Leading Leasing Finance and Investment Company Ltd. ನಿರ್ದೇಶಕರ ವರದಿ

Mar 31, 2025

The Directors present the 41^st Annual report on the business and operations of your Company for the year 2024¬
25.

FINANCIAL PERFORMANCE OF THE COMPANY:

(Rs In lakhs)

Particulars	2024-25	2023-24
Total Revenue	2900.19	497.30
Total Expenses	2644.70	196.20
Profit / (Loss) Before Taxation and Exceptional item	528.60	301.10
Exceptional item	-	-
Profit before Taxation	528.60	301.10
Provision for Income Tax	152.76	91.91
Provision for Deferred Tax	-	-
Profit after Taxation	375.84	209.19

For the year ended 31^st March 2025, your Company has reported total revenue and net profit after taxation of Rs.
2900.19 (in Lakhs) and Rs. 375.84 (in Lakhs) respectively. Last year total revenue was Rs. 497.30/- (in Lakhs) and
Rs. 209.19/- (in Lakhs).

NATURE OF BUSINESS:

There are no changes in nature of Business.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of the Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,
the Management’s Discussion and Analysis is set out in the Annual Report marked as “Annexure I”.

REPORT ON PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES. ASSOCIATES AND JOINT
VENTURE COMPANIES:

The Company does not have Subsidiaries, Associate and Joint Venture Companies. Hence, details for the same
are not required to mention here.

RESERVES:

In terms of Section 45-IC of the RBI Act 1934, the Company registered as NBFC with RBI is required to transfer at
least 20% of its Profit after tax to a Reserve Fund before dividend is declared. As at the year end, an amount of
Rs. 117.79/- (In Lakhs) has been transferred to the Reserve Fund.

DIVIDEND:

In view of losses, your directors do not recommend any dividend during the year.

DEPOSIT

The Company has not accepted any deposits during the year under review, and it continues to be a non-deposit
taking Non-Banking Financial Company in conformity the guidelines of the Reserve Bank of India and
Companies (Acceptance of Deposits) Rules, 1975.

EXTRACT OF THE ANNUAL RETURN

In accordance with provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return as required
under Section 92 of the Act for the Financial Year 2024-25, will be available on the Company’s website at
www.llflltd.in.

SHARE CAPITAL & AUTHORISED SHARE CAPITAL:

The paid-up Equity Share Capital as on March 31^st, 2025, was Rs. 43,95,66,000/-
The Authorized Share Capital as on March 31^st, 2025, was Rs. 60,00,00,000/-

A) Issue of equity shares with differential rights:

During the year under review, the Company has not issued any shares with differential voting rights.

B) Issue of sweat equity shares

During the year under review, the Company has not issued any sweat equity shares.

C) Issue of employee stock options

During the year under review, the Company has not issued any sweat equity shares.

D) Bonus Shares

During the year under review, the Company has not issued any sweat equity shares.

E) Provision of money by company for purchase of its own shares by employees or by trustees for the
benefit of employees

The Company has no scheme of provision of money for purchase of its own shares by employees or by trustees
for the benefit of employees. Hence the details under rule 16 (4) of Companies (Share Capital and Debentures)
Rules, 2014 are not required to be disclosed.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) Changes in Directors and Key Managerial Personnel:

During the year following Changes made in the Directors and Key Managerial Personnel:

S.N.	Name of Directors/KMP	Reason for change Appointment/ Resignation/ other changes	Designation	Date of Changes	Remarks (if any)
1	Jayesh Laxmanbhai Bhavsar (ACS:47954)	Appointment	Company Secretary and Compliance Officer	14-05-2024	NA
2	Kurjibhai Premjibhai Rupareliya (DIN:05109049)	Appointment	Managing Director	14-05-2024	NA
3	Nirbhaybhai Dhruvbhai Dave (DIN:10439618)	Resignation	Independent Director	12-02-2025	NA
4	Saumik Arvind Ghervada (DIN:10859766)	Appointment	Additional Independent (Non¬ Executive) Director	12-02-2025	NA

Mr. Kurjibhai Premjibhai Rupareliya will retire at the forthcoming Annual General Meeting of the Company and
being eligible, offer himself for reappointment.

b) Declaration by an Independent Director(s) and reappointment, if any

All Independent Directors have given declarations that they meet the criteria of independence as laid down
under Section 149(6) of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015.

c) Formal Annual Evaluation

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of its own
performance, the directors individually as well as the evaluation of the working of its Audit, Nomination &
Remuneration and Compliance Committees. The manner in which the evaluation has been carried out has been
explained in the Corporate Governance Report.

d) Remuneration Policy

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for
selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration.
The Remuneration Policy is stated in the Corporate Governance Report.

e) Number of Meetings of the Board of Directors and Audit Committee

Regular meetings of the Board are held to discuss and decide on various business policies, strategies and other
businesses. The schedule of the Board/Committee meetings to be held in the forthcoming financial year is
being circulated to the Directors in advance to enable them to plan their schedule for effective participation in
the meetings.

During the year the Company has held 09 (Nine) Board Meetings as against the minimum requirement of 04
meetings. The meetings were held on 07/05/2024, 14/05/2024, 03/07/2024, 14/08/2024, 27/08/2024,
13/09/2024, 07/10/2024, 13/11/2024 and 12/02/2025.

COMMITTEE OF BOARD:

AUDIT COMMITTEE

a) Brief description of terms of reference:

Terms of Reference of the Audit Committee are as per Section 177 of the Companies Act, 2013 and the
guidelines set out in the listing agreements with the Stock Exchanges that inter-alia, include overseeing
financial reporting processes, reviewing periodic financial results, financial statements and adequacy of
internal control systems with the Management and adequacy of internal audit functions, discussions with the
auditors about the scope of audit including the observations of the auditors and discussion with internal auditor
on any significant findings.

b) Composition:

The Audit Committee has been constituted in conformity with the requirements of Section - 177 of the
Companies Act, 2013. As at the end of Financial Year 2024-25, Audit Committee comprises of three Directors as
under:

Sr. No.	Name of Member	Designation
1	Saumik Arvind Ghervada	Chairperson
2	Suraj Kumar Jha	Member
3	Parshottambhai Rupareliya	Member

During the year under review, the 8 Audit Committee was held during Financial Year 2024-25. The dates on
which the said meetings were held 14/05/2024, 03/07/2024, 14/08/2024, 27/08/2024, 13/09/2024, 07/10/2024,
13/11 /2024 and 12/02/2025.

Minutes of meetings of the Audit Committee are circulated to members of the Committee, and the Board is kept
apprised.

Members of the Audit Committee have requisite financial and management expertise. The Statutory Auditors,
Internal Auditor and the Chief Financial Officer are invited to attend and participate in meetings of the
Committee.

NOMINATION/REMUNERATION COMMITTEE

The Nomination/Remuneration committee consists of the following three Directors:

Sr. No.	Name of Member	Designation
1	Saumik Arvind Ghervada	Chairperson
2	Suraj Kumar Jha	Member
3	Parshottambhai Rupareliya	Member

The Nomination/Remuneration committee recommends to the Board the attributes and qualifications for
becoming a member of the Board. It also recommends the remuneration payable to the Directors, Key
managerial personnel and other senior personnel and such other matters as are necessary under SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

The Committee has formulated a Nomination and Remuneration Policy relating to the appointment and
remuneration for the directors, key managerial personnel and other employees. The nomination
and remuneration policy is annexed marked “Annexure-II’.

During the year under review, the 4 Nomination and Remuneration Committee was held during Financial Year
2024-25. The dates on which the said meetings were held 14/05/2024, 14/08/2024, 13/11/2024 and 12/02/2025.

SHAREHOLDERS COMMITTEE:

The Board of Directors have constituted a “Share Transfer and Shareholders / Investor Grievance Committee
and stakeholders’ relationship committee” in line with the Listing Agreement, which is responsible for all
matters concerning the share transfers, transmissions, issue of duplicate share certificates and attending to
the grievance of the shareholders.

The present composition of the Committee is as under: Shareholder’s Committee consists of following
Directors

Sr. No.	Name of Member	Designation
1	Parshottambhai Rupareliya	Chairperson
2	Suraj Kumar Jha	Member
3	Saumik Arvind Ghervada	Member

During the year under review, the 3 Stakeholders Committee was held during Financial Year 2024-25. The dates
on which the said meetings were held on 14/05/2024, 14/08/2024 and 13/11/2024.

The Company addresses all complaints, suggestions and grievances expeditiously and replies have been sent /
issues resolved usually within 15 days except in case of dispute over facts or other legal constraints. During the
year complaints were received from SEBI or shareholders were resolved satisfactory. No requests for share
transfers are pending except those that are disputed or Sub-judice.

Evaluation

Committee has adopted a formal system of evaluating Board performance as a whole and the contribution of
each individual director. An evaluation of Board performance is conducted annually to identify areas of
improvement and as a form of good Board management practice. Each member of the Committee shall abstain
from voting any resolutions in respect of the assessment of his performance or re-nomination as Director. The
results of the evaluation exercise were considered by Committee which then makes recommendations to the
Board aimed at helping the Board to discharge its duties more effectively.

Performance Evaluation

Pursuant to the provisions of the Companies Act, 2013 and the Board has carried out the annual performance
evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Audit,
Nomination and Remuneration and Stakeholder Committees. A structured questionnaire was prepared after
taking into consideration input received from the Directors, covering various aspects of the Board’s functioning
such as adequacy of the composition of the Board and its Committees, Board culture, execution and
performance of specific duties, obligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman
of the Board, who were evaluated on parameters such as level of engagement and contribution, independence
of judgment, safeguarding the interest of the Company and its minority shareholders etc. The performance
evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the
Chairman and the Non-Independent Directors was carried out by the Independent Directors.

The Directors expressed their satisfaction with the evaluation process.
General Body Meeting (One):

Date	Type	Time	Mode of Meeting
13-06-2024	AGM	02:00 PM	At registered office of the company.
26-09-2024	EGM	02:00 PM	At registered office of the company.
06-11-2024	EGM	12:00 PM	At registered office of the company.

CHANGE IN THE NATURE OF BUSINESS

The Company is engaged in the business of Investments, Leasing and Financing. There has been no change in
the nature of business of the Company during the year under review.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING
THE GOING CONCERN STATUS OF THE COMPANY

No significant and material orders were passed by any Regulator(s) or Court(s) or Tribunal(s) which would
impact the going concern status of the company.

MATERIAL CHANGES AND COMMITMENTS. IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO
WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

No material changes and commitment affecting the financial position of the Company occurred between the
end of the financial year to which these financial statements relate and the date of this report.

CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135(1) of the Companies Act, 2013 are not applicable to the Company and therefore
the company has no corporate social responsibility committee of the Board.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT
2013

Loans, Guarantees and Investments covered under Section 186 of the Companies Act, 2013 form part of the
Notes to the financial statements provided in this Annual Report.

STATUTO RY AUDITORS

M/s S.D. Mehta & Co., Chartered Accountants, have tendered their resignation as Statutory Auditors w.e.f. 14^th
August, 2024 citing reasons that are due to change in the Company’s landscape owing to its status of a listed
company and inclination of investor (s) to obtain synergy in audit. We also understand that consequently to this
change and for other commercial reasons, there is a need for the company to have auditor with resources
across geographies there are not willing to work. This has resulted in a casual vacancy in the office of Statutory
Auditors of the Company as envisaged by Section 139(8) of the Companies Act, 2013. Casual vacancy caused
by the resignation of auditor shall be approved by the shareholders in General Meeting within three months from
the date of recommendation of the Board of Directors of the Company.

The Board of Directors of the Company recommended the appointment of M/s S K Bhavsar & Co., Chartered
Accountants (Firm Registration No. 0145880W) as the Statutory Auditors of the Company to fill the casual
vacancy caused by the resignation of M/s S.D. Mehta & Co., Accordingly, shareholders’ approval by way of
ordinary resolution is sought. M/s S K Bhavsar & Co, Chartered Accountants (Firm Registration No. 0145880W),
have conveyed their consent for being appointed as the Statutory Auditors of the Company along with a
confirmation that, their appointment, if made by the members, would be within the limits prescribed under the
Companies Act, 2013 and shall satisfy the criteria as provided under section 141 of the Companies Act, 2013

M/s S K Bhavsar & Co appointed as Statutory Auditor of the company to conduct the audit for the period ended
as on 31st March 2025 and was eligible to hold the office as Statutory Auditor from the conclusion of the Extra¬
Ordinary General Meeting till the conclusion of ensuing Annual General Meeting.

In this AGM, it is proposed to appoint M/s S K Bhavsar & Co from the conclusion of Annual General Meeting for a
period of five years (01-04-2025 to 31-03-2030).

AUDITORS’ REPORT

The Auditor’s report does not contain any reservation, qualification or adverse remark submitted by M/s S.K.
Bhavsar & Co., Chartered Accountant, Statutory Auditor of the Company, in their respect for the Financial Year
ended March 31^st, 2025.

SECETARIAL AUDITOR

Pursuant to provisions of sub-section (1) of Section 204 of the Companies Act 2013, the Company is required to
annex with its Board’s Report a secretarial audit report, given by the Company Secretary in practice.

The secretarial audit of the Company has been conducted by M/s. Dharti Patel & Associates, Company
Secretaries in Practice and their report on the secretarial audit for the year under review.

SECRETARIAL AUDIT REPORT

A copy of Secretarial Audit Report as provided by Company Secretary in Practice has been annexed to this
Report as “Annexure-III”. The Secretarial Audit Report contains a reservation, qualification or adverse remark.

INTERNAL AUDITORS

The Board has appointed M/s Kishan Patel & Associates, Chartered Accountants (FRN:151318) for the Financial
Year 2024-25.

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits during the financial year under review.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All Related Party Transactions (RPTs) which were entered into during the financial year were on an arm’s length
basis and were in the ordinary course of business and did not attract provisions of section 188 of the
Companies Act, 2013 and were also not material RPTs under regulation 23 of the SEBI Listing Regulations, 2015.
During the year 2024-25, as required under section 177 of the Companies Act, 2013 and regulation 23 of the
SEBI Listing Regulations, 2015, all RPTs were placed before the Audit Committee for approval.

There were no transactions entered into with related parties, during the period under review, which may have
had any potential conflict with the interests of the Company. Accordingly, the disclosure of Related Party
Transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 is not applicable.

ENVIRONMENT. HEALTH AND SAFETY

The Company provides the highest priority for health and environment and safety. The Company takes the most
care of the employees and ensures compliance with the Environment Act.

REMUNERATION OF KEY MANANGERIAL PERSONNEL

Ms. Ami Jinen Shah (Whole time Director) be paid Rs. 25,000/- (Rupees Twenty-Five Thousand Only) per month
and Mr. Jinen Manoj Shah (Chief Financial Officer), the Key Managerial Personnel of the Company, be paid Rs.
20,000/- each (Rupees Twenty Thousand Only) per month subject to the increment as decided by the Board of
Directors of the Company from time to time on the basis of their performance and policy of the Company.

DIRECTORS’ RESPONSIBILITY STATEMENT:

The Directors’ Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the
Companies Act, 2013, shall state that—

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along
with proper explanation relating to material departures.

(b) 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 at the end of the financial year and of the profit and loss of the company for that period.

(c) The directors had taken proper and sufficient care of the maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets of the company and for preventing
and detecting fraud and other irregularities.

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

(e) 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.

(f) 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.

EARNINGS AND OUTGO:

The Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and
Outgo, pursuant to Section 134 of the Companies act 2013 read with the Companies (Account) Rules, 2014 are
as follows.

1.	Conservation of Energy	Nil
2.	Technology Absorption	Nil
3.	Foreign Exchange Earnings and Outgo	Nil

PARTICULARS OF EMPLOYEES:

There is no employee in the Company drawing remuneration for which information is required to be furnished
under section 134 of the Companies Act 2013 read with Companies (Particulars of Employees) Rules 1975 as
amended.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL CONTROLS WITH REFERENCE TO THE FINANCIAL
STATEMENT

The company has adequate internal financial control system commensurate with the size of the company and
the nature of its business with regards to purchasing fixed assets. The activities of the company do not involve
purchase of inventories and sale of goods and services.

For the purposes of effective internal financial control, the Company has adopted various procedures for
ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of
the accounting records, and the timely preparation of reliable financial information.

To ensure adequacy of internal financial controls, the procedures adopted by the Company are based on the
following parameters:

(A) Familiarity with Policies and Procedures - the related policies and procedures and the changes thereto,
if any, are communicated to the employees at the time of joining and it is ensured that such person
understands the policies or procedures correctly.

(B) Accountability of Transactions - There is a proper delegation of authorities and responsibilities so as to
ensure accountability of any transaction.

(C) Accuracy & Completeness of Financial Statements/ Reports - For accuracy and completeness of
information, reconciliation procedure and multiple checking at different level have been adopted. To
avoid human error, computer software is extensively used.

(D) Retention and Filing of Base Documents - All the source documents are properly filed and stored in a
safe manner. Further, important documents, depending upon their significance, are also digitized.

(E) Segregation of Duties - It is ensured that no person handles all the aspect of a transaction. To avoid any
conflict of interest and to ensure propriety, the duties have been distributed at different levels.

(F) Timeliness - It is also ensured that all the transactions are recorded and reported in a timely manner.

The procedures are also reviewed by the Statutory Auditors and the Directors of the Company from time to time.
There has also been proper reporting mechanism implemented in the organization for reporting any deviation
from the procedures.

RISK MANAGEMENT POLICY

The Company has Risk Management Policy to mitigate the risks. At Present, the Company has not identified any
element of risk which may threaten the existence of the Company.

STATEMENT UNDER SEXUAL HARASSMENT OF WOMEN ATWORKPLACE (PREVENTION. PROHIBITION AND
REDRESSAL) ACT, 2013

The Company has a Policy on Prevention of Sexual Harassment of Women at Workplace and has complied with
the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. No case was reported during the year
under review.

BRIEF RESUME

As required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company provides a brief resume of Kurjibhai Rupareliya [DIN: 05109049], Managing Director, who is
liable to retire by rotation in the ensuing AGM and being eligible offers himself for re-appointment. The nature of
their expertise in specific functional areas, names of the companies in which they hold directorships, his
shareholding etc. are furnished in the annexure to notice of the ensuing AGM.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

The Company has in place the whistle blower mechanism for directors and employees with a view to provide for
adequate safeguards against victimization of stakeholders and providing for direct access to the Chairperson of
the Audit Committee in appropriate cases. The policy can be accessed to the website of the Company at
http://llflltd.in

CODE OF CONDUCT

The Chairman of the Board Meetings has given a declaration that all Directors and senior Management
Personnel concerned affirmed compliance with the code of conduct with reference to the year ended 31^st
March, 2025.

LISTING WITH STOCK EXCHANGES:

Companies Shares are Listed on BSE Limited and Metropolitan Stock Exchange of India Limited.
ACKNOWLEDGMENT:

The management is grateful to the government authorities, Bankers, Vendors for their continued assistance and
co-operation. The directors also wish to place on record the confidence of members in the company.

By Order of the Board

For Leading Leasing Finance and Investment Company Limited

Sd/- Sd/-

Kurjibhai Premjibhai Rupareliya Parshottambhai Rupareliya

Managing Director Director

[DIN:05109049] [DIN 02944037]

Date: 29^th August 2025 Date: 29^th August 2025

Place: Mumbai Place: Mumbai

---

Mar 31, 2024

The Directors' present the 40^th Annual report on the business and operations of your Company for the year 2023-24. FINANCIAL PERFORMANCE OF THE COMPANY:

Â		Â	(Rs. In lakhs)
Â	Particulars	2023-24	2022-23
Â	Total Revenue	497.30	360.15
Â	Total Expenses	196.20	64.98
Â	Profit / (Loss) Before Taxation and Exceptional item	301.10	295.17
Â	Exceptional item	-	-
Â	Profit before Taxation	301.10	295.17
Â	Provision for Income Tax	91.91	76.45
Â	Provision for Deferred Tax	-	-
Â	Profit after Taxation	209.19	217.58

For the year ended 31^st March, 2024, your Company has reported total revenue and net profit after taxation of Rs. 497.30 (in Lakhs) and Rs. 209.19 (in Lakhs) respectively. Last year total revenue was Rs. 360.15/- (in Lakhs) and Rs. 217.58/- (in Lakhs).

NATURE OF BUSINESS:

There are no changes in nature of Business.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of the Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management's Discussion and Analysis is set out in the Annual Report marked as “Annexure I”.

REPORT ON PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:

The Company does not have Subsidiaries, Associate and Joint Venture Companies. Hence, details for the same are not required to mention here.

RESERVES:

In terms of Section 45-IC of the RBI Act 1934, the Company registered as NBFC with RBI is required to transfer at least 20% of its Profit after tax to a Reserve Fund before dividend is declared. As at the year end, an amount of Rs. 128.28/- (In Lakhs) has transferred to the Reserve Fund.

DIVIDEND:

In view of losses, your directors do not recommend any dividend during the year.

DEPOSIT

The Company has not accepted any deposits during the year under review and it continues to be a non-deposit taking Non-Banking Financial Company in conformity the guidelines of the Reserve Bank of India and Companies (Acceptance of Deposits) Rules, 1975.

EXTRACT OF THE ANNUAL RETURN

In accordance with provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return as required under Section 92 of the Act for the Financial Year 2023-24, will available on the Company's website at www.llflltd.in.

SHARE CAPITAL & AUTHORISED SHARE CAPITAL:

The paid-up Equity Share Capital as on March 31,2024 was Rs. 10,67,00,000/-The Authorised Share Capital as on March 31,2024 was Rs. 11,00,00,000/-

A)    Issue of equity shares with differential rights:

During the year under review, the Company has not issued any shares with differential voting rights.

B)    Issue of sweat equity shares

During the year under review, the Company has not issued any sweat equity shares.

C)    Issue of employee stock options

During the year under review, the Company has not issued any sweat equity shares.

D)    Bonus Shares

During the year under review, the Company has issued 5,33,50,000 Bonus shares with the ration 1:1.

E)    Provision of money by company for purchase of its own shares by employees or by trustees for the benefit of employees

The Company has no scheme of provision of money for purchase of its own shares by employees or by trustees for the benefit of employees. Hence the details under rule 16 (4) of Companies (Share Capital and Debentures) Rules, 2014 are not required to be disclosed.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) Changes in Directors and Key Managerial Personnel:

During the year following Changes made in the Directors and Key Managerial Personnel:

Â	Â						Â
Â	S.N.	Name of Directors/KMP	Reason for change Appointment/ Resignation/ other changes	Designation	Date of Changes	Remarks (if any)	Â
	1	Surajkumar Jha (DIN:10197854)	Appointment	Additional Non Executive Independent Director	12-06-2023	NA
	2	Surajkumar Jha (DIN:10197854)	Change in designation	Non Executive Independent Director	10-07-2023	Additional to Director
	3	Pankaj Ramanbhai Jadav	Resignation	Director	11-09-2023	NA

Â	Â	(DIN:06493362)	Â	Â	Â	Â	Â
Â	4	Parshottambhai Premjibhai Rupareliya (DIN: 02944037)	Appointment	Additional Non Executive Non Independent Director	14-09-2023	NA	Â
Â	5	Dave Nirbhaybhai Dhruvbhai (DIN:10439618)	Appointment	Additional Non Executive Independent Director	07-12-2023	NA	Â
Â	6	Pradeep	Resignation	Company Secretary and Compliance Officer	02-01-2024	NA	Â
Â	7	Divya	Appointment	Company Secretary and Compliance Officer	19-03-2024	NA	Â
Â	8	Divya	Resignation	Company Secretary and Compliance Officer	10-05-2024	NA	Â

Mr. Parshottambhai Premjibhai Rupareliya will retire at the forthcoming Annual General Meeting of the Company and being eligible, offer himself for reappointment.

b)    Declaration by an Independent Director(s) and reappointment, if any

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

c)    Formal Annual Evaluation

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration and Compliance Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

d)    Remuneration Policy

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.

e)    Number of Meetings of the Board of Directors and Audit Committee

Regular meetings of the Board are held to discuss and decide on various business policies, strategies and other businesses. The schedule of the Board/Committee meetings to be held in the forthcoming financial year is being circulated to the Directors in advance to enable them to plan their schedule for effective participation in the meetings.

During the year the Company has held 14 (Fourteen) Board Meetings as against the minimum requirement of 04 meetings. The meetings were held on 30/05/2023, 12/06/2023, 30/06/2023, 09/08/2023, 11/09/2023, 14/09/2023, 28/09/2023, 18/10/2023, 09/11/2023, 07/12/2023, 02/01/2024, 12/02/2024, 29/02/2024 and 19/03/2024.

COMMITTEE OF BOARD:AUDIT COMMITTEE

a)    Brief description of terms of reference:

Terms of Reference of the Audit Committee are as per Section 177 of the Companies Act, 2013 and the guidelines set out in the listing agreements with the Stock Exchanges that inter-alia, include overseeing financial reporting processes, reviewing periodic financial results, financial statements and adequacy of internal control systems with the Management and adequacy of internal audit functions, discussions with the auditors about the scope of audit including the observations of the auditors and discussion with internal auditor on any significant findings.

b)    Composition:

The Audit Committee has been constituted in conformity with the requirements of Section - 177 of the Companies Act, 2013. As on the end of Financial Year 2023-24, Audit Committee comprises of three Directors as under:

Sr. No.	Name of Member	Designation
1	Nirbhaybhai Dhruvbhai Dave	Chairperson
2	Suraj Kumar Jha	Member
3	Parshottambhai Rupareliya	Member

During the year under review, the 5 Audit Committee was held during Financial Year 2023-24. The dates on which the said meetings were held on 30/05/2023, 09/08/2023, 14/09/2023, 09/11/2023 and 12/02/2024.

Minutes of meetings of the Audit Committee are circulated to members of the Committee and the Board is kept apprised.

Members of the Audit Committee have requisite financial and management expertise. The Statutory Auditors, Internal Auditor and the Chief Financial Officer are invited to attend and participate at meetings of the Committee.

NOMINATION/REMUNERATION COMMITTEE

The Nomination/Remuneration committee consists of the following three Directors:

Sr. No.	Name of Member	Designation
1	Nirbhaybhai Dhruvbhai Dave	Chairperson
2	Suraj Kumar Jha	Member
3	Parshottambhai Rupareliya	Member

The Nomination/Remuneration committee recommends to the Board the attributes and qualification for becoming a member of the Board. It also recommends the remuneration payable to the Directors, Key managerial personnel and other senior personnel and such other matters as are necessary under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Committee has formulated a Nomination and Remuneration Policy relating to the appointment and remuneration for the directors, key managerial personnel and other employees. The nomination and remuneration policy is annexed marked “Annexure-N’.

During the year under review, the 3 Nomination and Remuneration Committee was held during Financial Year 2023-24. The dates on which the said meetings were held on 12/06/2023, 14/09/2023 and 07/12/2023.

SHAREHOLDERS COMMITTEE:

The Board of Directors have constituted a “Share Transfer and Shareholders / Investor Grievance Committee and stakeholders' relationship committee” in line with the Listing Agreement, which is responsible for all matters concerning the share transfers, transmissions, issue of duplicate share certificates and attending to the grievance of the shareholders.

The present composition of the Committee is as under: Shareholder's Committee consists of following Directors

Sr. No.	Name of Member	Designation
1	Parshottambhai Rupareliya	Chairperson
2	Suraj Kumar Jha	Member
3	Nirbhaybhai Dhruvbhai Dave	Member

During the year under review, the 1 Stakeholders Committee was held during Financial Year 2023-24. The dates on which the said meetings were held on 20/01/2024.

The Company addresses all complaints, suggestions and grievances expeditiously and replies have been sent / issues resolved usually within 15 days except in case of dispute over facts or other legal constraints. During the year complaints were received from SEBI or shareholders were resolved satisfactory. No requests for share transfers are pending except those that are disputed or Sub-judice.

Evaluation

Committee has adopted a formal system of evaluating Board performance as a whole and the contribution of each individual director. An evaluation of Board performance is conducted annually to identify areas of improvement and as a form of good Board management practice. Each member of the Committee shall abstain from voting any resolutions in respect of the assessment of his performance or re-nomination as Director. The results of the evaluation exercise were considered by Committee which then makes recommendations to the Board aimed at helping the Board to discharge its duties more effectively.

Performance Evaluation

Pursuant to the provisions of the Companies Act, 2013 and the Board has carried out the annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Audit, Nomination and Remuneration and Stakeholder Committees. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution, independence of judgment, safeguarding the interest of the Company and its minority shareholders etc. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the NonIndependent Directors was carried out by the Independent Directors. The Directors expressed their satisfaction with the evaluation process.

General Body Meeting (One):

Â	Date	Type	Time	Mode of Meeting
Â	10/07/2023	AGM	11:00 AM	Through Video Conferencing (VC)/Other AudioVisual Means (OAVM) facility

CHANGE IN THE NATURE OF BUSINESS

The Company is engaged in the business of Investments, Leasing and Financing. There has been no change in the nature of business of the Company during the year under review.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY

No significant and material orders were passed by any Regulator(s) or Court(s) or Tribunal(s) which would impact the going concern status of the company.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

No material changes and commitment affecting the financial position of the Company occurred between the end of the financial year to which these financial statements relate and the date of this report.

CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135(1) of the Companies Act, 2013 are not applicable to the Company and therefore the company has no corporate social responsibility committee of the Board.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT 2013

Loans, Guarantees and Investments covered under Section 186 of the Companies Act, 2013 form part of the Notes to the financial statements provided in this Annual Report.

STATUTORY AUDITORS

M/s. S.D. Mehta & Co., Chartered Accountant, (having Firm's registration Number: 137193W), Ahmedabad the Statutory Auditors of the Company hold the office from 37th Annual General Meeting until the conclusion of the 42^nd Annual General Meeting and on such remuneration as may be decided by the Board of Directors with mutual consent of the appointee Auditors.

The Company has received letter from them to the effect that their appointment, if made, would be within the prescribed limits under Section 139(2) of the Companies Act, 2013 and that they are not disqualified for such appointment within the meaning of Section 139 (1) of the said Act.

AUDITORS’ REPORT

The Auditor's report does not contain any reservation, qualification or adverse remark submitted by M/s S.D. Mehta & Co., Chartered Accountant, Statutory Auditor of the Company, in their respect for the Financial Year ended March 31, 2024.

SECETARIAL AUDITOR

Pursuant to provisions of sub-section (1) of Section 204 of the Companies Act 2013, the Company is required to annex with its Board's Report a secretarial audit report, given by the Company Secretary in practice.

The secretarial audit of the Company has been conducted by M/s V Kumar & Associates, Company Secretaries in Practice and their report on the secretarial audit for the year under review.

SECRETARIAL AUDIT REPORT

A copy of Secretarial Audit Report as provided by Company Secretary in Practice has been annexed to this Report as “Annexure-III”. The Secretarial Audit Report contain a reservation, qualification or adverse remark.

INTERNAL AUDITORS

The Board has appointed M/s Parag Patel & Company, Chartered Accountants (FRN:130590W) for the Financial Year 2023-24.

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits during the financial year under review.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All Related Party Transactions (RPTs) which were entered into during the financial year were on an arm's length basis and were in the ordinary course of business and did not attract provisions of section 188 of the Companies Act, 2013 and were also not material RPTs under regulation 23 of the SEBI Listing Regulations, 2015. During the year 2022-23, as required under section 177 of the Companies Act, 2013 and regulation 23 of the SEBI Listing Regulations, 2015, all

RPTs were placed before the Audit Committee for approval.

There were no transactions entered into with related parties, during the period under review, which may have had any potential conflict with the interests of the Company. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 is not applicable.

ENVIRONMENT, HEALTH AND SAFETY

The Company accords the highest priority to health and environment and safety. The Company takes at most care for the employees and ensures compliance with the Environment Act.

REMUNERATION OF KEY MANANGERIAL PERSONNEL

Ms. Ami Jinen Shah (Whole time Director) be paid Rs. 25,000/- (Rupees Twenty-Five Thousand Only) per month and Mr. Jinen Manoj Shah (Chief Financial Officer), the Key Managerial Personnel of the Company be paid Rs. 20,000/-each (Rupees Twenty Thousand Only) per month subject to the increment as decided by the Board of Directors of the Company from time to time on the basis of their performance and policy of the Company.

CORPORATE GOVERNANCE

As per Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Compliance with the Corporate Governance Provisions shall not apply in respect of the listed entity having paid up Equity Share Capital not exceeding Rupees Ten Crores and Net worth not exceeding Rupees Twenty-Five Crores as on the last day of the previous financial year.

DIRECTORS’ RESPONSIBILITY STATEMENT:

The Directors' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, shall state that—

(a)    In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b)    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 at the end of the financial year and of the profit and loss of the company for that period;

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

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

(e)    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.

(f)    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.

EARNINGS AND OUTGO:

The Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo, pursuant to Section 134 of the Companies act 2013 read with the Companies (Account) Rules, 2014 are as follow.

Â	Â
Â	1.	Conservation of Energy	Nil
	2.	Technology Absorption	Nil
	3.	Foreign Exchange Earnings and Outgo	Nil
Â	Â

PARTICULARS OF EMPLOYEES:

There is no employee in the Company drawing remuneration for which information is required to be furnished under section 134 of the Companies Act 2013 read with Companies (Particulars of Employees) Rules 1975 as amended.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT

The company has adequate internal financial control system commensurate with the size of the company and the nature of its business with regards to purchase of fixed assets. The activities of the company do not involve purchase of inventories and sale of goods and services.

For the purposes of effective internal financial control, the Company has adopted various procedures for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information.

To ensure adequacy of internal financial controls, the procedures adopted by the Company are based on the following parameters:

(A)    Familiarity with Policies and Procedures - the related policies and procedures and the changes thereto, if any, are communicated to the employees at the time of joining and it is ensured that such person understands the policies or procedures correctly.

(B)    Accountability of Transactions - There is a proper delegation of authorities and responsibilities so as to ensure accountability of any transaction.

(C)    Accuracy & Completeness of Financial Statements/ Reports - For accuracy and completeness of information, reconciliation procedure and multiple checking at different level have been adopted. To avoid human error, computer software's are extensively used.

(D)    Retention and Filing of Base Documents - All the source documents are properly filed and stored in a safe manner. Further, important documents, depending upon their significance are also digitized.

(E)    Segregation of Duties - It is ensured that no person handles all the aspect of a transaction. To avoid any conflict of interest and to ensure propriety, the duties have been distributed at different levels.

(F)    Timeliness - It is also ensured that all the transactions are recorded and reported in a timely manner.

The procedures are also reviewed by the Statutory Auditors and the Directors of the Company from time to time. There has also been proper reporting mechanism implemented in the organization for reporting any deviation from the procedures.

RISK MANAGEMENT POLICY

The Company has Risk Management Policy to mitigate the risks. At Present, the Company has not identified any element of risk which may threaten the existence of the Company.

STATEMENT UNDER SEXUAL HARASSMENT OF WOMEN ATWORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has a Policy on Prevention of Sexual Harassment of Women at Workplace and has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. No case was reported during the year under review.

BRIEF RESUME

As required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company provides a brief resume of Parshottambhai Rupareliya [DIN: 02944037], Director, who is liable to retire by rotation in the ensuing AGM and being eligible offers himself for re-appointment. The nature of their expertise in specific functional areas, names of the companies in which he has held directorships, his shareholding etc. are furnished in the annexure to notice of the ensuing AGM.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

The Company has in place the whistle blower mechanism for directors, employees with a view to provide for adequate safeguards against victimization of stakeholders and provide for direct access to the Chairperson of the Audit Committee in appropriate cases. The policy can be accessed at the website of the Company at http://llflltd.in

CODE OF CONDUCT

The Chairman of the Board Meetings has given a declaration that all Directors and senior Management Personnel concerned affirmed compliance with the code of conduct with reference to the year ended March, 31 2024.

LISTING WITH STOCK EXCHANGES:

Companies Shares are Listed on BSE Limited and Metropolitan Stock Exchange of India Limited. ACKNOWLEDGMENT:

The management is grateful to the government authorities, Bankers, Vendors for their continued assistance and cooperation. The directors also wish to place on record the confidence of members in the company.

---

Mar 31, 2018

DIRECTOR''S REPORT

Dear Members,

Your Directors feel pleasure in presenting their 34th Annual Report together with the Audited Statements of accounts for the Financial Year ended on 31st March, 2018.

FINANCIAL RESULTS

During the year under review, the Company has shown notable performance. The extracts of financial results 2017-18 are as under:

(in Rs.)

Particulars	2017-18	2016-17
Total Revenue	33,94,364	2,805,744
Total Expenses	21,21,527	1,395,201
Profit / (Loss] Before Taxation	12,72,837	1,410,543
Provision for Income Tax	4,31,526	452,534
Provision for Deferred Tax	NIL	NIL
Profit after Taxation	8,41,311	958,009

OPERATIONS

During the year, the company has carried out its business operations. However Company has achieved a stable profit during the year. Your Directors are putting their best efforts to improve the performance of the Company. The company anticipates more development in the Finance Industry in years to come.

The income from operations during the year is Rs.33,94,364 as against Rs.28,05,744 in the previous year. The Company made a profit before tax of Rs.12,72,837 as against the profit of Rs.14,10,543 in the previous year.

DIVIDEND

Your Directors intend to plough back available resources for the financial requirements and express their inability to recommend any dividend for the financial year.

RESERVES

In terms of Section 45-IC of the RBI Act 1934, the Company registered as NBFC with RBI is required to transfer at least 20% of its Profit after tax to a Reserve Fund before dividend is declared. As at the year end, an amount of Rs. 1,68,262 has transferred to the Reserve Fund.

DEPOSIT

The Company has not accepted any deposits during the year under review and it continues to be a Non- deposit taking Non Banking Financial Company in conformity the guidelines of the Reserve Bank of India and Companies (Acceptance of Deposits) Rules, 1975.

EXTRACT OF ANNUAL RETURN

The details forming part of Annual Return in form MGT-9 is annexed Annexure- II.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board consist of Four (4) Directors, Mr. Jinen Manoj Shah (Executive Director), Mr. Pankaj Ramanbhai Jadav (Non-Executive and Independent Director), Mr. Ramcharan Nathmal Beriwala (Non-Executive and Independent Director) and Ms. Rashida Masnur Dula (Non-Executive and Independent Director). There has been no change in composition of Board.

APPOINTMENT OF COMPANY SECRETARY

The Company has appointed Ms. Manju, an Associate Member of the Institute of Company Secretaries of India, as Company Secretary of the Company w.e.f. 29.01.2018.

PERFORMANCE EVALUATION OF BOARD

Pursuant to the provisions of the Companies Act, 2013 and as per SEBI (LODR) Regulations 2015, a separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board who were evaluated on parameters such as level of engagement and contribution and independence of judgment thereby safeguarding the interest of the Company. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors. The Board also carried out annual performance evaluation of the working of its Audit, Nomination and Remuneration as well as Stakeholders Relationship Committee. The Directors expressed their satisfaction with the evaluation process.

DECLARATION FROM INDEPENDENT DIRECTORS

The Company has received declaration from Mr. Ramcharan Nath Beriwala, Mr. Pankaj Ramabhai Jadav and Ms. Rashida Masnur Dula, Independent Directors of the Company confirming that they meet with the criteria of Independence as prescribed by the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015.

BOARD MEETINGS

The Board met 8 times during the financial year. During the 12 months period ended 31st March, 2018. Board Meetings were held on 27.05.2017, 01.07.2017, 30.08.2017, 11.09.2017, 01.11.2017, 13.11.2017, 29.01.2018 and 14.02.2018.

The intervening gap between any two consecutive meetings of the Board did not exceed one hundred and twenty days as prescribed under the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015.

COMMITTEES OF THE BOARD

Following are the three committees constituted by the Board:

1. Audit Committee.

2. Shareholders and Investor Grievance Committee and.

3. Nomination & Remuneration Committee.

The Composition of Board Committees as on March 31, 2018 was as under -

1. Audit Committee

The Audit Committee of the Company consisted of Mr. Jinen Manoj Shah (Executive Director), Mr Ramcharan Beriwala (Non-Executive & Independent Director) and Mr. Pankaj Jadav (Non-Executive & Independent Director). The constituted Audit Committee also meets the requirements under Section 177 of the Companies Act, 2013.

The Chairman of the Committee is Mr. Ramcharan Beriwala an Independent Director nominated by the Board.

The terms of reference of the Audit Committee, inter alia, include overseeing financial reporting process, reviewing the financial statements and recommending appointment of Auditors.

2. Nomination and Remuneration Committee

Nomination and Remuneration Committee of the Company consists of three Directors, namely Mr Ramcharan Beriwala (Non-Executive & Independent Director) and Mr. Pankaj Jadav (Non-Executive & Independent Director) and Ms. Rashida Mansur Dula (Non-Executive & Independent Director). The re-constituted Nomination and Remuneration Committee of the Company also meets the requirements under Section 178 of the Companies Act, 2013.

The Committee''s scope of work includes identifying the persons who are qualified to become directors and who may be appointed in senior management and recommend to the Board their appointment and removal and carry out evaluation of every director''s performance, deciding on remuneration and policy matters related to remunerations of Directors and laying guidelines for remuneration package or compensation.

The Committee has formulated a Nomination and Remuneration Policy relating to the appointment and remuneration for the directors, key managerial personnel and other employees. The nomination and remuneration policy is annexed marked Annexure ''III''.

3. Stakeholders Relationship Committee (SRC):

The Company has a Stakeholders Relationship Committee comprising of Mr. Pankaj Jadav(Non-executive and Independent Director), Mr. Ramcharan Beriwala (Non-Executive and Independent Director) and Mr. Jinen Manoj Shah (Executive Director). The Committee inter alia approves issue of duplicate share certificates and oversees and reviews all matters connected with the securities transfer. The Committee also looks into redressal of shareholders complaints like transfer/transmission of shares, non- receipt of Annual Report, non receipt of declared dividends, etc. During the year, nil complaints were received from investors in respect of share transfers.

CHANGE IN THE NATURE OF BUSINESS

The Company is engaged in the business of Investments, Leasing and Financing. There has been no change in the nature of business of the Company during the year under review.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY

No significant and material orders were passed by any Regulator(s) or Court(s) or Tribunal(s) which would impact the going concern status of the company.

MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

No material changes and commitment affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate and the date of this report.

CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135(1) of the Companies Act, 2013 are not applicable to the Company and therefore the company has no corporate social responsibility committee of the Board.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT 2013

Loans, Guarantees and Investments covered under Section 186 of the Companies Act, 2013 form part of the Notes to the financial statements provided in this Annual Report.

AUDITORS:

M/s Arpan Chudgar & Associates, Chartered Accountant, Ahmedabad have indicated their unwillingness to continue as Auditors of the Company.

Pursuant to provisions of Section 139(2) of Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014, M/s Mittal Nirbhay & Company, Chartered Accountants, New Delhi, bearing registration number 013097C are eligible for appointment as Auditors. Your Company has received a written confirmation from M/s Mittal Nirbhay & Company, Chartered Accountants, New Delhi, to the effect that their appointment, if made, would satisfy the criteria provided in Section 141 of the Companies Act, 2013 for their appointment.

Board recommend their appointment at the ensuing Annual general meeting.

AUDITORS'' REPORT

The Auditors report does not contain any reservation, qualification or adverse remark. The observations contained in the Audit report submitted by M/s Arpan Chudgar & Associates, Chartered Accountant, Ahmedabad are self explanatory and does not require any further explanation.

SECETARIAL AUDITOR

Pursuant to provisions of sub-section (1) of Section 204 of the Companies Act 2013, the Company is required to annex with its Board''s Report a secretarial audit report, given by the Company Secretary in practice.

The secretarial audit of the Company has been conducted by M/s V Kumar & Associates, Company Secretaries in Practice and their report on the secretarial audit for the year under review.

SECRETARIAL AUDIT REPORT

The Secretarial Audit Report does not contain any reservation, qualification or adverse remark except that

• Since, Company is required to appoint Internal Auditor pursuant to section 138 of the Companies Act, 2013 read with rule 13 of the Companies (Accounts) Rules, 2014, But the Company did not appoint any Internal Auditor.

• Pursuant to the Provisions of section 2013 of the Companies Act, 2013, Company is required to appoint Chief Financial Officer, But there is no CFO in the Company.

as mentioned in the secretarial audit report annexed hereto is attached as Annexure- IV.

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits during the financial year under review.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All material related party transactions that were entered into during the financial year were on an arm''s length basis and were in the ordinary course of business. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. Form No. AOC-2 marked Annexure-I is annexed to this report containing disclosure of related party transactions under Section 188 of the Companies Act, 2013.

ENVIRONMENT. HEALTH AND SAFETY

The Company accords the highest priority to health and environment and safety. The Company takes at most care for the employees and ensures compliance with the Environment Act.

CORPORATE GOVERNANCE

As per Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Compliance with the Corporate Governance Provisions shall not apply in respect of the listed entity having paid up Equity Share Capital not exceeding Rupees Ten Crores and Net worth not exceeding Rupees Twenty Five Crores as on the last day of the previous financial year.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (5) of the Companies Act, 2013, your Directors'' confirm the following:

(A) That in preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(B) That the Directors have 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 at the end of the financial year ended on 31st March, 2018 and of the profit of the company for the that year.

(C) That the Directors have taken proper and sufficient care for maintenance of adequate

accounting records for the year ended 31st March 2018 in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for prevention and detection of fraud and other irregularities.

(D) That the Directors have prepared the accounts for the financial year ended 31st March 2018 on a going concern basis.

(E) That the Directors had laid down internal financial controls to be followed by the Company and that such internal financial control is adequate and operating effectively.

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

CONSERVATION OF ENERGY. TECHNOLOGY ABSOPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

Section 134(3) (m) of the Companies Act, 2013 read with a Companies (Disclosure of particulars in the report of the Board of Directors) Rules 8 is not applicable since the company does not have any manufacturing activities.

There has been no expenditure and /or earning in foreign exchange.

PARTICULARS OF EMPLOYEES:

There is no employee in the Company drawing remuneration for which information is required to be furnished under section 134 of the Companies Act 2013 read with Companies (Particulars of Employees) Rules 1975 as amended.

SUBSIDIARIES. JOINT VENTURE AND ASSOCIATE COMPANY

The Company has no subsidiary, Associate Companies and joint venture Company.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT

The company has adequate internal financial control system commensurate with the size of the company and the nature of its business with regards to purchase of fixed assets. The activities of the company do not involve purchase of inventories and sale of goods and services.

For the purposes of effective internal financial control, the Company has adopted various procedures for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information.

To ensure adequacy of internal financial controls, the procedures adopted by the Company are based on the following parameters:

(a) Familiarity with Policies and Procedures - the related policies and procedures and the changes thereto, if any, are communicated to the employees at the time of joining and it is ensured that such person understands the policies or procedures correctly.

(b) Accountability of Transactions - There is a proper delegation of authorities and responsibilities so as to ensure accountability of any transaction.

(c) Accuracy & Completeness of Financial Statements/ Reports - For accuracy and completeness of information, reconciliation procedure and multiple checking at different level have been adopted. To avoid human error, computer softwares are extensively used.

(d) Retention and Filing of Base Documents - All the source documents are properly filed and stored in a safe manner. Further, important documents, depending upon their significance are also digitized.

(e) Segregation of Duties - It is ensured that no person handles all the aspect of a transaction. To avoid any conflict of interest and to ensure propriety, the duties have been distributed at different levels.

(f) Timeliness - It is also ensured that all the transactions are recorded and reported in a timely manner.

The procedures are also reviewed by the Statutory Auditors and the Directors of the Company from time to time. There has also been proper reporting mechanism implemented in the organization for reporting any deviation from the procedures

RISK MANAGEMENT POLICY

At Present, the Company has not identified any element of risk which may threaten the existence of the Company.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

The Company has in place the whistle blower mechanism for directors, employees with a view to provide for adequate safeguards against victimization of stakeholders and provide for direct access to the Chairperson of the Audit Committee in appropriate cases. The policy can be accessed at the website of the Company at http://llflltd.com/

CODE OF CONDUCT

The Chairman of the Board Meetings has given a declaration that all Directors and senior Management Personnel concerned affirmed compliance with the code of conduct with reference to the year ended March, 31 2018.

ACKNOWLEDGEMENT

Your Directors wish to place on record and acknowledge their appreciation for the continued support and co- operation received from Government agencies and the Shareholders. Your Directors also record their appreciation for the total dedication of employees at all levels.

	By order of the board
	For LEADING LEASING FINANCE AND INVESTMENT COMPANY LIMITED
	Sd/-
	Signature
	Name: Jinen Manoj Shah
	Designation: Director
	DIN: 02922873
Date: 03.07.2018	Add- 16 Vitrag, 1st Fir, Flat No. 102,
Place: New Delhi	Khotochiwadi, V.P. Rd, Mumbai 400004