Annual Report: 2023
Digvijay Finlease Limited's (DFL) 31st Annual Report includes the Director's Report, financial statements, auditor's report, and disclosures on various aspects of the company's operations for the year ending March 31, 2023. The financial statements are prepared according to Indian Accounting Standards (Ind AS).
Financial Performance: Total income for the year was ₹4,579.05 Lac compared to ₹5,875.58 Lac in the previous year. Profit before and after tax were ₹4,199.41 Lac and ₹3,066.57 Lac respectively, compared to ₹5,559.76 Lac and ₹3,905.82 Lac in the previous year, excluding Other Comprehensive Income. The Board has decided to retain earnings and not propose any dividend.
Share Capital: The company has one class of shares: equity shares of par value ₹10 each. Authorized Share Capital is ₹20 Crore divided into 2 Crore equity shares of ₹10 each. The paid-up equity share capital stood at ₹1325.94 Lac as of March 31, 2023. No shares were issued during the year.
Transfer to Reserve Fund: As per Section 45-IC of the Reserve Bank of India Act, 1934, ₹613.31 Lac is proposed for transfer to the Reserve Fund.
Regulatory Compliance: The Company is registered as a Non-Banking Financial Company with the Reserve Bank of India. There were no significant material orders passed by regulators or courts impacting the company's going concern status. The Company didn't accept any public deposits during the year. As an NBFC, the company is exempt from complying with Section 186 of the Companies Act, 2013, regarding investments, loans, and guarantees.
Subsidiaries: The company has no subsidiaries, joint ventures, or associate companies.
Dematerialization: Arrangements are in place with NSDL for dematerialization of securities. The ISIN is INE01US01017. Maheshwari Datamatics Pvt. Ltd. (MDPL) is the Registrar and Transfer Agent (RTA).
Related Party Transactions: There were no significantly material transactions with related parties except for remuneration paid to key managerial personnel, sitting fees paid to directors, and rent paid to an enterprise having significant influence over the company, all in the ordinary course of business.
Internal Financial Control: Adequate internal financial controls are in place, commensurate with the company's size and operations. Internal auditors review the internal financial control system.
Risk Management: The Board has adopted a risk management policy, with identified risks including Commercial, Financial, Operational, and Legal & Regulatory Risks. A Risk Management Committee comprising of Shri Ashok Bhandari (Chairman), Shri Ravi Goenka and Shri K. K. Thakur manages and mitigates these risks.
Directors and Key Managerial Personnel: Shri Gourav Periwal retires by rotation and is eligible for re-appointment. Shri Ravi Goenka and Shri S. K. Mukherjee are Independent Directors. Shri K.K. Thakur is the Manager and CFO.
Auditors: M/s S Jaykishan, Chartered Accountants, are the Statutory Auditors. Their performance was reviewed, and their continuation for 2023-24 was approved. M/s S Jaykishan is also appointed as Tax Auditor for Assessment Year 2023-24. M/s D. K. Parmanandka & Co., Chartered Accountants, carried out the Internal Audit for the Financial Year 2022-23.
Reporting of Frauds: Statutory auditors reported no instances of fraud.
Number of Meetings: Meetings of the Board and Committees are held as per statutory requirements. Five Board Meetings and one meeting of the Independent Directors were convened.
Committees: The Board has various committees including Risk Management Committee, Audit Committee, Nomination & Remuneration Committee, Stakeholders Relationship Committee, Corporate Social Responsibility (CSR) Committee, Finance and Assets Liability Supervisory Committee (ALCO), and Investment/Credit Committee and Grievance Redressal Mechanism Committee.
Corporate Social Responsibility (CSR): The company contributed to "SHREE FOUNDATION TRUST" for Rural Development Projects. The CSR Committee comprises Shri Sudip Kumar Mukherjee (Chairman), Shri Ravi Goenka, and Shri Gourav Periwal. CSR activities with details in the specified format as required under Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed in the Report.
Policy on Directors' Appointment and Remuneration: The Nomination & Remuneration Committee framed a policy for the selection and appointment of Directors and Senior Management, including criteria for determining qualifications, positive attributes, and independence of directors. There is no incentive pay at present.
Sexual Harassment Policy: The Company has a policy to prevent sexual harassment, although the Internal Committee is not applicable due to having less than 10 employees. No complaints were received during the year.
Directors’ Responsibility Statement: The Board confirms that the financial statements are prepared in accordance with Indian Accounting Standards (Ind AS), accounting policies have been consistently applied, proper accounting records were maintained, the annual accounts were prepared on a going concern basis, and proper systems were devised to ensure compliance with all applicable laws.
Other Disclosures: The company has disclosed the impact of pending litigations on its financial position, and there were no amounts required to be transferred to the Investor Education and Protection Fund. The management confirms that no funds have been advanced or loaned with the understanding that the intermediary shall lend or invest in other entities identified by or on behalf of the company. No dividend has been declared or paid during the year.
Auditor's Report: The independent auditor's report states that the financial statements present a true and fair view of the company's affairs as of March 31, 2023, and comply with the Companies Act, 2013.
Annexure A to the Auditor's Report: This annexure details observations on property, plant and equipment, inventory (not applicable), loans and advances, compliance with Sections 185 and 186 of the Companies Act, and other regulatory requirements. Title deeds for immovable properties are held in the company's name except for Freehold Land which is under procedural delay after appointed date of merger (Arham Securities).
Annexure B to the Auditor's Report: This annexure reports on the internal financial controls over financial reporting.
Financial Statements (Balance Sheet and Statement of Profit and Loss): Detailed financial figures for the assets, liabilities, equity, revenue, expenses, and cash flows are presented for the years ending March 31, 2023, and March 31, 2022, with supporting notes.
Significant Accounting Policies: Details regarding the company's accounting policies, including the classification of financial instruments, impairment of financial assets, revenue recognition, property, plant and equipment, employee benefits, taxation, and provisions, are provided.
Note 41 Particulars on Capital to Risk/Weighted Assets Ratio (CRAR), and Funding Concentration based on significant instrument are also available.
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