.
(c) Loss given default (LGD)
The Company determines its recovery rates by analysing the recovery trends over different periods of time after a loan is considered credit impaired. Recovery rate is the total of discounted value of all the recoveries on the credit impaired loan account divided by the outstanding of the loan account after its first default. LGD = 1 - (Recovery rate).
(d) Discounting factor (Df)
The discounting factor is computed using the effective interest rate (EIR) for the portfolio.
(e) Significant increase in credit risk
The Company continuously monitors all assets subject to ECL. In order to determine whether an instrument or a portfolio of instruments is subject to 12 months ECL or life time ECL, the Company assesses whether there has been a significant increase in credit risk since initial recognition. Regardless of the change in credit grades, if
contractual payments are more than 30 days past due, the credit risk is deemed to have increased significantly since initial recognition.
(f) Expected credit loss on Loans
The Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and probability-weighted amount. The Company considers its historical loss experience and adjusts the same for current observable data. The key inputs into the measurement of ECL are the probability of default, loss given default and exposure at default. These parameters are derived from the internal assessment of the historical data. In addition, the Company uses reasonable and supportable information on future economic conditions including macroeconomic factors such as interest rates, gross domestic product, inflation and expected direction of the economic cycle. Since incorporating these forward looking information increases the judgment as to how the changes in these macroeconomic factor will affect ECL, the methodology and assumptions are reviewed regularly.
The Company has applied a three-stage approach to measure expected credit losses (ECL) on loans. Assets migrate through following three stages based on the changes in credit quality since initial recognition:
i) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial recognition and that are not credit- impaired upon origination, the portion of the lifetime ECL associated with the probability of default events occurring within the next 12- months is recognized.
ii) Stage 2: Lifetime ECL, not credit-impaired: For credit exposures where there has been a significant increase in credit risk since initial recognition but are not credit-impaired, a lifetime ECL is recognized.
iii) Stage 3: Lifetime ECL, credit-impaired: Financial assets are assessed as credit impaired upon occurrence of one or more events that have a detrimental impact on the estimated future cash flows of that asset. For financial assets that have become credit-impaired, a lifetime ECL is recognized and interest revenue is calculated by applying the effective interest rate to the amortised cost.
At each reporting date, the Company assesses whether there has been a significant increase in credit risk of its financial assets since initial
recognition by comparing the risk of default occurring over the expected life of the asset. In determining whether credit risk has increased significantly since initial recognition, the Company uses information that is relevant and available without undue cost or effort. This includes the Company's internal assessment and forward¬ looking information to assess deterioration in credit quality of a financial asset.
Expected credit loss on other financial assets
The Company assesses whether the credit risk on a financial asset has increased significantly on collective basis. For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of shared credit risk characteristics, taking into account accounting instrument type, credit risk ratings, date of initial recognition, remaining term to maturity, industry, geographical location of the borrower, collateral type, and other relevant factors.
The Company monitors changes in credit risk by tracking published external credit ratings. In order to determine whether published ratings remain up to date and to assess whether there has been a significant increase in credit risk at the reporting date that has not been reflected in published ratings, the Company supplements this by reviewing changes in government bond yields together with available press and regulatory information about issuers.
48 Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation.
The maturity schedule for all financial liabilities and assets are regularly reviewed and monitored. Company has assets liability management (ALM) policy and ALM Committee to review and monitor liquidity risk and ensure the compliance with the prescribed regulatory requirement. Monitoring liquidity risk involves categorizing all assets and liabilities into different maturity profiles and evaluating them for any mismatches in any particular maturities, particularly in the short-term. The ALM Policy prescribes the detailed guidelines for managing the liquidity risk.
(ii) Price Risk
The Company's exposure to price risk is not material and it is primarily on account of investment of temporary treasury surplus in the highly liquid debt funds for very short durations. The Company has a board approved policy of investing its surplus funds in highly rated debt mutual funds and other instruments having insignificant price risk, not being equity funds/ risk bearing instruments. As of March 31, 2025, the company has exposure to mutual fund 3 2.07 Crore (March 31, 2024 : 3 2.06 Crore).
(iii) Foreign currency risk
The Company is exposed to foreign exchange risk arising from foreign currency transactions. Foreign exchange risk arises from recognized assets and liabilities denominated in a currency that is not the functional currency of the Company. To mitigate the Company's exposure to foreign currency risk, non-rupee cash flows are monitored and derivative contracts are entered into in accordance with the Company's risk management policies. Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. Foreign currency risk arises majorly on account of
foreign currency borrowings. The Company manages its foreign currency risk by entering into cross currency swaps and forward contract. When a derivative is entered in to for the purpose of being as hedge, the Company negotiates the terms of those derivatives to match with the terms of the hedge exposure. For hedges of forecasted transactions, the derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
The Company hedges its exposure to fluctuations on the translation into INR of its foreign currency transactions by using foreign currency swaps and forwards. At March 31, 2025, the Company hedged 100% (March 31, 2024: 100%), for entire term of borrowing, of its expected interest and principle repayments on External commercial borrowings. This foreign currency risk is hedged by using foreign currency forward contracts. (refer note 2.3.2)
“Details of borrowings denominated in foreign currency and derivatives (i.e., currency and interest rate swaps) held for risk management purposes as economic hedges:”
49 Market risk
Market risk is the risk that the fair value or future cash flows of financial instruments will fluctuate due to changes in market variables such as interest rates, credit, liquidity etc. The Company is exposed to three type's of market risks as follows:
(i) 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 loan given.
The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.
50 Capital Management Risk
The Company's objective for capital management is to maximize shareholder's value, safeguard business continuity, meet the regulatory requirement and support the growth of the Company. The Company determines the capital requirement based on annual operating plans and long-term and other strategic investment plans. The funding requirements are met
through borrowings, retained earnings and operating cash flow generated.
As an NBFC-MFI, the RBI requires us to maintain a minimum capital to risk weighted assets ratio (“CRAR”) consisting of Tier I and Tier II capital of 15% of our aggregate risk weighted assets. Further, the total of our Tier II capital cannot exceed 100% of our Tier I capital at any point of time. (refer note 54) The Capital
management process of the Company ensures to maintain to healthy CRAR at all the time.
The Company has a board approved policy on resource planning which states that the resource planning of the Company shall be based on the Asset Liability Management (ALM) requirement. The policy of the Company on resource planning will also cover the objectives of the regulatory requirement. The policy prescribes the sources of funds, threshold for mix from
various sources, tenure manner of raising the funds etc.
For the purpose of the Company's capital management, capital includes equity share capital and other equity. Net debt includes terms loans from banks, NBFC and debentures includes interest accrued net of cash and cash equivalents and bank balances other than cash and cash equivalents. The Company monitors capital on the basis of the following gearing ratio.
* These are in respect of demand raised by the Income Tax Authorities for the financial year 2019-20 & 2020-21 which is disputed by the Company before the Appellate Authorities and the amount given is inclusive of interest accrued on demand as at March 31, 2025.
**The Company has entered into business correspondence arrangement during the year with the bank. As per the terms of the said agreement, the Company has given the first loss default guarantee (FLDG) in the form of fixed deposit amounting to R 4 Crore as at March 31, 2025. (March 31, 2024: R 2 Crore) (Refer Note 4)
B. Commitments
There are no outstanding capital commitment as at March 31, 2025 and March 31, 2024.
C. Contingent assets
There are no contingent assets as at March 31, 2025 and March 31, 2024.
D. The Company has reviewed all litigations having an impact on the financial position, where applicable, has adequately provided for where provision are required . As on March 31, 2025, the Company does not have any litigations pending with Income tax authorities, Goods and service authorities and other statutory authorities in the ordinary course of business requiring any provision to be provided in books of accounts.
E. The Company did not have any long term contract including derivative contract for which there were any material foreseeable losses.
53 Leases
Company as a lessee
The Company has created right of use assets and lease liability on account of building and vehicle taken on lease as per IND AS 116. The terms of the leases ranges from 2 years to 9 years. The Company has branch offices on lease for which 'short term lease' recognition exemption is applied. Accordingly, lease rentals of R 30.22 crore for year ended March 31, 2025 (R 23.30 crore for the year ended March 31, 2024 ) on such short term leases has been directly charged to Statement of profit and loss.
Set out below are the carrying amounts of Right of use asset recognized and the movements during the year (Refer note 12):
Note:
The Liquidity Coverage Ratio (LCR) is one of the key parameters closely monitored by RBI to enable a more resilient financial sector. The objective of the LCR is to promote an environment wherein Balance Sheet carries a strong liquidity for short term cash flow requirements. To ensure strong liquidity NBFCs are required to maintain adequate pool of unencumbered high-quality liquid assets (HQLA) which can be easily converted into cash to meet their stressed liquidity needs for 30 calendar days. The LCR is expected to improve the ability of financial sector to absorb the shocks arising from financial and/or economic stress, thus reducing the risk of spill over from financial sector to real economy.
The Liquidity Risk Management of the Company is managed by the Asset Liability Committee (ALCO) under the governance of Board approved Liquidity Risk Framework and Asset Liability Management policy. The LCR levels for the Balance Sheet date is derived by arriving the stressed expected cash inflow and outflow for the next calendar month. To compute stressed cash outflow, all expected and contracted cash outflows are considered by applying a stress of 15%. Similarly, inflows for the Company is arrived at by considering all expected and contracted inflows by applying a haircut of 25%.
The Company for purpose of computing outflows, has considered: (1) all the contractual debt repayments, and (2) other expected or contracted cash outflows. Inflows comprises of: (1) expected receipt from all performing loans, and (2) liquid investment which are unencumbered and have not been considered as part of HQLA.
For the purpose of HQLA the Company considers: (1) Cash on hand, and (2) Balances with banks - Current Accounts. The LCR is computed by dividing the stock of HQLA by its total net cash outflows over one-month stress period. As per the guidelines issued by RBI, currently, the Company is required to maintain LCR of 100%.
The Company has obtained extension, of less than 12 months and equal to or more than 12 months from testing date for said breaches from lenders whose borrowings as of March 31, 2025 aggregate 3 3,748.90 crore and 3 331.02 crore respectively. As a result, no demand for immediate repayment is anticipated until the extended date from these lenders. The Company is in discussion with the remaining lenders to obtain similar extensions and no demand for immediate repayment of borrowed fund is made by lenders to date.
ab. Divergence in Asset Classification and Provisioning
There was no instances of divergence in Assets Classification and Provisioning norms identified by RBI which is required to be disclosed as per Scale Based Regulations for the year ended March 31, 2025 (March 31, 2024 : Nil)
55 (i) Details of resolution plan implemented under the Resolution Framework for COVID-19-related stress as per RBI circular dated August 6, 2020 (Resolution Framework 1.0) are not applicable as the Company has not restructured any loan accounts under resolution framework 1.0.
(ii) The Company has not transferred any non-performing assets (NPAs).
(iii) The Company has not acquired any loans through assignment.
(iv) The Company has not acquired any stressed loan.
57 a) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other
sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b) No funds have been received by the Company from any other person(s) or entity(ies), including foreign entities (“Funding Parties”) with the understanding, whether recorded in writing or otherwise, that the Company shall whether, directly or indirectly, lend or invest in other persons or entities identified by or on behalf of the Funding party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
58 The Company is using three accounting software for maintaining its books of account wherein, audit trail feature (edit log facility) as per the requirements of proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, was available throughout the year ended March 31, 2025.
In respect of accounting software for payroll records, Independent service auditor's System and Organisation Controls (SOC 1) Type 2 report had not concluded whether or not the audit trail feature operated throughout the year for the previous year ended March 31, 2024. In respect of accounting software for loan records, the requirements of audit trail had not been covered in Independent service auditor's System and Organisation Controls (SOC 1) Type 2 report for the previous year ended March 31, 2024.
Notes to above :
Total risk-weighted assets represents the weighted average of funded and non-funded items after applying the risk weights as assigned by the RBI.
Tier I capital means owned funds as reduced by investment in shares of other NBFCs and in shares, debentures, bonds, outstanding loans and advances, including hire purchase and lease finance made to and deposits with subsidiaries and companies in the same group exceeding, in aggregate, 10% of the owned fund.
Tier II capital includes preference share capital, revaluation reserves, general provisions and loss reserves, hybrid debt capital instruments and subordinate debts to the extent the aggregate does not exceed Tier I capital.
“High Quality Liquid Assets (HQLA)” means liquid assets that can be readily sold or immediately converted into cash at little or no loss of value or used as collateral to obtain funds in a range of stress scenarios.
Total net cash outflows is defined as the total expected cash outflows minus total expected cash inflows for the subsequent 30 calendar days
60 During the year ended March 31, 2025, the Company recorded an allowance for Expected Credit Loss (“ECL”) of ^ 1,864.91 crore, in respect of loans given, with a corresponding charge to the Statement of Profit and Loss, consequent to a significant increase in credit risk evidenced by slowing and delayed collections. In preparing this statement, the Company has not evaluated whether any of these allowances should have been recognized in any of the prior period presented because of limitations in objectively determining information relating to assumptions and circumstances as it existed in those prior periods. As a result, the Company has concluded that it was impracticable to evaluate and determine any amounts for retrospective recognition and measurement in those prior periods.
61 The Statement for the quarter and year ended March 31, 2025 has been prepared on a going concern basis. As at March 31, 2025, the Company had breached various financial covenants (in respect of borrowings amounting to ^ 4,762.62 crore as at March 31, 2025) resulting in these borrowings becoming repayable on demand. The Company has obtained extension, of less than 12 months and equal to or more than 12 months from testing date for said breaches from lenders whose borrowings as of March 31, 2025 aggregate ^ 3,748.90 crore and ^ 331.02 crore respectively. As a result, no demand for immediate repayment is anticipated until the extended date from these lenders. The Company is in discussion with the remaining lenders to obtain similar extensions and no demand for immediate repayment of borrowed fund is made by lenders to date. Additionally, the Company holds Cash and Cash equivalents and liquid assets aggregating ^ 798.36 crores in as at March 31, 2025.
Subsequent to the year end, the Company has completed the rights issue for equity infusion aggregating to 3 799.86 crore as mentioned in Note 25 (g).
The Company's ability to continue as a going concern is dependent on obtaining waivers from demand by lenders for immediate repayment of borrowings for a period of at least twelve months from the balance sheet; and / or securing sufficient funds through other sources such as (i) successful sale of loans; (ii) rights issue and (iii) refinancing of borrowings.
Consequently, as a matter of prudence and in compliance with the requirements of Indian Accounting Standard (Ind AS) 12 Income Taxes, the net deferred tax asset (net) carried at 3 91.67 crore as of March 31, 2024, has been reversed during the current financial year.
62 The managerial remuneration paid to the Managing Director of the Company is 3 6.32 crore for the current financial year which exceeds the prescribed limits under Section 197 read with Schedule V to the Companies Act, 2013 by 3 4.81 crore. As per the provision of the act, the excess amount is subject to approval of the shareholders which the Company proposes to obtain in the forthcoming General Meeting. The excess amount is determined as per Schedule V to the Companies Act, 2013.
63 With regard to the new amendments under “Division III of Schedule III” under "Part II - Statement of Profit and Loss - General Instructions for preparation of Statement of Profit and Loss”
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the company for holding any Benami property.
(ii) The Company does not have any transactions with companies struck off.
(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or virtual currency during the financial year.
(v) The Company has not any such transactions which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
for and on behalf of the Board of Directors of Fusion Finance Limited
CIN : L65100DL1994PLC061287
Devesh Sachdev Ratna Dharashree Vishwanathan
Managing Director Director
DIN : 02547111 DIN : 07278291
Sanjay Garyali Gaurav Maheshwari
Chief Executive Officer Chief Financial Officer
M. No. 403832
Deepak Madaan
Company Secretary and Chief Compliance Officer M. No. A24811
Place: Gurugram Date: May 23, 2025
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