Inox Leasing and Finance Limited Unlisted Shares

Annual Report Summary

INOX LEASING AND FINANCE LIMITED Annual Report 2022-23 Summary:

Corporate Information:

• The Board of Directors consists of Mr. D.K. Jain (Chairman), Mr. V.K. Jain (Director), and Mr. Devansh Jain (Director).
• The Audit Committee, Stakeholders' Relationship Committee, and Corporate Social Responsibility Committee share the same members: Mr. D.K. Jain (Chairman), Mr. V.K. Jain (Director), and Mr. Devansh Jain (Director).
• The 28th Annual General Meeting will be held on Saturday, September 30th, 2023, at 11:00 a.m. at INOXGFL Group, 612-618, Narain Manzil, 23, Barakhamba Road, New Delhi.

Statutory Reports:

• The notice is given for the 28th Annual General Meeting (AGM) of INOX LEASING AND FINANCE LIMITED, scheduled for September 30, 2023.
• The ordinary business includes the adoption of the Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2023.
• Mr. Vivek Kumar Jain (DIN: 00029968) is retiring by rotation and is eligible for re-appointment as a Director. The Board recommends his re-appointment.
• Members entitled to attend and vote can appoint a proxy, who need not be a member. Proxies must be received 48 hours before the meeting.
• The Register of Members and Share Transfer Books will be closed from September 23rd to September 30th, 2023 (inclusive).
• Unclaimed dividends for seven years will be transferred to the Investor Education and Protection Fund (IEPF).
• Unpaid dividends up to financial year 2015-16 have been transferred to the IEPF. Details of unpaid/unclaimed dividends are available on the company website.
• Members who haven't encashed dividend warrants for the financial year ended 31st March, 2017, or later are requested to claim duplicate warrants.
• The Annual Report for FY 2022-23 has been sent via electronic mode (e-mail).
• Physical transfer of shares is disallowed; members are requested to dematerialize their shares.
• Nomination facility is available to individuals holding shares.
• Tax will be deducted at source (TDS) on dividends. Members should submit their PAN details to avoid higher tax rates.
• Corporate members should send a certified copy of the Board Resolution authorizing their representative(s) to attend and vote.
• The company provides e-voting facility to all members through CDSL. Voting rights are reckoned on equity shares held as of September 21, 2023.
• The voting period begins on September 27th, 2023, at 9:00 a.m. and ends on September 29th, 2023, at 5:00 p.m.
• Non-Individual Shareholders and Custodians are required to register themselves as Corporates at www.evotingindia.com.
• The Scrutinizer for the e-voting process is M/s Amarendra Rai & Associates.
• The Chairman will allow voting by "Ballot Paper" at the meeting for those who have not cast votes via remote e-voting.
• The Results along with the Scrutinizer's Report will be placed on the Company's website and on the website of CDSL.
• Information on Mr. Vivek Kumar Jain (DIN: 00029968) for re-appointment as Director is included. He has rich business experience and has over 36 years of experience in setting up and managing businesses. He is a graduate in Commerce and has an MBA from IIM Ahmedabad. As of the report, he held 60,56,035 shares of the company.

Boards' Report:

• The Directors present the 28th Annual Report, along with audited financial statements for the year ended March 31, 2023.
• The company is registered with the Reserve Bank of India (RBI) as a Systemically Important Non-Banking Financial Company (NBFC) not taking public deposits.
• On a consolidated basis, revenue for FY 2023 was Rs. 653300.90 lakhs, 17.58% higher than the previous year. Profit after tax (PAT) attributable to shareholders and non-controlling interests for FY 2023 was Rs. 62278.83 lakhs.
• On a standalone basis, revenue for FY 2023 was Rs. 44008.39 lakhs, 16.87% lower than the previous year. PAT attributable to shareholders was Rs. 37408.85 lakhs, a decline of 22.75% from the previous year.
• The company paid an Interim Dividend of Rs 36 per equity share with a total payout of Rs 3564.02 lacs.
• Unpaid dividend aggregating to Rs. 19.68 Lakhs was credited to the Investor Education and Protection Fund (IEPF).
• Rs. 7500.00 lacs was transferred to Statutory Reserve as per RBI Act, 1934.
• Mr. Vivek Kumar Jain retires by rotation at the AGM and is eligible for re-appointment. The Board recommends his re-appointment.
• Mr. Vijay Saxena, Company Secretary, resigned w.e.f. 31st December 2022.
• Thirteen Board meetings were convened during the year.
• The Audit Committee has been duly constituted.
• The company has complied with Accounting Standards and Schedule III of the Companies Act, 2013.
• Internal Financial Controls are adequate and operating effectively.
• No material contracts/arrangements/transactions with Related Parties were entered into.
• The company has neither invited nor accepted any deposits from the public.
• The company has prepared consolidated financial statements as per Section 129(3) of the Companies Act, 2013.
• There were no instances of fraud reported by the Statutory Auditors.
• The company has adequate internal controls.
• There are no reservations, qualifications, or adverse remarks in the Independent Auditor's Report.
• M/s. Dewan P.N. Chopra & Co. were appointed as Auditors for a term of 5 years.
• The company's annual return for FY 22-23 is available on the website.
• The company has no particulars to report regarding the conservation of energy, technology absorption, and foreign exchange earnings and outgo.
• There was no employee drawing remuneration in excess of the prescribed limits.
• The CSR Committee comprises Shri D.K. Jain, Shri Vivek Kumar Jain, and Shri Devansh Jain. One meeting of the CSR Committee was held on March 28th, 2023, and was attended by all the Directors. The company is not required to spend 2% of average net profits.
• The company's property and assets are adequately insured.
• The company has a Prevention of Sexual Harassment of Women at Workplace Policy and an Internal Complaints Committee (ICC). No complaints were received during the year.
• The company has a risk assessment and minimisation procedure. No material risks threaten the company's existence.
• There are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of the report.
• There are no orders passed by regulators or courts impacting the going concern status.
• The Object Clause of Memorandum of Association was amended to carry on 'Wind Energy Business' acquired from Inox Wind Energy Limited (IWEL).
• The Company has not provided monies to any scheme for purchase of shares for employees.
• The Company complies with RBI regulations.
• The Directors express gratitude to external agencies and appreciate the services of the workforce.

Financial Statements (Standalone):

• Key financial figures are presented in the Standalone Balance Sheet and Statement of Profit and Loss.
• Notes to the standalone financial statements provide detailed information on various aspects of the company's financials, including accounting policies, investments, taxation, property, plant and equipment, and other disclosures.
• The Auditor's Report contains no reservations, qualifications, or adverse remarks.
• An Interim Dividend of Rs 36 per share has been paid.

Financial Statements (Consolidated):

• As per the applicable provisions of the Companies Act, 2013 read with the Rules issued thereunder, the Consolidated Financial Statements of the Company have been prepared in compliance with applicable Accounting Standards and on the basis of audited financial statements of the Company, its subsidiaries and associate companies, as approved by the respective Board of Directors.
• Details regarding consolidated financial statements are included.