- All
- Important
- Financial Update
- Fund Raise
- Board Meeting
- Dividend/Bonus
- JV/Acquisition
- Investor Meet
- Insider Trade
- Pledging
- Others
Kreon Finnancial Services Ltd — Others, 06-08-2025: Others
To, August 06, 2025
BSE Limited
Corporate Relations Department
P.J. Towers, Dalal Street,
Mumbai – 400001.
Dear Sir/Madam,
Sub: Submission of Annual Report for FY 2024-25
Ref: Scrip Code No: 530139
In terms of Regulations 34(1) of the SEBI (Listing Obligations and Disclosure Requirement)
Regulations, 2015, please find enclosed the copy of Annual Report for the Financial Year 2024-
2025 of Kreon Finnancial Services Limited.
You are requested to kindly take the same on record.
Thanking You.
Yours Faithfully,
For KREON FINNANCIAL SERVICES LIMITED
(NIHARIKA GOYAL)
Company Secretary and Chief Compliance Officer
----------------Page (0) Break----------------
ANNUAL
REPORT
2024 - 2025
KREON FINNANCIAL SERVICES LIMITED
----------------Page (1) Break----------------
Corporate Overview
AGM Date
AGM Mode
VC platform and voting
Investor information
Statutory Reports
Financial Section
Notice
Corporate Information
Management Discussion & Analysis
Independent Auditor’s Report
Balance Sheet
Profit and Loss Statement
Cash Flow Statement
Kreon Finnancial Services Limited has continued its journey of building a responsible,
technology-led lending institution with a clear focus on financial inclusion. In FY 2024–25, we
strengthened our digital platform, expanded our presence across educational institutions, and
deepened our engagement with the student community. Our emphasis on governance, risk
management, and operational efficiency has enabled us to navigate a dynamic fintech
landscape with confidence. Backed by strong institutional partnerships and a growing user
base, we remain committed to delivering value to all stakeholders. As we look ahead, our
priorities remain anchored in sustainable growth, customer-centric innovation, and building
long-term trust. We thank our shareholders, regulators, partners, and team members for their
continued support in shaping Kreon’s evolving story.
Jaijash Tatia
Chairman and Managing Director
Statement of Changes in Equity
Notes to the Financial Statements
Board’s Report
Annexure to the Board’s Report
About the Company
A sneak-peak into Kreon Finnancial Services
Limited
31 years of multi-dimensional growth August 29, 2025
Video Conferencing
NSDL/CDSL
www.kreon.in
Scan this QR code to navigate
Reports and other investor
information
FY 2024-25 at a glance
Milestones achieved over the years
The big picture of our business
How Kreon Finnancial Services Ltd is
enhancing value for all its stakeholders
Our journey of Singular focus, digital inclusion
Chairman’s Perspective
01
01
02
06
07
09
13
11
15
29
31
42
50
85
90
92
94
96
98
08
31
70
128
Navigating the inclusion journey
----------------Page (2) Break----------------
BOARD OF DIRECTORS
Mr. Jaijash Tatia, Chairman and Managing Director
Mrs. Henna Jain, Joint Managing Director
Mrs. Rajashree Santhanam, Independent Director
Mrs. Muthusamy Menaka, Independent Director
Mr. Anand Manoharlal, Independent Director
BOARD COMMITTEES’
1.Audit Committee
Mrs. Rajashree Santhanam, Chairperson
Mr. Jaijash Tatia, Member
Mrs. Muthusamy Menaka, Member
Mr. Anand Manoharlal, Member
2.Stakeholder Relationship Committee
Mrs. Muthusamy Menaka, Chairperson
Mrs. Henna Jain,Member
Mrs. Rajashree Santhanam, Member
3.Nomination and Remuneration Committee
Mrs. Rajashree Santhanam, Chairperson
Mrs. Muthusamy Menaka, Member
Mr. Anand Manoharlal, Member
KEY MANAGERIAL PERSONNEL
Mrs. Shoba Nahar – Chief Financial Officer
Mrs. Vidyalakshmi Rajagopalan (until 15.04.2025)-
Company Secretary and Compliance Officer
Ms. Niharika Goyal (w.e.f. 16.04.2025) – Company
Secretary and Compliance Officer / Chief
Compliance Officer
INVESTOR GRIEVANCE AND COMPLIANCE
OFFICER
Ms. Niharika Goyal
Company Secretary and Compliance Officer
Chief Compliance Officer
E-mail ID: investor.relations@kreon.in
STOCK EXCHANGE(S)
Bombay Stock Exchange Limited
CORPORATE / REGISTERED OFFICE
No. 26, 22 Street, nd
Rathinam Nagar,
Chennai, Tamil Nadu – 600 041
Ph: 044-42696634
E-mail ID: info@kreon.in
Website: www.kreon.in
CIN – L65921TN1994PLC029317
BANKERS
HDFC Bank Limited
No. 40, Nungambakkam High Road,
Chennai, Tamil Nadu – 600 034
ICICI Bank Limited
S-7, SIDCO Industrial Estate, Guindy
Chennai, Tamil Nadu – 600 032
YES Bank Limited
Lancor West Minister, Ground Floor No.
108, Dr. Radhakrishnan Salai,
Mylapore, Chennai – 600 004
REGISTRAR AND SHARE TRANSFER
AGENT
Purva Sharegistry (India) Private Limited
No. 9, Shiv Shakti Ind. Estate,
J.R. Boricha Marg, Lower Parel (E),
Mumbai, Maharashtra – 400 011
Ph: 022-49614132 / 022-35220056 /
022-49700138 Fax: 02-23012517
E-mail ID: support@purvashare.com
STATUTORY AUDITOR
M/s. Darpan & Associates,
Chartered Accountants,
#11/2, Shyam Avenue, College Road,
Nungambukkam, Chennai, Tamil Nadu –
600 006, India
Ph: 044-28223233
E-mail: darpannassociates@gmail.com
INTERNAL AUDITOR
R. Bhaskaran & Associates,
Chartered Accountants,
Flat No. 4, 2 Floor, Venkata Vijayam
Apts. No.11, South Road, West CIT Nagar,
Nandanam
nd
Chennai, Tamil Nadu – 600 015
PH: 044-42165500
E-mail ID: baskaranandco@gmail.com
SECRETARIAL AUDITOR
M/s. Lakshmmi Subramanian &
Associates,
#81, Murugesa Naicker Complex, Greams
Road, Thousand Lights, Chennai, Tamil
Nadu – 600 006
Ph: 044-28292272/73
E-mail: lsacustomerservices@gmail.com
Corporate Information
----------------Page (3) Break----------------
The fintech industry is critically
important as it revolutionizes the
financial services sector by leveraging
technology to enhance accessibility,
efficiency, and inclusivity. It enables
unprecedented financial inclusion by
providing every section of society
with access to essential financial
services.
India Inc’s tryst with fintech is slightly
over a decade old now. In these ten
years, the fintech ecosystem has
grown by leaps and bounds. Today,
the country is going through a massive
tidal wave of transformations driven
by growing financial literacy as well as
ever-increasing smartphone usage and
internet penetration. If one were to
go with the official figures, India is
poised to become one of the largest
digital fintech markets in the world.
Annual Report 2024-25 | 2
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (4) Break----------------
At Kreon Finnancial Services Limited, we have always
believed in the potential of digital lending
catapulting into a plethora of opportunities. And so,
over the years, we have consistently worked on
making this transition smooth by adapting to the
changes, way before they became vital. Our cutting-
edge technological integration and focus on serving
the student community who are currently unserved in
the financial domain. As a pioneer in the NBFC
industry, we are focused on providing affordable
credit. This in turn would play a crucial role in
empowering individuals, promoting education,
enhancing career prospects, driving economic growth,
and fostering social equity. With the vision for India’s
future growth, expanding financial inclusion is crucial
and we are motivated and prepared to contribute
towards it.
We are all set for this through our singular
focus of digital inclusion
3 | Annual Report 2024-25
----------------Page (5) Break----------------
0,66,21MISSION
Our mission is to bring formal
financial inclusion to all
college students of India
through the twin pillars of
education and opportunity.
VALUES
9,6,21VISION
Our vision is to become
leading and responsible
financial solutions partner
of choice for Emerging
India.
We are committed to
empowering students by
offering innovative, flexible,
and inclusive financial
solutions that enable access
to quality education.
Annual Report 2024-25 | 4
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (6) Break----------------
BOARD OF DIRECTORS
KEY MANAGERIAL PERSONNEL
Chairman and
Managing Director
Independent Director
Chief Financial
Officer
Independent Director
Company Secretary
and Compliance
Officer
Independent Director
Company Secretary and
Compliance Officer
Joint Managing
Director
Jaijash Tatia
Rajashree
Santhanam
Shoba Nahar
Anand
Manoharlal
Niharika Goyal
Muthusamy
Menaka
Vidyalakshmi
Rajagopalan
Henna Jain
(w.e.f. 16.04.2025)(until 15.04.2025)
5 | Annual Report 2024-25
----------------Page (7) Break----------------
In October 2018, the digital
lending application StuCred was
launched in the digital
platforms by Mr. Jaijash Tatia
and Mrs. Henna Jain as Co-
founders and headed by Mr.
Jaijash Tatia as Chairman and
Managing Director and Mrs.
Shoba Nahar as Chief Financial
Officer backed by a team of
seasoned professionals. Over
the years, they have taken the
Company to newer heights and
the Company has emerged as
one of the most trusted fintech
services providers in India.
Presence
Headquartered at Chennai and
shares of the Company listed at
the Bombay Stock Exchange,
the Company is expanding
through its strategy and has
successfully built a robust
clientele across the nation.
Assets
· Our people
· Experienced Management
· Intellectual Assets
· Strong Balance Sheet
· Brand Equity
LineageManagement bandwidth
Kreon Finnancial Services Limited
(KFSL) has a rich history and
lineage that reflects its evolution
and growth in the financial
services sector in India. The
Company was incorporated on
23rd November, 1994 with the
primary goal of providing a range
of financial services, including
loans, asset financing, hire
purchase, and leasing. During its
initial years, KFSL focused on
traditional financial services
aimed at both individual and
corporate clients. This period was
marked by establishing a firm
foundation in the competitive
financial market of India.
Recognizing the transformative
potential of digital technology,
KFSL began shifting its focus
towards digital financial services.
This strategic pivot was aimed at
enhancing operational efficiency
and customer service through the
integration of advanced
technology.
A significant milestone in KFSL’s
digital journey was the launch of
the “StuCred” mobile application.
StuCred provides instant short-
term loans to college students,
addressing a critical market need
and exemplifying the Company’s
commitment to digital inclusion
and youth financial empowerment
A sneak-peak into
Kreon Finnancial Services Limited
Annual Report 2024-25 | 6
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (8) Break----------------
31 years of
multi-dimensional growth
We proudly celebrate Kreon Finnancial Services Limited’s 31-year journey—a significant landmark
shaped by resilience, perseverance, and continuous evolution. These three decades reflect our
unwavering dedication, steadfast progress through adversity, and our commitment to excellence that
has only grown stronger with time.
Throughout the past thirty-one years, our journey has been defined by consistent innovation and deep-
rooted commitment, building a dynamic and future-ready enterprise aligned with India’s evolving
economic landscape. As the nation benefits from supportive reforms and a youthful population driving
consumption, we have adapted swiftly to seize emerging opportunities. Embracing digital
transformation, we introduced the “StuCred” mobile application—a seamless platform designed for fast
and easy credit access. With a focused vision to serve the financial needs of students, we are now
strategically positioned to broaden our impact, enhance our offerings, and tap into untapped segments
and geographies.
7 | Annual Report 2024-25
----------------Page (9) Break----------------
Our organization’s culture, based on merit and fairness, coupled with the expertise, knowledge, and
experience of our employees, enables the development of cutting-edge and competitive solutions for
our clients. These efforts result in considerable value for the stakeholders involved.
FY 2024-25
at a glance
CustomersInvestors
FootprintHuman Resource
Total users at StuCred
App as on 31.03.2025
Total Disbursements from
inception
Profit After Tax
Total Revenue
New Users Added
FY 2024-25
Colleges CoveredTraining Hours per
employee
Total Employees in
company Payroll
2664.573.12
64410
1.48121
363632 weeks
(414.14)
Lakhs
Lakhs
Lakhs
Lakhs
Lakhs
Annual Report 2024-25 | 8
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (10) Break----------------
Milestones
achieved over the years
1994-95
1995-96
1997-98
1997-98
Incorporation as Tatia Financial
Services Limited with commercial
lending business.
Listing of the
Shares at BSE.
Name change to Kreon
Finnancial Services Limited.
Registered with
RBI as NBFC.
9 | Annual Report 2024-25
----------------Page (11) Break----------------
• Commencement of StuCred
(Digital lending business).
• Launched the app at various
digital stores in October 2018.
Registered with Credit
Information Companies.
• Launch of StuCred Alumni
service.
• Associate Member with
FACE since December 2022.
• Accredited with ISO
9001:2015 & ISO 27001:2013
in December 2022.
• Reached the Marketcap of
`100 Crores in January 2023.
We have achieved 90%
retention of users which
is above the industry
average. - Marketing
Employee count increased
from 40 to 121 employees
in two years - HR
4 lakh monthly active
users
2024-25
2018-19
2017-18
2022-23
Annual Report 2024-25 | 10
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (12) Break----------------
The big
picture of our business
India is one of the
most exciting
countries in the world
The country is
expected to emerge
as the third-largest
economy by the end
of this decade.
The country’s
household consumption
is projected to
increase to 224 Lakhs
crore by FY 26
Lending Techs
platform are expected
to rise to 60% of the
overall Fintech market
by 2030.
India’s FinTech
adoption rate stands
at 87%
Digital lending in
India expected to
surpass ` 47.4 Lakhs
crore by 2026.
The country is
regarded as the
third largest Fintech
economy of the
world.
Demand for credit
increased by 14.4%
inlast 5 years
At Kreon Finnancial
Services Limited, we
are at the right
place and at the
right time
11 | Annual Report 2024-25
----------------Page (13) Break----------------
Technological Integration
The Company invested in
cutting- edge technologies like
artificial intelligence (AI) and
machine learning (ML) to
enhance its credit assessment
processes, personalize loan
offerings, and expedite loan
approvals. This technological
focus has been central to its
growth and customer
satisfaction strategies.
The company played a
crucial role in promoting
financial literacy and
independence among
young college going adults
through its revolutionary
StuCred App.
The company plans
to diversify the
lending facilities to
various consumer
groups and target
newer geographies.
Annual Report 2024-25 | 12
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (14) Break----------------
How Kreon Finnancial Services Limited
is enhancing value for all its stakeholders
Captials Engaged
Financial Capital: Our robust
financial foundation, along with a
variety of funding streams,allows
us to assist our clients with their
credit requirements.
Intellectual Capital: Our
intangible assets encompass our
brand, reputation, technology
infrastructure, strategic partnerships
with third-party payment interfaces,
collaborations with banks for Co-
lending and assignments, risk
management, and efficient customer
service delivery.
Physical Capital: Our cutting-edge
app enables us to cater to the
underserved population
Human Capital: At our organization,
our commitment to a merit-based and
equitable culture, combined with our
employees’ deep expertise, vast
knowledge, and extensive experience,
enables us to developcreative and
competitive solutions for our clients.
These efforts, in return, deliver
substantial value for all of our
stakeholders
Social and Relationship
Capital: This represents the
relationships between our
Company and stakeholders
(community, governments,
customers and investors).
Accordingly, we are committed to
contributing towards the
creationof a thriving society and a
robust financial ecosystem.
Total Equity: ` 3165 Lakhs
Total Debt: ` 2,972 Lakhs
Capital Employed: 6260.92 Lakhs
StuCred App for customer engagement
and disbursals.
WebEngage to analyse user behaviour.
Tie-ups with organisations giving
discounts, offers to the students
community
Footprint across major town and cities.
Male & Female employees ratio - 1 : .375
Employees between the age of 22-25: 66%
Total app users: 3.12 Lakhs
Adherence to various regulatory compliances
Input KPIs
13 | Annual Report 2024-25
----------------Page (15) Break----------------
KEY
ELEMENTS
OF OUR
BUSINESS
MODEL
Value
to Society
key
Drivers
Business
Model
Leading
Services
Impact
Valuation
VISIONVALUES
MISSION
OUR
VALUE
SYSTEM
Our Value Creation Model
Our business activities are designed to
create value for and through our Five
Stakeholders:
ROE: -13.38%
ROA: -6.15%
PAT: (414.14) Lakhs
EPS: ` (2.05)
StuCred active users:
1.97 Lakhs
100% Cashless disbursal
2664.57 Lakhs fees and
commission income
Employee benefit
expenses:`454.44 Lakhs
Average Training per
employee: ~ 1-2 weeks
per employee
Finance cost: ` 283.47
Lakhs
6
OutcomeImpact on stakeholders
and partnerships
Stakeholders
Shareholders Customers
Employees
Government bodies
Investors
Banks
Business Model
Return on stakeholders
and Investors
Digital delivery
Revenue earned
High employee
engagement
Financial inclusion and
various stakeholders
benefited:
Tech-enabled
Approach and
Analytics
Business
Strategies
Strong
Connect with
the student
community
Risk
Management
Strong Corporate
Governance
Structure
Dedicated
workforce
Annual Report 2024-25 | 14
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (16) Break----------------
India is marching ahead as one of the world’s fastest
growing economies. India’s total population stands at
1.4 billion. The country has the world’s second largest
higher education system with over 58,000 higher
education institutions and with 43.3 million students
enrolled for higher education. Nearly 79% of students
are enrolled on undergraduate courses with 12% at the
postgraduate (master’s degree) level and 0.5%
approximately studying for a PhD and the rest studying
for sub-degree diploma programmes.
Fintech forms a bedrock to channelize the economy.
With the ability to cater the diverse needs of the
students community and cater to their diverse financial
requirements and for those unable to meet the credit
requirement through traditional banks/other lending
mechanism.
The Prime Minister’s Jan Dhan Yojana (PMJDY) and the
Reserve Bank of India’s outreach efforts to introduce
banking to the underserved have brought a huge number
of individuals into the banking system. Data shows that
more than 85% of bank accounts are still either dormant
or have non-active users. Hence, we believe that the
emphasis must now shift from creating bank accounts to
promoting more meaningful financial products, with
credit being a significant focus. This unlocks the
potential for a Fintech NBFC to service the underserved
low-ticket market in India.
At Kreon Finnancial Services Limited, till date we have
continued to focus on a singular portfolio backed by
advanced technical integration across the value chain.
We believe that approximately 10 million plus students
are willing to take loans and out of which 1 million
potential users are willing to avail credit through our
StuCred platform. Ensuring healthy asset quality and
surplus liquidity remain among our key priorities.
Backed by a sturdy foundation, experienced leadership,
and profound understanding of the market environment,
we ensured consistent value and trust for our
stakeholders. With a sound risk control framework,
transparent business practices and healthy asset quality,
we have emerged stronger. Our stable returns truly
demonstrate the strong confidence of our institutional
and retail investors in strategic roadmap and
professional leadership.
SINGULAR FOCUS, DIGITAL INCLUSION
through prudent strategies
15 | Annual Report 2024-25
----------------Page (17) Break----------------
Total Revenue (In Lakhs)
2022-232023-242024-250
500
1000
1500
2000
2500
3000
961.76
1637.28
2665.05
Gross NPA (%)
2022-232023-242024-250
5
10
15
20
25
16.58
22.57
4.27
ROE (%)
2022-232023-242024-25
0
-10
-20
0
10
20
30
29.79
2.45
-13.38
Networth (In Lakhs)
2022-232023-242024-250
500
1000
1500
2000
2500
3000
3500
2082.2
3288.223038
EBIDTA (In Lakhs)
2022-232023-242024-25
0
-100
0
100
200
300
400
500
469.9
133.11
-51.31
ROCE (%)
2022-232023-242024-25
0
-5
0
5
10
15
14.87
2.96
-2.16
Cost of Funds (%)
2022-232023-242024-250
2
4
6
8
10
7.53
2.26
8.6
PAT (in Lakhs)
2022-232023-242024-25
0
-200
-400
-600
0
200
400
600
458
62.32
-414.14
EPS (Rs.)
2022-232023-242024-25
0
-2
-4
0
2
4
6
4.22
0.34
-2.05
Annual Report 2024-25 | 16
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (18) Break----------------
S.No.ParticularFormulaNumeratorDenominatorRatio
1Quick Ratio
(Quick
Assets/current
Assets)
6,1683,4171.81
2
Assets
Turnover Ratio
Net Tangible
Assets=
(Assets - Intangible
Assets - Total
Liabilities)
2,6652,9870.89
3
Working
Capital Ratio
(Current Assets -
Current Liabilities)
6,1683,4172,751
4
Cash
Conversion
Cycle for NBFC
NBFC CCC=
(Average
Collection
Period)*365
Average Collection
Period= {( Total
Gross book
value/(Interest +
Fees Income)}*365
2,9722,642411
5
Free Cash
Flow
Conversion
(Free Cash Flow/
Net income)
-269-4150.6483
6
Price to Free
Cash Flow
Ratio
(Market
Capitalization/Fre
e Cash Flow)
44,549-269-165.71
FINANCIAL RATIOS
17 | Annual Report 2024-25
----------------Page (19) Break----------------
SINGULAR FOCUS, DIGITAL INCLUSION
by incorporating knowledge and
integrating technology
Our digital transformation has significantly strengthened our asset quality. From customer on-boarding
to loan disbursement and collection, we deliver a completely paperless experience through our digital
platform. We have also made repayments easy and secure for our customers with our StuCred App. By
leveraging digital platforms and technologies in our business, we have enhanced our efficiency, reduced
our costs, and improved risk management, expanded market reach, ultimately improving our financial
fundamentals thereby helping us to remain at the forefront of the student loan sector, distinguishing us
from our competitors.
63517 Lakhs total
disbursement in
last 5 years
through StuCred
platform
Annual Report 2024-25 | 18
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (20) Break----------------
UPI
So how does StuCred
works in 6 simple steps?
GETTING REGISTERED
Create a StuCred profile by
entering basic personal details,
college information, and
completing the KYC process.
LINKING VPA/UPI
To both avail and repay credit,
StuCred uses the most convenient
method — UPI. Users can register
their existing VPA (Virtual
Payment Address) linked to their
bank account to enable fund
access.CREDITWORTHINESS CHECK(CRIF SCORE)
After registration, StuCred runs a
credit check using CRIF to evaluate
the borrower’s repayment capacity
and eligibility.SIGNING THE UPI AUTOPAY
MANDATE
To automate repayments, users are
required to set up and approve a UPI
Autopay mandate. This ensures
hassle-free repayment on due dates.
AVAILING CREDIT INSTANTLY
Once KYC, VPA linking, CRIF check,
and mandate setup are complete,
users can avail credit directly into
their bank accounts — instantly and
without any interest.BUILDING CREDIT SCORE &
INCREASING CREDIT LIMIT
Repaying on time helps users increase
their credit limit (up to ₹15,000) on
the StuCred platform and
simultaneously improves their overall
credit score — opening doors to
better credit opportunities in the
future.
19 | Annual Report 2024-25
----------------Page (21) Break----------------
SINGULAR FOCUS, DIGITAL INCLUSION
by expanding our footprints
In today’s hyper-connected world, new age fintech companies can rapidly expand
their service coverage, leveraging the ubiquity of smartphones and the growing
demand for digital financial services. By this, not only they offer traditional
products offering but can also diversify their product portfolios to cater to a wider
range of customer needs in a short span of time
With a vast population and a
majority of them being students,
it is found that the cost of
education has been steadily
rising, outpacing inflation. This
makes it increasingly difficult
for students, especially from
lower to middle-class families,
to finance their education
without external support.
Traditional options like parental
support, scholarships, and
government grants might not
always cover the entire cost,
creating a credit gap.
Added, unforeseen expenses like
accommodation issues, medical
bills, or equipment needs during
course of studies sometimes also
necessitate a quick loan
solution. During FY 2018-19, we
found a huge gap in credit
offering to the student’s
community. We launched the
revolutionary StuCred App at
Android platform, which aimed
at building the gap between
traditional banks/NBFCs and the
student’s community providing
them with easy and hassle free
access to credit. Within three
years of its launch, it has
become an instant hit and today
enjoy a rating of 4.5. In last 5
years, we disbursed more than
635.17 Lakhs of credit covering
almost 35 States/Union
Territories. During the FY 24-25,
we added more than 10,000
colleges to enhance the
effectiveness and reach of our
services, specifically targeting
the student community
Annual Report 2024-25 | 20
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (22) Break----------------
Presence of StuCred customers
Featured at
StuCred Customers
21 | Annual Report 2024-25
----------------Page (23) Break----------------
Some highlights from the advertisement campaigns
1) ONGROUND ACTIVITIES
2) IN-HOUSE MARKET RESEARCH AND INTERSHIP PROGRAMS SERIES
3) BEST PERFORMING ADS
TrinTrin, Dr. Trinetra Haldar Gummaraju Tajmul - A digital content creator
and social media sensation.
On ground 2 day engagement at Manipal University. This event created huge visibility for brand StuCred. Leading
Influencers like Tajmul (A digital content creator and social media sensation.) and TrinTrin( Dr. Trinetra Haldar
Gummaraju - Actor, Content Creator, Karnataka's first transgender doctor.) showcased the StuCred brand as well.
We launched StuCred’s first in-house internship series that
aims at giving exposure to college students on how Fintech
industry works and also get first hand feedback on
consumer behavior wrt a finance app. The first session had
6 students in all.
Below are samples of digital ads
Annual Report 2024-25 | 22
Corporate Overview
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----------------Page (24) Break----------------
SINGULAR FOCUS, DIGITAL INCLUSION
through our people-centric approach
Human capital is not only essential for organizational success but also plays a vital
role in driving economic growth. At Kreon Finnancial Services Limited, our people-
centric approach reflects our commitment to building meaningful relationships and
fostering growth, both within our organization and the customers we serve. We
pay special attention towards infusing diversity and inspiring and cultivating skilled
talent – the foundation that continues shaping our future.
Diversity and Inclusion
We believe that diversity in our workforce drives
innovation and connects us to stakeholders. Our
diversity and inclusion strategy thus focuses on
striving for continued progress. In this context,
50% of our permanent employees are women, who
have continuously added value to our business.
Besides, we focus on attracting the best talent to
work for our organization.
Performance Evaluation
To assess and improve our employees, we have
established a comprehensive performance
appraisal and promotion system. Under the
performance appraisal system, we regularly
conduct comprehensive evaluation on employee’s
work performance, training records and personal
qualities based on the principles of fairness,
consistency, and objectivity.
Employee Training
Training is important for organizational success.
Not only do these programs offer opportunities for
staff to improve their skillsets, but also enhances
employee productivity and company culture. We
have structured training programs for which need
assessments are done at three levels:
organizational, operational and individual.
Hiring
Finding the right talent for the right job has
always been our approach for hiring new talents.
We have structured recruiting programs including
summer internship, apprenticeship, and full-time
roles. Our recruitment is impartial, and time
bound. Our hiring process comprises of three well
defined steps prior to the interview process as
presented below:
Manpower
planning and
compensation
discussion
Approval of higher
management and
development of
job description
Upload details of
job opportunity
with third party
job portals and
our company
website
23 | Annual Report 2024-25
----------------Page (25) Break----------------
Quality Assurance and Compliance
For FY 2024-25, the Company has continued its
strong commitment to maintaining high standards
of operational excellence and data security
through its quality management systems.
ISO Certifications and Adherence:
We have successfully sustained and complied with
the standards of the following international
certifications:
ISO 9001:2015 (Quality Management
System):
This certification reaffirms our structured
approach to consistently delivering high-quality
services and enhancing customer satisfaction
through continual improvement processes.
Internal quality audits, SOP updates, and team
training initiatives were conducted to ensure
compliance and effectiveness of operations.
ISO 27001:2013 (Information Security
Management System):
In alignment with our data protection policies, we
have maintained robust controls and risk
mitigation protocols to ensure confidentiality,
integrity, and availability of all information
assets. We completed scheduled ISMS audits and
implemented all required security patches and
preventive actions.
Key Highlights for FY 2024–25:
Conducted periodic internal ISO audits for
both QMS and ISMS to assess compliance and
identify areas for improvement.
Implemented corrective and preventive
actions (CAPA) based on audit findings.
Updated Standard Operating Procedures (SOPs)
across all departments to reflect current
practices and compliance measures.
Conducted team-level ISO awareness and
process trainings, reinforcing employee
understanding of quality and security
benchmarks.
Worked closely with cross-functional teams for
maintaining document control, audit
preparedness, and management review
support.
Our focus remains on continuous improvement,
employee participation, and ensuring that our
systems are aligned with evolving industry
standards and regulatory expectations.
Annual Report 2024-25 | 24
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SINGULAR FOCUS, DIGITAL INCLUSION
begins with a question of where
do we put Relationship on a
Balance Sheet?
At Kreon Finnancial Services Limited, we believe true progress is measured not
just by expanding our portfolio, but by nurturing enduring partnerships. Our core
philosophy is rooted in creating lasting stakeholder value rather than focusing
solely on profitability. We collaborate closely with developers, financial
institutions, regulatory bodies, and other partners, building bonds grounded in
trust and a shared vision for the future. By adopting forward-thinking strategies
and fostering mutual confidence, we have laid the foundation for consistent,
above-average outcomes. This performance is a reflection of our commitment to
long-term collaboration, not merely isolated engagements.
Comfort of lenders
Our robust financial performance is underpinned
by the trust and confidence we have earned over
time from stakeholders across every link of our
value chain. This includes enduring partnerships
with both domestic and international financial
institutions, who view us as a reliable and
transparent organization. Our reputation for
integrity, consistent delivery, and sound
governance practices has reinforced our standing
as a dependable player in the financial ecosystem,
further strengthening our financial foundation.
Government agencies and industry associations
The Company is a Member
of Fintech Association for
Consumer Empowerment
(FACE). It is a self-
regulatory organization
recognized by RBI.
We remain committed to upholding our
responsibilities as a conscientious corporate entity
by making meaningful contributions to the
nation’s revenue through regular and substantial
tax payments, as evident in our financial records
over the past five years. In our efforts to support
and advance the broader interests of the sector,
we maintain active engagement with key industry
bodies and associations. These interactions not
only allow us to represent industry concerns and
priorities effectively but also enable us to stay
informed about emerging trends, regulatory
changes, and innovations—reinforcing our role as a
forward-thinking leader in the financial
landscape.
25 | Annual Report 2024-25
----------------Page (27) Break----------------
Corporate sustainability
Sustainability is the fundamental principle of
corporate journey. We see it as a way to deepen
our understanding of how to be better to our
people and our surroundings. Although the
guidelines of Corporate Social Responsibility are not
applicable to us as per the Companies Act, 2013,
but we look forward to persue the same from
current year onwards.
Governance
We remain steadfast in our commitment to sound
corporate governance, which we view as
fundamental to sustaining profitable growth and
delivering long-term value. Our strategic direction
continues to be anchored in principles of financial
prudence, ethical conduct, transparency, and
accountability—ensuring that shareholder value
creation goes hand-in-hand with safeguarding
stakeholder interests.
The past year witnessed a rapidly evolving
regulatory environment, particularly in the digital
lending space. The Reserve Bank of India’s
issuance of comprehensive guidelines for NBFCs in
this domain marked a critical regulatory milestone.
Anticipating this shift, we adopted a proactive
compliance approach—collaborating with co-lenders
and participating in relevant industry forums to
ensure a seamless transition.
In alignment with the scale-based regulatory
framework, we undertook a structured review of
our internal processes and adopted all applicable
requirements. Customer onboarding was
enhanced through controlled access to KYC data
from the Central KYC Registry, obtained only with
explicit customer consent. Further, we
implemented automated monitoring systems to
flag anomalies and conducted targeted training
for our teams on updated KYC and digital lending
norms.
These initiatives reflect our readiness to not only
comply with the evolving regulatory standards but
to do so in a manner that enhances operational
resilience, customer experience, and investor
confidence.
Board framework
As on March 31, 2025, the Board of Directors
comprised five members, including three
Independent Directors and three Women
Directors, of whom two are Independent Women
Directors. The Non-Executive Directors are
distinguished professionals who contribute
significantly to the strategic direction of the
Company through their extensive industry
knowledge and expertise.
In line with the provisions of the Companies Act,
2013 and the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the
Company has constituted various Board
Committees to ensure effective oversight and
timely redressal of investor grievances.
During the financial year ended March 31, 2025,
the Board met five times to deliberate on key
matters and provide strategic guidance.
Annual Report 2024-25 | 26
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SINGULAR FOCUS, DIGITAL INCLUSION
through stakeholders engagement
Over the past three decades, our sustained presence in the financial sector has
been underpinned by the strength of enduring collaborations with a broad
spectrum of stakeholders. These strategic alliances have played a pivotal role in
shaping the Company’s trajectory and driving its continued success.
At Kreon Finnancial Services Limited, the orchestration of enduring stakeholder alliances serves as a
foundational pillar in our pursuit of long-term strategic differentiation and value generation.
Stakeholders represent a confluence of intellectual capital, operational synergies, and market insight—
resources that are indispensable to sustaining our competitive relevance across temporal horizons.
Through a structured and multi-dimensional engagement architecture, we proactively solicit and
integrate stakeholder intelligence to inform our strategic imperatives. This dynamic feedback loop not
only enhances the precision of our service delivery models but also ensures alignment with evolving
stakeholder expectations, regulatory paradigms, and socio-economic imperatives.
Our interaction mechanisms encompass formal consultations, collaborative platforms, digital outreach,
and governance-aligned reporting, fostering transparency, mutual trust, and co-created progress. By
institutionalizing this engagement ethos, we remain agile, responsive, and purpose-driven in a rapidly
transforming financial landscape.
Stakeholder engagement process
Stakeholder engagement entails five phases
including identify and assess, plan, engage,
review and report. Upon identifying our main
stakeholders and based on the respective
stakeholder group’s importance and impact on
planning to determine the scope and objectives as
well as the resources to be allocated to address
their needs. The mode of engagement is a vital
factor which enables us to effectively evaluate
their concerns and formulate our strategies.
StakeholdersStakeholder prioritiesEngagement modeFrequency
Shareholders/ Investors
· Brand reputation and trust
· Strong and sustained financial performance
· Share price performance
· Strong risk management
· Mechanism
· Business strategy
· Governance, ethics and Transparency
· Stability and security of IT systems
· Annual/quarterly results
· Quarterly business updates
· Annual General Meeting
· Annual Report
· Press releases
· Quarterly
· Half-yearly
· Annually
· Event-based
Employees
· Training and development
· Fair and timely remuneration
· Reward, recognition, and appreciation for
the performance
· Diverse, open, non-discriminatory, and safe
working environment
· Work-life balance
· Review meets
· Employee surveys
· Learning and development
initiatives
· Newsletters and portals
· Discussions with senior
leaders
· Engagement initiatives / off-
sites
· Daily
· Weekly
· Monthly
· Annually
27 | Annual Report 2024-25
----------------Page (29) Break----------------
StakeholdersStakeholder prioritiesEngagement modeFrequency
Customers
· Aggressive customer
acquisition strategies and
services
· Competitive interest rates
Access to digital channels
· Seamless customer service
· Secure transactions
· Fair and responsive grievance
redressal mechanism
· Financial inclusion
· Corporate website
· Toll-free number
· Digital platforms
· Social media
· Customer relationship
managers
· Customer satisfaction
surveys
· Media campaigns and
advertising
· Knowledge seminars and
events
· Daily
· Weekly
· Monthly
· Annually
Business Partners
· Maintaining relationships
· Growth opportunities
· Quick and efficient payments
· Quick response to queries
· Online one-to-one meeting
with the top management
· Product/process trainings
for new and old partners
· Industry Speak and Webinars
for product updates
· Conferences and Forums
Wiii
· Daily
· Weekly
· Monthly
· Annually
Rating Agencies
· Liquidity and risk
management, and risk
mitigation strategies
· Growth plans
· Presentations and written
communications
· Online meetings on
strategy, financial plans, risk
management, and other
business-related updates
· Event-based
Government
/ Regulator Bodies
· Compliance with laws and
regulations
· Ethical business practices
· Active participation in
industry and regulatory working
groups
· Timely reporting through
variouscompliancebasedforms
· Industry associations
· Corporate Presentations
· Written Communications
· One-to-one meetings
· Mandatory regulatory filings
· Weekly
· Annually
· Event-based
Risk Management
At Kreon Finnancial Services Limited, risk
governance is a strategic cornerstone, embedded
across all levels of our organization. We adopt an
integrated, enterprise-wide risk management
framework that aligns with the Company’s risk
appetite, Board directives, and regulatory
expectations.
Our approach encompasses the identification,
assessment, and mitigation of a broad spectrum of
risks—financial, operational, technological,
regulatory, and reputational—through dynamic
monitoring tools, stress testing, and analytics-
driven insights.
We foster a culture of risk awareness and
accountability, ensuring that risk considerations
are deeply ingrained in strategic planning and
day-to-day operations. This proactive stance
enhances our resilience, safeguards financial
soundness, and enables sustainable value creation
in an evolving business landscape.
For more details on Risk Management, please
refer ‘Management Discussion & Analysis’, section
of this report.
Annual Report 2024-25 | 28
Corporate Overview
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Statutory Reports Financial Statement Notice
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The theme of this year’s Annual Report — Singular
Focus through Digital Inclusion — truly reflects
who we are and what we strive to do.
INDUSTRY AND BUSINESS OVERVIEW
On a macro level, India’s economic outlook
continues to be encouraging. Long-term structural
reforms, rising consumption, and a favourable
demographic dividend are coming together to
create an unprecedented momentum. The role of
fintech in fostering financial inclusion is
undeniable. Schemes like Jan Dhan, Aadhaar, and
Mobile (JAM) trinity, along with DBT, CBDC and
other digital public infrastructure initiatives, are
transforming access to finance and improving
governance at the grassroots level. India is home
to over 315 million students, the largest student
population in the world. Our primary customer
base—students, continue to face financial
challenges as the cost of education accelerates
faster than inflation. Unexpected events like
accommodation issues, health emergencies, and
one-time course requirements often demand
immediate access to funds. Traditional funding
avenues often fall short in meeting the entire
spectrum of academic and associated living
expenses. The increasing need for short-term,
need-based, hassle-free loans is apparent, and we
are proud to have played a meaningful role in
bridging this financial gap. Our focus on risk-
adjusted returns while empowering the
underserved student community remains
unwavering.
“Financial inclusion is not just an economic
necessity, it’s a social imperative.”
Chairman’s Perspective
Dear Shareholders
The future belongs to those
who believe in the beauty of
their dreams.”
– Eleanor Roosevelt
At Kreon Finnancial Services Limited, we have
always believed in a bold idea—that banking can
be made simpler, smarter, and accessible to all.
The financial year 2024–25 was a defining one for
us. Through a combination of determination,
innovation, and collaboration, we emerged
stronger from a year that tested our fundamentals
and re-affirmed our long-term vision. Despite an
evolving macroeconomic climate, India’s fintech
sector grew by 25%, fueled by digital
transformation, favourable policy frameworks, and
increasing digital penetration. The ecosystem is
vibrant, and we are proud to be playing a
pioneering role within this space. This industry has
granted emerging players like us a level playing
field—an opportunity we deeply value and are
committed to maximizing. Our flagship digital
lending application, StuCred, is a testimony to our
commitment to responsible yet inclusive lending.
Completing seven years of operations, we have
evolved from being a digital lender to the student-
first financial partner - one that understands the
evolving aspirations and pressures of India’s youth.
The success of StuCred validates our belief that
even a simple idea, when executed with passion
and integrity, can create lasting impact.
“Don’t limit your challenges. Challenge your
limits.”
Much like nurturing a young sapling, our growth
has been deliberate and steady. Our focus remains
on laying a solid foundation for a next-generation
fintech platform—built on transparency, empathy,
and simplicity. Our policies are designed to ensure
that borrowers find our services easy to
understand and even easier to trust.
29 | Annual Report 2024-25
----------------Page (31) Break----------------
While FY 2023–24 posed considerable challenges,
we entered FY 2024–25 with the determination to
stabilize and rebuild. Despite a subdued profit
performance in the prior year owing to a one-time
write-off, we have since realigned our operations
for sustainable growth. During FY 2024–25, we
witnessed recovery in earnings, further
optimization of operational efficiencies, and a
renewed focus on quality underwriting and
prudent asset selection. Today, we proudly serve
over 21,000 colleges across India, covering all 28
States and 8 Union Territories. Our StuCred user
base on Playstore continues to grow rapidly,
reflecting our expanding reach and growing
relevance. As part of our broader engagement
strategy, we partnered with over 20 leading
brands, offering our student users attractive
discounts across verticals such as education,
travel, fashion, gadgets, and entertainment—
adding tangible lifestyle value. Along with
expanding our operations and reach, we remain
vigilant in maintaining the highest standards of
data privacy, cybersecurity, and regulatory
compliance, ensuring our platform remains
trustworthy and secure for every user.
FIVE PILLARS OF KREON
Our growth and vision stand firmly on five
foundational pillars:
“Great companies are built on great foundations.”
1. Risk Management
We continue to embrace an entrepreneurial
culture that finds solutions to hard problems. With
strengthened governance and data-driven insights,
we have begun diversifying into new asset classes
and borrower segments to reduce dependency on a
single product line.
2. Financial Capital
Strong relationships with our lenders and financial
partners have enabled continued access to cost-
effective, long-term financing. Our stable credit
ratings reflect our prudent capital management
and healthy liquidity profile.
3. Human Capital
We remain committed to building a workplace
culture that fosters growth, innovation, inclusivity,
and emotional well-being. Our diversity and
inclusion initiatives, especially around gender
equity, are showing promising results.
4. Technology
Digital is the backbone of our operations.
Collaborations with reputed technology partners
have enabled us to deliver seamless, secure, and
personalized customer journeys. Continuous
innovation is our mantra as we aim to exceed user
expectations with every interaction.
5. Sustainability and Impact
While we are a digital-first lender, our impact
extends beyond financial access. We are
committed to adopting practices that are
responsible, inclusive, and environmentally
conscious. As we scale, we are also exploring how
fintech can contribute to India’s broader ESG
goals and support a more sustainable future.
FORWARD-LOOKING
As we move into the next financial year, our
focus shall be on product diversification, AI-
based credit intelligence, and expanding our
rural and Tier-III outreach. We also aim to
introduce financial literacy initiatives to
empower students to make better money
decisions. With a robust digital backbone and
customer-centric approach, we are confident of
delivering consistent and scalable growth.
GOVERNANCE AND GRATITUDE
We remain deeply anchored in governance and
ethics. Our Board of Directors—a collective of
visionaries and enablers—have played a pivotal
role in guiding the Company through each
milestone. I extend my heartfelt gratitude to each
of them.
To our shareholders, employees, regulators,
customers, and partners—thank you. Your belief
in our mission is the fuel behind every line of code
we write, every loan we disburse, and every
student we empower. “Alone we can do so little;
together we can do so much.” – Helen Keller As
we look to the horizon, our vision is clear: to be
the most trusted digital financial partner for
India’s youth. Together with the Kreon’s Family,
we are committed to building a future where no
dream is left behind due to lack of funds. Let’s
continue to make bold moves, ask better
questions, and enable the next generation to rise.
With gratitude and determination,
Jaijash Tatia
Chairman and Managing Director
Kreon Finnancial Services Limited
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
Annual Report 2024-25 | 30
----------------Page (32) Break----------------
ParticularsYear ended on 31st March 2025Year ended on 31st March 2024
Revenue from operations2665.051637.28
Profit / (Loss) before Depreciation and Interest(44.48)262.73
Less: Interest(283.47)(95.96)
Less: Depreciation(79.37)(70.50)
Profit / (Loss) before Tax(407.32)96.27
Prior Period Tax00
Provision for Tax/Current Tax61.68.82
Deferred Tax(54.78)25.12
Profit / (Loss) after Tax(414.14)62.32
Other Comprehensive Income237.4210.33
Total Comprehensive Income(176.74)272.65
Your Board of Directors (the “Board”) has the pleasure of presenting the 31 Board Report on the
business and operations of Kreon Finnancial Services Limited (the “Company”) along with the annual
audited financial statements for the financial year ended March 31, 2025, and auditor’s report.
st
The financial statements for the financial year ended March 31, 2025, forming part of this Annual
Report, have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by
the Ministry of Corporate Affairs (MCA).
Key highlights of the financial results of your Company for FY 2024-25 have been summarized below
Board’s
Report
Dear Members,
1. FINANCIAL PERFORMANCE
(Rs in Lakhs)
31 | Annual Report 2024-25
----------------Page (33) Break----------------
2. BUSINESS OPERATIONS
During the year under review, the Company
clocked revenue of Rs.2665.05 lakhs compared to
Rs.1637.28 lakhs for FY 2023-24. Our Company
reported a loss of Rs.60 lakhs in contrast to a
profit of Rs. 58 lakhs in the previous fiscal year.
This temporary setback primarily stems from
regulatory adjustments introduced by the Reserve
Bank of India, which impacted certain operational
parameters. Notwithstanding, the Company
demonstrated robust top-line growth, reflecting a
strong underlying business momentum. Our
continued focus on operational excellence and
strategic initiatives positions us well for
sustainable profitability and long-term value
creation.
3. CHANGE IN THE NATURE OF BUSINESS
There has been no change in business of your
Company during the year under review.
4. DIVIDEND
There has been no distributable profits and hence
consideration of distribution of dividend does not
arise in FY 2024-25. The Company presently does
not have a dividend distribution policy as it has
not declared any dividends till date.
5. TRANSFER TO RESERVES
Being an NBFC and according to Section 45IC(i) of
the Reserve Bank of India Act, 1934, our Company
is required to transfer 20% of the net profits to
general reserves. However, due to loss incurred in
FY 2024-25, no amoun is required to be
transferred to general reserves.
6. CORPORATE GOVERNANCE
a) Corporate Governance Philosophy
Your Company has always believed that good
corporate governance is more a way of doing
business than a mere legal compulsion. It
enhances the trust and confidence of all the
stakeholders. Good practice in corporate behavior
helps to enhance and maintain public trust in
companies and the stock market. It is the
application of best management practices,
compliances of law in true letter and spirit, and
adherence to ethical standards for effective
management and discharge of social
responsibilities for sustainable development of all
stakeholders. In this pursuit, your Company’s
philosophy on Corporate Governance is led by a
strong emphasis on transparency, fairness,
independence, accountability, and integrity. The
Board plays a central role in upholding and
guiding this governance framework.
b)Board Diversity
Your Company believes that a truly diverse Board
will leverage differences in perspective,
knowledge, skill, regional and industry
experience, cultural and geographical
backgrounds, age, ethnicity, race, and gender,
which will help us retain our competitive
advantage. The Policy on Board Diversity adopted
by the Board sets out its approach to diversity,
which is available on our website at
www.kreon.in. Additional details on Board
diversity are available in the Report on Corporate
Governance that forms part of this Annual Report.
c)Board Composition and Key Managerial
Personnel (KMP)
The composition of Board of your Company
conforms with Regulation 17 of the Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (the
“SEBI Listing Regulations”) and Section 149 of the
Companies Act, 2013 (the “Act”).
As on date of this report, the Board comprises of
five Directors, further classified into two
Executive Director and three Non-Executive
Independent Directors. Further, out of three
Independent Directors, two are Independent
Woman Director. The Chairman of the Board is a
Promoter-Executive Director.
In the opinion of the Board of the Company, all
Independent Director appointed/re-appointed
during the year have integrity, expertise,
experience and proficiency as prescribed under
the Companies (Appointment and Disqualification
of Directors) Rules, 2014 read with the Companies
(Accounts) Rules, 2014 (including amendment
thereof).
Further in compliance with the Circulars dated
20th June 2018 issued by NSE and BSE, the
Company has also received a declaration from all
the directors that they are not debarred from
holding the office of Director by virtue of any SEBI
order or by any other such statutory authority.
As on date of the report, your Company has the
following Key Managerial Personnel (the “KMP”).
Mr. Jaijash Tatia – Managing Director
Mrs. Henna Jain – Joint Managing Director
Annual Report 2024-25 | 32
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Mrs. Shoba Nahar – Chief Financial Officer
Ms. Niharika Goyal – Company Secretary and
Compliance Officer
d)Changes in Board of Directors and KMPs
During the year under review and till date of this
report, the following changes have occurred in
Board composition and KMP:
Change in designation of Mr. Jaijash Tatia,
DIN:08085029, from Whole-time Director to
Managing Director w.e.f September 01, 2024.
Change in designation of Mrs. Henna Jain,
DIN:08383395, from Non-Executive Director to
Joint Managing Director w.e.f September 01,
2024, for a period of three years up to August
31, 2027.
Appointment of Mr. Anand Manoharlal,
DIN:10718528, as Non-Executive Independent
Director w.e.f August 06, 2024, for an initial
term of five consecutive years up to August
05, 2029.
Tenure completion of Mrs. Rajashree
Santhanam and Mrs. Muthusamy Menaka as
Non-Executive Independent Director(s) of the
Company with effect from the close of
business hours on March 31, 2025.
Re-appointment of Mrs. Rajashree Santhanam,
DIN:07162071 and Mrs. Muthusamy Menaka,
DIN:10550690, as Non-Executive Independent
Director(s) of the Company w.e.f April 01,
2025, for second term of five consecutive
years up to March 31, 2030.
Resignation of Mrs. Vidyalakshmi Rajagopalan
(ACS:28058) from the position of Company
Secretary and Compliance Officer with effect
from close of business hours on April 15, 2025.
Appointment of Ms. Niharika Goyal
(ACS:61428) as Company Secretary and
Compliance Officer/ / Chief Compliance
Officer with effect from April 16, 2025.
The appointment of Mr. Anand Manoharlal as an
Independent Director and change in designation of
Mr. Jaijash Tatia and Mrs. Henna Jain, was
approved by the Board in its meeting held on
August 06, 2024 and subsequently approved by
Members via postal ballot dated September 10,
2024, with requisite majority.
The re-appointment of Mrs. Rajashree Santhanam
and Mrs. Muthusamy Menaka as Non-Executive
Independent Director(s) was approved by the
Board in its meeting held on March 27, 2025, and
subsequently approved by the Members via postal
ballot dated June 20, 2025, with requisite
majority.
The resignation tendered by Mrs. Vidyalakshmi
Rajagopalan vide letter dated March 17, 2025, was
noted by the Board in its meeting held on March
27, 2025. In the same meeting, the Board
unanimously appointed Ms. Niharika Goyal in her
place w.e.f April 16, 2025.
According to the provisions of Section 152(6) of
the Act, Mrs. Henna Jain, Joint Managing Director,
is liable to retire by rotation and being eligible,
offers herself for re-appointment. Based on the
result of performance evaluation,
recommendation of the Nomination and
Remuneration Committee and subject to the
approval of Members in the 31 AGM, the Boardst
approved her re-appointment in its meeting held
on July 28, 2025 and recommends the same to the
Members. A resolution seeking Members’ approval
for her re-appointment along with other required
details forms part of the Notice of 31 AGM.st
e) Number of Board Meetings
The Board met five times during FY 2024-25. The
details of such meetings are provided in the
Report on Corporate Governance that forms part
of this Annual Report. The maximum interval
between any two consecutive meetings did not
exceed one hundred and twenty days (120 days),
as prescribed under the Act.
f) Separate meeting of Independent Directors
In terms of requirements under Schedule IV of the
Act and Regulation 25(3) of the SEBI Listing
Regulations, a separate meeting of the
Independent Directors was held on March 07,
2025.
The Independent Directors at the meeting,
inter-alia, reviewed the following:
Performance of Non-Independent Directors;
Performance of the Board as a whole;
Performance of Chairperson of the Company
considering the views of executive directors
and non-executive directors;
Assessment of the quality, quantity, and
timeliness of the flow of information between
the Company’s Management and the Board
that is necessary for the Board to effectively
and reasonably perform their duties;
Any unethical behavior, actual or suspected
fraud or violation (if any) of the Company’s
Code of Conduct.
33 | Annual Report 2024-25
----------------Page (35) Break----------------
Committees including Audit Committee.
j) Composition of Audit Committee
The composition of the Audit Committee, as on
March 31, 2025, is given below:
k) Declaration by Independent Directors
The Company has received the necessary
declaration from each Independent Director that
he/she meets the criteria of independence laid
down in Section 149(7) of the Act and Regulation
16 and 25 of the SEBI Listing Regulations. All
Independent Directors have affirmed compliance
with the Code of Conduct for Independent
Directors as per Schedule IV of the Act.
l) Compliance with Secretarial Standards
During the year under review, the Company has
complied with all applicable mandatory Secretarial
Standards issued by the Institute of Company
Secretaries of India (ICSI).
m) Risk Management
Financing activity is the business of management
of risks, which in turn is the function of the
appropriate credit models and the robust systems
and operations. The Risk Management is overseen
by the Audit Committee of the Company on a
continuous basis. The Committee oversees the
Company’s process and policies for determining
risk tolerance and reviews management’s
measurement and comparison of overall risk
tolerance to established levels. Major risks
identified by the businesses and functions are
systematically addressed through mitigating actions
on a continuous basis. The Risk Management Policy
of the Company is available on our website
www.kreon.in.
n) Board Policies
The details of the policies approved, adopted or
reviewed by the Board are provided in the Report
on Corporate Governance that forms part of this
Annual Report.
g) Manner and Criteria of formal annual evaluation
of Board's performance and that of its Committees
and Individual Directors
In terms of the requirements under the Act and
SEBI Listing Regulations, the Nomination and
Remuneration Committee (NRC) has formulated a
criterion for evaluation of the performance of
Board as a whole, individual Directors, Chairman
and the Board Committees. The criteria cover the
areas relevant to the functioning of the Board and
its Committees such as its composition, structure,
oversight, effectiveness, performance, skill set,
knowledge, strategy, and risk management. The
individual Directors, particularly the Independent
Directors, were evaluated on parameters such as
integrity, participation, skill, and knowledge,
independent judgment, preparation, conduct, and
effectiveness.
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
interests of the Company and its minority
shareholders, etc. Accordingly, the Board and NRC
carried out performance evaluation during the
year under review.
h) Board Committees
Pursuant to the provisions under the Act and SEBI
Listing Regulations, the Board has constituted
various committees of the Board which are:
Audit Committee;
Nomination and Remuneration Committee;
Stakeholders Relationship Committee.
Details of composition, terms of reference,
number of meetings and attendance of Members
in these Committees are provided in the Report on
Corporate Governance that forms part of this
Annual Report.
i) Recommendations made by the Board
Committees
The Board, during the year under review, has
accepted all recommendations made to it by its
NameCategory
Mrs. Rajashree SanthanamIndependent Director, Chairperson
Mrs. Muthusamy MenakaIndependent Director, Member
Mr. Anand ManoharlalIndependent Director, Member
Mr. Jaijash TatiaManaging Director, Member
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Regulations and applicable provisions of the
Master Direction issued by the Reserve Bank of
India, forms part of this annual report.
e) Certificate by CFO
Mrs. Shoba Nahar, Chief Financial Officer, has
submitted the certificate, in terms of Regulation
17(8) read with Part B of Schedule II of the SEBI
Listing Regulations to the Board. The certificate
by CFO is herewith attached as Annexure-B to
this report.
f) Related Party Transactions
All related party transactions during FY 2024-25
were in the ordinary course of business and at an
arm’s length basis and were in compliance with
the Act, SEBI Listing Regulations and Accounting
Standards and are disclosed in the notes forming
part of the financial statement. During FY 2024-
25, the Audit Committee, on quarterly basis,
reviewed the related party transactions of the
Company for which prior approval was accorded
by the Members in the 30 AGM held on June 28,
2024.
th
The particulars of contracts or arrangements or
transactions with related parties during FY 2024-
25, as referred to in Section 188(1) and applicable
rules of the Act in Form AOC-2, are provided as an
Annexure-D to this report.
Further, there were no materially significant
related party transactions entered into by the
Company during the year under review, which may
have potential conflict with the interest of the
Company at large. There were no pecuniary
relationships or transactions entered by the
Independent Directors with the Company during
the year under review.
The policy on related party transactions as
approved by the Board is uploaded on the
Company’s website.
g) Managerial Remuneration and Employee Related
Disclosures
In terms of the provisions of Section 197(12) of
the Act read with Rules 5(2) and 5(3) of the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, a statement
showing the names of the top ten employees in
terms of remuneration drawn and names and
other particulars of the employees drawing
remuneration in excess of the limits set out in the
o) Statutory Compliance
Your company, to the best of its knowledge and
beliefs, has complied with all applicable Acts,
Rules, Regulations, Guidelines etc of SEBI, RBI,
MCA and other Statutory Authorities.
p) RBI guidelines
The Company continues to comply with all the
applicable regulations prescribed by the Reserve
Bank of India (“RBI”), from time to time.
7.DISCLOSURE / ANNEXURES
a) Annual Return
Pursuant to the provisions of Section 92(3) and
Section 134(3)(a) of the Act, the Company will
place a copy of the annual return on its website at
www.kreon.in after the conclusion of the
forthcoming AGM.
b) Report on Corporate Governance
Your Company always places a major thrust on
managing its affairs with diligence, transparency,
responsibility and accountability thereby
upholding the principle that an organization’s
corporate governance is directly linked to high
performance.
The Company understands and respects its
fiduciary role and responsibility towards its
stakeholders and society at large and strives to
serve their interests, resulting in the creation of
value and wealth for all stakeholders.
The compliance report on corporate governance
along with a certificate from M/s. Darpan &
Associates, Statutory Auditors, regarding
compliance of conditions of the corporate
governance, as stipulated under Schedule V of the
SEBI Listing Regulations, is attached herewith as
Annexure-E to this report.
c) Certificate of Non-Disqualification of Directors
Pursuant to Regulation 34(3) and Schedule V Para
C Clause (10)(i) of the SEBI Listing Regulations,
the Certificate of Non-Disqualification of Directors
for the financial year ended March 31, 2025,
obtained from M/s. AXN Prabhu & Associates,
Practicing Company Secretary, CP 11440, MN 3902,
is annexed as Annexure-G to this report.
d) Management Discussion and Analysis Report
The Management Discussion and Analysis Report,
along with detailed analysis of Company’s
performance for the year under review, as
stipulated under Regulation 34 of the SEBI Listing
35 | Annual Report 2024-25
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decisioning and auto-validation, enabled robust
credit scoring and repayment automation,
improving scalability and compliance.
d)Import Substitution: Replaced reliance on third-
party credit and document verification platforms
by building in-house AI-based KYC and credit
scoring tools.
iii. In case of imported technology (imported
during the last three financial year reckoned
from the beginning of the financial year)
Technology imported: Nil
Year of import: Nil
Whether the technology has fully been
absorbed: Nil
If not fully absorbed, area where absorption
has not taken place and reason thereof: Nil
iv. Expenditure incurred on Research and
Development: NA
j) Particulars of loans, guarantee, or investments
under Section 186 of the Companies Act, 2013
Pursuant to Section 186(11)(a) of the Act read
with Rule 11(2) of the Companies (Meetings of
Board and its Powers) Rules, 2014, the loan made,
guarantee given or security provided in the
ordinary course of business by an NBFC registered
with RBI are exempt from the applicability of the
provisions of Section 186 of the Act. During the
year under review, the Company has invested
funds in various securities in the ordinary course
of business. For details of the investments of the
Company, refer to Note No. 49 of the financial
statements.
K) Foreign Exchange Earnings and Outgo
Note: The expenditure was incurred on
purchase/marketing/subscription of software.
l) Material changes and commitments
During the year under review, your Company did
not undergo any material changes and
said rules forms part of this Report.
Disclosures relating to remuneration and other
details as required under Section 197(12) of the
Act read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 forms part of this Report as
Annexure-C.
h) Conservation of energy
i. Steps taken or impact on conservation of
energy: The operations of your Company are not
energy intensive. However, significant measures
are taken to reduce energy consumption by using
energy-efficient computers and by the purchase of
energy-efficient equipment.
ii. The steps taken by the Company for utilizing
alternate sources of energy- Nil
iii. Capital investment on energy conservation
equipment-Nil
i) Technology absorption, adoption and innovation
i. Efforts made towards technology absorption:
a) Implemented Amazon S3 Glacier to reduce long-
term data storage costs. Integrated UPI AutoPay
Mandate to automate loan repayments and
improve repayment compliance.
b) Enabled CRIF score and delinquency checks for
first-time loan disbursement, improving credit risk
evaluation.
c) Automated KYC document validation using AI,
allowing real-time verification of PAN, Aadhaar,
and college IDs with fraud detection.
d) Migrated infrastructure to serverless computing
(AWS Lambda) and containerized environments for
scalability and reliability.
e) Adopted DevSecOps for secure, continuous
integration and deployment.
ii. Benefits derived like product improvement,
cost reduction, product development or import
substitution:
a)Cost reduction: Archived inactive documents to
Amazon S3 Glacier, reducing storage expenses,
Optimized backend response times to lower AWS
Lambda duration and data transfer charges.
b)Product improvement: Enhanced
creditworthiness checks through CRIF and
delinquency validation, reducing default risk,
Improved user onboarding experience through AI-
powered automated KYC validation, Simplified
repayment setup with UPI AutoPay mandates.
c)Product Development: Developed an end-to-
end digital loan disbursement system with instant
S.
No.Particulars
Year Ended
March 31,
2025
Year Ended
March 31,
2024
1Expenditure in foreignCurrencyRs.83.92 lakhsRs.28.53 lakhs
2Earning in ForeignCurrencyNILNIL
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o)Proceedings under Insolvency and Bankruptcy
Code, 2016
During the year under review, there were no
applications made or no proceedings that were
filed by the Company or against the Company,
which stands as pending under the Insolvency and
Bankruptcy Code, 2016, as amended, before
National Company Law Tribunal or other Courts.
p) Significant material orders passed by Regulators
There are no significant material orders passed by
the Regulators / Courts / Tribunals impacting the
going concern status and future operations of the
Company.
q) Credit rating
During the year under review, your Company did
not obtain any credit rating.
r) Other Disclosures
During the year under review, the Company has
not obtained any registration/ license /
authorization, by whatever name called from any
other financial sector regulators.
8. AUDIT AND AUDITORS
a) Statutory Auditor
The Members of the Company, in 29 AGM heldth
on July 28, 2023, appointed M/s. Darpan &
Associates, Chartered Accountants (FRN:016156S),
as the Statutory Auditors of the Company for a
period of five consecutive years till the conclusion
of 34 AGM to be held in the calendar year 2028.th
b) Auditor’s Report
The report given by M/s. Darpan & Associates,
Statutory Auditors, on the financial statements of
the Company for the financial year ended March
31, 2025, forms part of this Annual Report. The
Audit Report does not contain any qualification,
disclaimers, reservation, or adverse remark.
c) Secretarial Auditor and its Report
Pursuant to the provisions of Section 204 of the
Act and the Companies (Appointment and
Remuneration of Managerial Personnel)
Rules,2014, the Company has appointed M/s.
Lakshmmi Subramanian & Associates, Practicing
Company Secretaries, as Secretarial Auditor to
undertake the Secretarial Audit of the Company.
The Secretarial Audit Report is annexed to the
Board Report as Annexure-F.
The following qualifications have been mentioned
in the Secretarial Audit Report:
Act / Rules / RegulationQualificationsAction taken against theCompanyResponse by Company
SEBI (LODR) Regulations, 2015
Delay in furnishing prior intimation on
about the meeting of the board of
directors
The Company was fined
Rs.11,180/- by BSE for such
delay.
The Company has paid the
fine.
d) Cost Audit and Cost Records
Maintenance of cost records and requirement of
Cost Audit as prescribed under Section 148(1) of
the Act read with Companies (Cost Records and
Audit) Rules, 2014 is not applicable to the business
activities carried out by your Company.
e) Reporting of fraud by Auditors
During the year under review, neither the
Statutory Auditor nor the Secretarial Auditor has
reported to the Audit Committee any instances of
fraud committed against the Company by its
officers or employees, under Section 143(12) of
the Act. Therefore, no details are required to be
disclosed under Section 134(3)(ca) of the Act.
9. SHARE CAPITAL AND LISTING ON STOCK
EXCHANGE
a) Authorized share capital
As of March 31, 2025, the total authorized share
capital of the Company stood at Rs.50,00,00,000
(Rupees Fifty Crores only) divided into
4,50,00,000 (Four Crores Fifty Lacs only) Equity
Shares of Rs.10/- (Rupees Ten only) each and 50
Lakhs (Fifty Lakhs only) Compulsory Convertible
Preference Shares of Rs.10/- (Rupees Ten only)
each. During the financial year under review, the
Authorized Share Capital was increased from
Rs.30,00,00,000 (Rupees Thirty Crores only) to
Rs.50,00,00,000 (Rupees Fifty Crores only) by way
of an increase of 2,00,00,000 (Two Crores only)
equity shares of Rs.10/- (Rupees Ten each).
b) Paid-up share capital
As of March 31, 2025, the total paid-up share
capital of the Company stood at Rs.20,22,20,000/
37 | Annual Report 2024-25
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The Board, and Nomination and Remuneration
Committee has framed a policy/criterion for
selection and appointment of Directors, Key
Managerial Personnel and Senior Executives
including qualifications, positive attributes,
independence of a director, remuneration, and
other matters provided under Section 178(3) of
the Act and the SEBI Listing Regulations.
Pursuant to Section 134(3) of the Act, the detailed
nomination and remuneration policy of the
Company which lays down the criteria, is available
on the Company’s website at www.kreon.in.
The key points outlined in the Nomination and
Remuneration Policy are as follows:
The Policy aims to appoint Directors, KMP’s,
and Senior Management who possess
significant skills, competence and experience
relevant to the position, in alignment with
applicable laws and regulations.
Evaluation of individuals against various
criteria, including industry experience and
other attributes necessary for successful
performance in the role, while also
considering the benefits of board diversity.
Examination of the individual’s current
positions, including directorships or other
affiliations and how these roles might impact
their ability to exercise independent
judgement.
Consideration of how the individual is likely to
contribute to the overall effectiveness of the
Company and collaborate constructively with
others.
Remuneration is designed to align with the
individual’s role, responsibilities, and
performance, balancing fixed and variable
components.
c)Vigil Mechanism / Whistle Blower Policy
Pursuant to the provisions of Section 177(9) and
(10) of the Act and Regulation 22 of the SEBI
Listing Regulations, your Company has formulated
a vigil mechanism through whistle blower policy
to deal with instances of unethical behavior,
actual or suspected fraud, violation of Company’s
code of conduct or policy. No person has been
denied access to the Chairman of the Audit
Committee. The details of the policy are
explained in the Report on Corporate Governance
and posted on the website of the Company and
can be accessed at www.kreon.in.
(Rupees Twenty Crores Twenty Lakhs Twenty
Thousand Only) consisting of 2,02,22,000 (Two
Crore Two Lakh Twenty-Two Thousand) equity
shares of Rs.10/- each. There were no addition or
alterations made to the paid-up share capital of
your Company during the year under review
c) Issue of equity shares with differential rights
Your Company had not issued any equity shares
with differential rights during the year under
review.
d) Issue of sweat equity shares
Your Company did not issue any sweat equity
shares during the year under review.
e) Issue of employee stock options
Your Company did not issue any employee stock
options during the year under review
f) Listing on Stock Exchange
The Company’s equity shares are listed on BSE
Limited having scrip code 530139. The Company
had paid Annual Listing Fee for the FY 2024-25.
The Company had also paid Annual Custodian Fee
to the Depositories for the FY 2024-25.
h) Provision of money by Company for purchase of
its own shares by employees or by trustees for the
benefit of the employees
Your Company has not made any provision of
money for the purchase of its own shares by
employees or by trustees for the benefit of the
employees during the year under review.
i) Suspension of shares from trading
During FY 2024-25, the shares of your Company
were not suspended from trading on the stock
exchange.
10. POLICY DISCLOSURES
a) Code of Conduct for Board of Directors and
Senior Management
The Company has formulated a Code of Conduct
for the Board of Directors and Senior Management
and has complied with all the requirements
mentioned in the aforesaid code. A declaration to
this effect has been signed by Mr. Jaijash Tatia,
Chairman and Managing Director, and forms part of
this Annual Report. The Code of Conduct shall be
available on the website of the Company at
www.kreon.in.
b) Nomination and Remuneration Policy
Annual Report 2024-25 | 38
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Statutory Reports Financial Statement Notice
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medical support, and flexible work arrangements,
ensuring that employees can focus on their
personal and family responsibilities without
compromising their professional growth. Hence,
the Company has complied with the provisions of
the Maternity Benefit Act, 1961.
g) Quality Policies
The Company obtained ISO 9001:2015 and ISO
27001:2013 Certification from an independent and
internationally accredited certification company,
an internationally recognized standard that
ensures our products and services meet the needs
of our customers through an effective quality
management system.
h) Equal Opportunity Policy
In accordance with the principles of fairness,
transparency, and inclusivity, the Company has
adopted an Equal Opportunity Policy that upholds
the right of every individual to work in an
environment free from discrimination and bias. As
a responsible employer and a listed NBFC, the
Company ensures compliance with all applicable
laws including the Rights of Persons with
Disabilities Act, 2016 and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.
The policy prohibits discrimination on the grounds
of gender, religion, caste, race, disability, marital
status, sexual orientation, or any other category
protected by applicable laws. The Company is
committed to promoting diversity and inclusivity
across all levels of employment and provides
equal access to opportunities for growth,
development, and advancement.
The policy is communicated to all employees, and
any grievances under this policy are
addressed through a fair and structured redressal
mechanism. The implementation of the
Equal Opportunity Policy is monitored periodically
by the Human Resources
Department under the oversight of the Board.
The above policy is available on the Company’s
website at www.kreon.in.
i) Stakeholders Engagement Policy
The Company recognizes that strong and
continuous stakeholder engagement is integral
to long-term sustainability and responsible
governance. In line with SEBI LODR
Regulations and RBI guidelines applicable to
NBFCs, the Company has put in place a
d) Code for prohibition of insider trading
Your Company has adopted a code of conduct to
regulate, monitor, and report trading by
designated persons and their immediate relatives
as per the requirements under the Securities and
Exchange Board of India (Prohibition of Insider
Trading) Regulations, 2015.
This code also includes code for practices and
procedures for fair disclosure of unpublished price
sensitive information which has been made
available on the website of the Company at
www.kreon.in.
e) Sexual Harassment at Workplace
As per the requirements of Sexual Harassment of
Women at the Workplace (Prevention, Prohibition
and Redressal) Act, 2013 (POSH), the Company has
a robust mechanism in place to redress complaints
reported under it. Your Company has a formal
policy (available at www.kreon.in) for the
prevention of sexual harassment of the employees
at the workplace. All employees (permanent,
contractual, temporary, trainees) are covered
under this policy.
Hence, your Company 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, with the
following members:
Mrs. Shoba Nahar – Presiding Officer
Ms. Soundarya Sekar – Internal Member
Mr. Midhun Sukumaran – Internal Member
Ms. Anjanaa Aravindan – Internal Member
During the year under review,
Number of complaints of sexual harassment
received in the year: NIL
Number of complaints disposed off during the
year: NIL
Number of cases for more than ninety days:
NIL
f) Maternity Benefit Policy
The Company has a well-structured and inclusive
Maternity Benefit Policy that supports the health,
well-being, and career continuity of its women
employees. This policy is designed in compliance
with the provisions of the Maternity Benefit Act,
1961 and reflects the Company’s commitment to
fostering a supportive and inclusive workplace. It
offers paid maternity leave, job protection,
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Stakeholders Engagement Policy to maintain
transparent and effective communication with all
stakeholders, including shareholders, regulators,
customers, employees, lenders, vendors, credit
rating agencies, and the broader community.
Engagement is achieved through multiple channels
such as investor meetings, disclosures on stock
exchange and Company website, customer
feedback mechanisms, grievance redressal
platforms, employee town halls, regulatory
interactions, and corporate social responsibility
initiatives. The Company strives to incorporate
stakeholder feedback into its decision-making
processes and strategic planning.
The Board of Directors, through its Committees
and Management, periodically reviews stakeholder
engagement practices to ensure they are aligned
with the Company’s values, compliance
framework, and business objectives.
The above policy is available on the Company’s
website at www.kreon.in
11. DEPOSITS
Your Company, being a non-deposit taking NBFC
and as per Non-Banking Financial Companies
Acceptance of Public Deposits (Reserve Bank)
Directions, 2016. The provisions of Chapter V of
the Companies Act, 2013 read with the Companies
(Acceptance of Deposits) Rules, 2014 as amended
are not applicable to the Company being an NBFC.
Further, the Directors hereby report that the
Company did not accept any public deposits during
the financial year under review and did not have
any public deposits outstanding as on March 31,
2025.
There are no outstanding or unclaimed deposits,
unclaimed/unpaid interest, refunds due to the
deposit holders or to the Investor Education and
Protection Fund as on March 31, 2025.
12. CORPORATE SOCIAL RESPONSIBILITY
Your Company does not fall under the applicability
criteria given under Section 135(1) of the Act.
Therefore, it does not require us to comply with
the provisions related to Corporate Social
Responsibility.
13. SUBSIDIARIES, ASSOCIATES, AND JOINT
VENTURES
As on March 31, 2025, your Company does not
have any Subsidiary or Associate Company or Joint
Ventures.
14. ADEQUACY OF INTERNAL FINANCIAL
CONTROLS
Internal Financial Control (IFC) means the policies
and procedures adopted by the Company for
ensuring the orderly and efficient conduct of its
business, including the adherence to Company’s
policies, safeguarding of its assets, timely
prevention and detection of frauds and errors, the
accuracy and completeness of the accounting
records and the timely preparation of reliable
inancial information. The Board of your Company
has laid down IFC systems to be followed by the
Company and that such systems are adequate and
operating effectively. Your Company has an
Internal Control System commensurate with the
size, scale and complexity of its operations. The
Board has adopted policies and procedures for
ensuring the orderly and efficient conduct of its
business, including adherence to the Company's
policies, safeguarding of its assets, prevention and
detection of frauds and errors, accuracy and
completeness of the accounting records, and
timely preparation of reliable financial
disclosures. It ensures that all financial and other
records are reliable for preparing financial
statements, other data and for maintaining
accountability of assets.
Role of internal audit
Internal Audit is an independent function within
the Company, which provides assurance to the
Management on the design and operating
effectiveness of IFC systems as well as suggesting
improvements to them. Internal Audit assesses and
promotes strong ethics and values within the
organization and facilitates in managing changes
in the business and regulatory environment.
Internal Audit responsibilities encompass all
locations, operating entities and geographies of
the Company, in which all aspects of business, viz.
operational, financial, information systems and
regulatory compliances are reviewed periodically.
The Audit Committee review the findings and
recommendations given in the internal audit
report and make suggestions for improvement to
the Board. Direct reporting to the Audit
Committee ensures that Internal Audit functions
independently from the business. To conduct an
internal audit of your Company, the Board
appointed M/s. R. Bhaskaran & Co., Chartered
Accountants, as the Internal Auditors of the
Company.
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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 ended March 31, 2025, 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
Companies Act, 2013 for safeguarding the assets of
the Company and for preventing and detecting
fraud and other irregularities;
d) the Directors had prepared annual accounts on
a going concern basis;
e) the Directors had laid down proper internal
financial controls to be followed by the Company
and that such internal financial controls are
adequate and operating effectively, and;
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
16. ACKNOWLEDGEMENT
The Directors place on record their appreciation
to all those people, who have so willingly placed
their trust in the Companyand the Management
and to all the customers across all areas of our
operations, who have given the Company an
opportunity to serve them.
The Company looks forward to further
strengthening the synergies. The entire KFSL Team
deserves appreciation for their sincere efforts and
determination to excel. The core team of KFSL
plays a pivotal role in articulating and
implementing the strategic decisions and thus
contributing to the development of the company.
We take this opportunity to express my heartfelt
appreciation for their continuous support, hard
work and dedication.
We trust this journey will continue to be a
pleasant one with their support, aware of the fact
that we have “Miles to go.... with the confidence
that “Together We Can, and We Will.”
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Place: Chennai
Date: 25.07.2025
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
15. DIRECTORS’ RESPONSIBILITY
STATEMENT
Pursuant to the requirement under Section 134(3)
(c) of the Act, to the best of their knowledge and
belief and according to the information and
explanations obtained by them, the Directors
hereby confirm that:
a) in the preparation of the annual accounts for
the financial year ended March 31, 2025, the
41 | Annual Report 2024-25
----------------Page (43) Break----------------
Management Discussion &
Analysis
Indian Economic Review
India's economic landscape in 2024–2025 reflects
sustained resilience, digital leadership, and
strategic growth. Following strong GDP
performance and record FDI inflows, the nation
advanced with key milestones like the Gaganyaan
test missions and landmark global trade deals.
These developments have not only reinforced
India's global standing but also elevated its
reputation as a hub for innovation, opportunity,
and long-term investment potential.
Stock Market Performance
The Indian equity markets have demonstrated
robust growth in FY 2024–25. The Nifty 50 index
experienced a strong rally, rising approximately
15.5% from its low of 21,744 to a high of 25,116,
reflecting growing investor confidence and
economic momentum. In terms of market
capitalization, India’s stock market reached an
estimated $5.13 trillion by December 2024,
marking a substantial rise and positioning India as
the world’s fifth-largest market by capitalization.
Export Growth and Trade Facilitation
India's export sector continues to thrive. During
April-December 2024, total exports (merchandise
and services) were estimated at $602.64 billion,
registering a 6.03% growth compared to the same
period in the previous year.
On the trade facilitation front, India has made
significant strides. The country has implemented
paperless trade measures as part of its logistics
and trade facilitation policy, aligning with the
Framework Agreement on Facilitation of Cross-
border Paperless Trade in Asia and the Pacific
(CPTA).
INDUSTRY STRUCTURE AND DEVELOPMENTS
NBFC segment in India
Strategic Role in Financial Inclusion
NBFCs continue to play a pivotal role in India's
financial ecosystem, offering tailored financial
solutions to underserved segments, including
MSMEs and rural populations. Their agility,
customer-centric approaches, and technological
innovations have enabled them to bridge credit
gaps left by traditional banking institutions.
Sector Growth and Credit Expansion
Credit Contribution: As of December 2024,
NBFCs' total credit stood at approximately ₹52
trillion, with projections to exceed ₹60 trillion
by FY 2025–26. Retail assets, accounting for
58% of the overall NBFC credit, have been the
primary growth drivers, expanding at a
compounded annual growth rate (CAGR) of 23%
during FY 2023–24.
Loan Growth: The sector experienced a
moderation in credit growth, with a projected
increase of 13–15% in FY 2024–25 and FY 2025–
26, down from 17% witnessed in the previous
two fiscals.
ANNEXURE A
Annual Report 2024-25 | 42
Corporate Overview
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Statutory Reports Financial Statement Notice
----------------Page (44) Break----------------
Co-Lending Model Expansion
AUM Growth: NBFCs' co-lending assets under
management (AUM) reached ₹80,000 crore by
the end of March 2024, reflecting strong
growth under the existing model. The co-
lending AUM is expected to grow at a robust
rate of 35–40% annually over the medium term.
Regulatory Developments: Co-lending charges
levied by NBFCs will soon be subjected to 18%
Goods and Service Tax (GST), following an
agreement between NBFCs and banks on the
presence of a service component in such
arrangements.
Asset Quality and Profitability
GNPA Ratio: The gross non-performing assets
(GNPA) ratio for NBFCs improved to 3.4% at the
end of September 2024, indicating enhanced
asset quality.
Profit Margins: Despite a 25–50 basis points
increase in borrowing costs in the last quarter
of FY 2023–24, NBFCs have maintained
profitability through diversified portfolios and
efficient risk management strategies.
Regulatory Developments
Scale-Based Regulation (SBR): The RBI's
implementation of SBR has categorized NBFCs
into four layers—Base, Middle, Upper, and Top—
based on size, activity, and risk perception,
promoting a more structured regulatory
framework.
Credit Line Restrictions: In response to
concerns over disguised borrower stress, the
RBI directed large NBFCs to halt the renewal of
certain credit lines, emphasizing the need for
prudent lending practices.
Technological Advancements
Digital Lending: NBFCs have increasingly
adopted digital platforms to streamline loan
processing, enhance customer experience, and
expand their reach, particularly in underserved
regions.
Digital Lending: NBFCs have increasingly
adopted digital platforms to streamline loan
processing, enhance customer experience, and
expand their reach, particularly in underserved
regions.
Outlook
During FY 2024–25, the NBFC sector witnessed
calibrated credit growth of 13–15%, driven by
tighter regulatory frameworks and a renewed
focus on portfolio quality. In response to the RBI’s
enhanced Digital Lending Directions, 2025, and
evolving compliance standards, we proactively
adapted our digital lending architecture to ensure
full regulatory alignment, prioritizing responsible
lending, customer transparency, and data
integrity.
Amidst rising funding costs and increased risk
weights, we undertook strategic realignments—
diversifying into secured lending, strengthening
co-lending partnerships, and optimizing our asset-
liability profile. Our investments in digitization
and risk analytics positioned us well to respond to
the changing credit landscape, while continuing to
serve MSMEs and financially underserved segments
with speed, precision, and integrity.
As India progresses toward its $7 trillion GDP
vision by 2030, our company remains committed
to enabling inclusive credit access and building a
resilient, technology-forward lending platform
that delivers long-term stakeholder value.
Fintech and digital lending segment in India
India's Fintech and Digital Lending
Landscape – FY 2024–25
India's fintech sector continues its rapid
expansion, with the market projected to reach
$150 billion by 2025, driven by increasing
smartphone penetration, the rise of UPI, and the
adoption of AI-driven financial services. The
digital lending platform market is expected to
grow at a CAGR of 30.2% from 2025 to 2030,
reaching a projected revenue of $2.38 billion by
2030.
In the first quarter of FY25, digital lenders
disbursed over 2.6 crore loans, reflecting a 15%
year-on-year increase. This surge is supported by
the widespread adoption of smartphones, with
85.5% of Indian households possessing at least
one, and the dominance of UPI among youth, with
99.5% usage.
India's leadership in digital payments is evident,
accounting for nearly 49% of global real-time
payment transactions. This robust digital
infrastructure, coupled with regulatory support,
positions India as a global fintech powerhouse.
Looking ahead, the convergence of technology and
43 | Annual Report 2024-25
----------------Page (45) Break----------------
finance is set to deepen, with AI and machine
learning playing pivotal roles in credit assessment
and risk management. The government's
initiatives, such as the Open Credit Enablement
Network (OCEN) and the Account Aggregator
framework, are expected to further streamline
digital lending processes.
The country is experiencing rapid economic
growth, with household consumption forecasted to
reach Rs.224 lakh crore (US$ 3 trillion) by FY26.
This growth spans across all income levels,
creating significant opportunities in the financial
services sector, particularly in the realm of credit.
Despite the increasing demand for credit, there
remains a notable disparity between supply and
demand. Scheduled commercial banks have
traditionally been at the forefront of meeting
credit needs, but there is now a surge in the
emergence of technology-driven players in the
market, driving the shift towards digital lending.
While digital lending in India is still in its early
stages compared to traditional lending, it is
rapidly expanding. It is projected that total digital
lending disbursements will exceed Rs.47.4lakh
crore by 2026 up from Rs.21.6 lakh crore in FY 22,
representing a CAGR of 22%. At 87%, India has the
highest Fintech adoption rate among the public
compared to the global average of 64%. With this,
India has gained the 3rd place in digital payments
only after the US and China. These opportunities,
along with the favorable ecosystem, create a large
growth potential for Fintechs in India.
Factors such as socio-economic conditions,
demographics, technological progress,
infrastructure development, and increasing credit
demand are distinct to India and are fueling the
expansion of digital lending in the nation. The
growth of digital lending players (LendTechs) is
extending across borders, encompassing a
substantial segment of the overall Indian FinTech
market. It is anticipated that their market share
will continue to increase Infrastructure
development initiatives, such as eKYC, Open
Network for Digital Commerce, Open Credit
Enablement Network, etc., and policy-led
initiatives such as First Loss Default Guarantee
(FLDG) program approval are being targeted
towards the promotion of digital lending and are
helping solve persistent challenges of Indian
lending market. There is also a concerted attempt
on the part of the government and regulators to
push financial institutions to scale up green/
sustainable digital lending and financial inclusion
via collaboration among FinTechs, banks, and
NBFCs.
The growth of digital lending has been driven
by various factors which includes:
The global financial services industry has
undergone significant transformation through the
adoption of emerging technologies and innovative
solutions, and India’s financial services industry is
no exception. Furthermore, with India’s FinTech
adoption rate at 87%, significantly surpassing the
global average of 64%, the pace of change has
accelerated even more.
LendingTechs, which provide digital lending
solutions, constitute a significant portion of the
overall Indian FinTech market, accounting for 46%
of the total market in FY22 and expected to rise
to 60% by FY30.
OPPORTUNITIES AND THREATS
Opportunities
Socio-economic factors
Increase in employment: Worker Population Ratio
(WPR) as per Period Labor Survey conducted
between June 2022-June 2023, increased to 59.4%
in 2023 against48.1% in 2017-18 . WPR for male in
India increased from 71.2% in 2017-18 to 76.0% in
2022-23 and corresponding increase in WPR for
female was from 22.0% to 35.9%.
Improving banking access: 50 crore plus people
under the formal banking system with cumulative
deposits surpassingRs.2 lakh crore.
Higher per capital income: India’s per capita
income of the population for 2024 is 2.85%.
Increasing smartphone and internet access
India’s internet penetration stood at 52.4% at the
start of 2024, with an estimated 1.12 billion
cellular mobile connections, translating to a
mobile phone penetration of around 78% and
average internet consumption stood at 24.1 GB to
28 GB per user per month.
Demographic trends
Increase in tech savvy millennial and Gen-Z
customers: India has 116 million Generation Z
Annual Report 2024-25 | 44
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (46) Break----------------
consumers, with two out of every five urban Indian
consumers aged between 15 and 55 falling into the
Gen Z category.
Enabling public infrastructure
Account Aggregator (AA) Framework, Open Credit
Enablement Network (OCEN), TReDS, Open
Network for Digital Commerce (ONDC).
Digital trail of data and technological
advancements
Interconnected systems and platforms.
Widespread use of Aadhar, PAN, GSTIN for audit
trail.
Cloud, Big data and analytics, AI, open APIs,
automation, etc.
Rise in credit demand
Untapped MSME market: Credit gap of Rs.25
lakh crore.
Rising demand for small ticket loans: 85% of
personal loans originations in FY22 were with a
value of less than Rs.1 lakh.
Rising gig economy: India had 7.7 million
workers in gig economy and is expected to
expand to 23.5 million in 2030.
Threats
India’s fintech lending sector has strong growth
potential but faces key challenges. Success
depends on robust risk management, innovation,
regulatory compliance, and customer trust.
Proactively addressing these ensures sustained
growth and industry impact.
BUSINESS AND FINANCIAL OVERVIEW
Kreon Finnancial Services Limited, a distinguished
non-banking financial institution domiciled in
India, has cultivated a robust legacy spanning over
three decades within the financial services
domain. Since its strategic pivot in FY 2018–19,
the Company has transitioned into a dynamic
fintech enterprise, harnessing the power of
cutting-edge digital infrastructure to redefine
credit access. Its operations are structured across
two principal verticals: Commercial Lending and
Digital Lending.
As a forward-looking digital lender, Kreon
Finnancial Services Limited has pioneered an in-
house technology platform—its proprietary mobile
application "StuCred" —to extend agile, short-
duration credit solutions to the underserved
transitioned into a dynamic fintech enterprise,
harnessing the power of cutting-edge digital
infrastructure to redefine credit access. Its
operations are structured across two principal
verticals: Commercial Lending and Digital
Lending.
As a forward-looking digital lender, Kreon
Finnancial Services Limited has pioneered an in-
house technology platform—its proprietary mobile
application "StuCred" —to extend agile, short-
duration credit solutions to the underserved
student demographic across India. The platform is
engineered to offer rapid, frictionless financial
access, thereby empowering youth in managing
educational and lifestyle expenses while
circumventing the conventional rigidity of
institutional lending channels.
The Company's financial statements have been
meticulously prepared in accordance with the
Indian Accounting Standards (Ind AS), as notified
under Section 133 of the Companies Act, 2013 and
read with the Companies (Indian Accounting
Standards) Rules, 2015 and 2016. The financial
disclosures are compiled on a historical cost basis,
with modifications for fair valuation were
prescribed under applicable standards. In addition
to conforming to statutory provisions under the
Act, the financial statements also reflect
adherence to regulatory pronouncements issued
by the Reserve Bank of India (RBI) governing Non-
Banking Financial Companies. This integrated
compliance framework ensures transparency,
comparability, and governance in line with global
financial reporting conventions and India’s
evolving prudential norms.
With a future-ready outlook, Kreon Finnancial
Services Limited remains committed to leveraging
financial technology to deepen credit inclusion,
optimize user-centric lending journeys, and
reinforce its position at the intersection of
financial innovation and regulatory integrity.
45 | Annual Report 2024-25
----------------Page (47) Break----------------
Its brief financial performance for 2024-25 is given below:
Details of significant changes(i.e. change of 25% or more as compared to the immediately previous
financial year) in Key Financial Ratios, along with detailed explanations thereof including:
*Reasons are provided for variance more than 25%
ParticularsYear ended on 31st March2025Year ended on 31st March2024
Total Income2664.571637.28
PBDIT(44.48)262.73
Interest and Financial Charges283.4795.96
Depreciation79.3670.5
Profit before tax(407.31)96.27
Tax expenses6.8233.95
Net Profit(407.31)62.32
Particulars2024-252023-24% ChangeReason (if more than 25%change)
Current Ratio1.811.697%NA
Debt-Equity Ratio102.2985.0520%NA
Debt Service Coverage Ratio-13.438.71-254%
Significant variance is due to
change in bad debts policy
during the year which has
resulted in higher write-off of
loans.
Return on equity ratio-13.382.45-646%NA
Net profit ratio-15.543.85-504%NA
Return on capital employed ratio-2.162.96-173%NA
Return on Investment - Equity
Instruments----
Annual Report 2024-25 | 46
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (48) Break----------------
INTERNAL CONTROL SYSTEMS AND THEIR
ADEQUACY
Our Company employs a comprehensive internal
control system supplemented by concurrent and
internal audits, special audits, and regular
management reviews. These internal processes
ensure the existence of appropriate checks and
balances and regulatory compliance at all levels.
The internal audit team conducts risk-based audits
of these processes to ensure that internal controls
for fraud prevention, detection, reporting, and
remediation are sufficient and effective.
Our Company places significant emphasis on the
inspection of process controls, risk monitoring,
and fraud prevention methods. Therefore, we
have made substantial investments to ensure that
our internal audit and control systems are
appropriate and sufficient to meet our regulatory
requirements and operational scale.
In order to benefit from expert oversight, diverse
verification approaches, and optimize the return
on investment from the audit process, we have
engaged top-tier firms to handle the internal audit
of our major businesses. M/s Darpan & Associates,
Chartered Accountants the statutory auditors of
the Company have audited the financial
statements included in this annual report and have
issued an attestation report on our internal
control over financial reporting (as
defined in Section 143 of Companies Act 2013). In
line with company’s business & presence, the
Company has engaged M/s. R. Baskaran & Co.,
Chartered Accountants to manage and execute
internal audits and towards the review of internal
controls and risks in the company’s operations.
Your Board is of the opinion that the Internal
Financial Controls, affecting the Financial
Statements of your Company are adequate and are
operating effectively.
RISK AND CONCERN
A company in its normal course of working takes
on many risks. For a Non-Banking Finance
Company the risks that are most important are
operational risk, credit risk, regulatory risk,
liquidity risk, competition risk and employee risk.
The identification, monitoring and mitigation of
these risks are integral to the success of the
company.
Risk Management broadly covers the above risk.
The risk management framework is based on a
meticulous assessment of risks through proper
analysis and understanding of the underlying risks
before undertaking any transactions and changing
or implementing processes and systems. This risk
management mechanism is supported by regular
review, control, self-assessments and monitoring
of key risk indicators.
Industry risk
The Company is exposed to various external risks which have a bearing on its sustainability and
profitability. The volatile macroeconomic scenario and sector-specific imbalances result in loan
asset impairment.
Mitigation: Our dedicated team evaluates the trends in the economy and various other sectors.
The Company possess an experience of more than 3 decades in the NBFC sector coupled with its
customer reach enables it to sustain growth even in difficult financial conditions.
Operational Risk
Operational risks can result from a variety of factors, including failure to obtain proper internal
authorizations, improperly documented transactions, failure of operational and information
security procedures, computer systems, software or equipment, fraud, inadequate training and
employee errors.
Mitigation: We have adopted all contemporary and proficient operational methods and systems.
Faster loan disbursement through quick credit appraisal has defined the Company’s operational
benchmarks. Additionally, regular internal audit provides a check on deviation arising from any
contingent operational inefficiency.
47 | Annual Report 2024-25
----------------Page (49) Break----------------
Credit Risk
The risk associated with the failure of the borrower to meet financial obligations to the lender in
accordance with the agreed terms is known as Credit Risk. If any of our borrowers fail to
discharge their obligations to us, it would result in financial loss.
Mitigation: Comprehensive review exercise is conducted for credit approvals, ensuring proper
documentation, carrying out extensive credit appraisal, conducting periodic reviews etc., is done
as a part of credit risk mitigation. Various norms for customer identification and evaluation
procedure for prospective credit proposals have been stipulated as a part of risk mitigation.
Regulatory Risk
The risk arises out of a change in laws and regulation governing our businesses. It could also arise
on account of inadequate addressable of regulatory requirements or differences in interpretation
of regulations vis-à-vis the regulators.
Mitigation: All the periodic guidelines issued by the RBI are fully adhered to and complied with by
the Company. We also follow stringent review systems to ensure compliance with the statutory
guidelines and norms of the NBFC and Fintech lending industry. We have a team of experienced
professionals reporting to Group Head – Compliance, Legal & Company Secretary which takes care
of compliance with applicable laws, rules, regulations and guidelines affecting our businesses.
Liquidity Risk
Liquidity risk is the risk of not honoring liabilities to different financial and non-financial
institutions. This risk can result in shortfall and cash flow and can permanently damage the
credibility of a Company.
Mitigation: Board of Directors meets regularly to review the liquidity position, based on future
cash flows. As and when required the Company get its funding requirements from diverse sources,
including Banks, Institutions, etc.
Competition Risk
Competition from new entrants or unorganized sector or diversification by existing financial
Institutions may hamper the future growth of the Company.
Mitigation: Fair and transparent practices help the Company gain competitive advantage over
other entities. Our human resource policies and a healthy positive work environment help us
attract and retain best talent on a continuous basis
Employee Risk
The Company’s success depends largely upon the quality and competence of its management
team and key personnel.
Mitigation: Attracting and retaining talented professionals is therefore a key element of the
Company’s strategy and a significant source of competitive advantage. While the Company has a
salary and incentive structure designed to encourage employee retention. Any failure to attract
and retain talented professionals, or the resignation or loss of key management personnel, may
have an impact on the Company’s business, its future financial performance and the results of its
operations.
Regulatory Risk
The risk arises out of a change in laws and regulation governing our businesses. It could also arise
on account of inadequate addressable of regulatory requirements or differences in interpretation
of regulations vis-à-vis the regulators.
Mitigation: All the periodic guidelines issued by the RBI are fully adhered to and complied with by
the Company. We also follow stringent review systems to ensure compliance with the statutory
guidelines and norms of the NBFC and Fintech lending industry. We have a team of experienced
professionals reporting to Group Head – Compliance, Legal & Company Secretary which takes care
of compliance with applicable laws, rules, regulations and guidelines affecting our businesses.
Annual Report 2024-25 | 48
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (50) Break----------------
MATERIAL DEVELOPMENTS IN HUMAN
RESOURCES
The Company firmly believes that its people are at
the heart of everything it does. Employees are not
merely part of the organizational fabric—they are
the catalysts for innovation, resilience, and
sustained progress. The Company is committed to
fostering a workplace culture that values integrity,
collaboration, and continuous learning. By
nurturing individual growth and aligning personal
aspirations with organizational goals, the Company
builds a workforce that is agile, empowered, and
future-ready. Regular capability-building
programs, leadership development initiatives, and
cross-functional learning opportunities equip
employees with the tools they need to thrive. This
approach not only enhances individual
performance but also contributes meaningfully to
the Company’s long-term strategic objectives.
As on 31st March, 2025, there are 112 employees
in the company (108 on the rolls of the company).
Our headcount has grown by a whopping 111.3%
over the past financial year.
The Company maintains a balanced and inclusive
workforce, with a gender distribution of 47.22%
women and 52.78% men.
And out 11 functions, 7 are headed by Women.
A vibrant 51% of our team—55 out of 108
employees—are between the ages of 22 and 25,
bringing fresh ideas, enthusiasm, and early-career
momentum to the workplace.
CAUTIONARY STATEMENT
The statements made in this section describe the
Company’s objectives, projections, expectation
and estimations which may be ‘forward looking
statements’ within the meaning of applicable
securities laws and regulations. Forward–looking
statements are based on certain assumptions and
expectations of future events. The Company
cannot guarantee that these assumptions and
expectations are accurate or will be realized by
the Company. Actual result could differ materially
from those expressed in the statement or implied
due to the influence of external factors which are
beyond the control of the Company. The Company
assumes no responsibility to publicly amend,
modify or revise any forward-looking statements
on the basis of any subsequent developments.
49 | Annual Report 2024-25
----------------Page (51) Break----------------
ANNEXURE B
I have reviewed financial statements and the cash flow statement for the year ended March 31, 2025
and to the best of my knowledge and belief:
These statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading.
These statements together present a true and fair view of the Company’s affairs and are in
compliance with existing accounting standards, applicable laws and Regulations.
There are, to the best of my knowledge and belief, no transactions entered into by the Company during
the year ended March 31, 2025 which are fraudulent, illegal or violative of the Company’s Code of
Conduct.
I accept the responsibility for establishing and maintaining internal controls system and that we have
evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting
and we have indicated to the Auditors and the Audit Committee, deficiencies in the design or operation
of internal control system, if any, of which we are aware and the steps we have taken to rectify those
deficiencies.
DECLARATION:
I further certify that I have indicated to the Audit Committee that:
1.That there was no significant changes in internal control over financial reporting during the year;
2.That there was no significant changes in accounting policies during the year except for the changes
that have been disclosed in the notes to the financial statements; and
3.There were no instances of significant fraud of which I have become aware of and the involvement
of the management or an employee having a significant role in the Company’s internal control
system over financial reporting.
I, Shoba Nahar, Chief Financial Officer of the Company do hereby certify that:
a)
b)
c)
To,
The Board of Directors
Kreon Finnancial Services Limited
For Kreon Finnancial Services Limited
Sd/-
Shoba Nahar
Chief Financial Officer
Place: Chennai
Date: 16.05.2025
(Under Regulation 17(8) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015)
CERTIFICATION FROM CFO
Annual Report 2024-25 | 50
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (52) Break----------------
ANNEXURE C
Disclosure pursuant to Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 for FY 2024-25
DISCLOSURES UNDER RULE 5
Disclosure RequirementDisclosure Details
The ratio of the remuneration of each Director to the median
remuneration of the employees of the Company
Mr. Jaijash Tatia – Chairman & Managing Director
Mrs. Henna Jain – Joint Managing Director
47.39:1
27.64:1
The percentage increase in remuneration of each Director,
CFO CEO, CS or Manager
Directors
CFO
CS
Nil
300%
17.06%
The percentage increase in the median remuneration of
employees160%
The number of permanent employees on the rolls of Company108
Average percentile increases already made in the salaries of
employees other than the Managerial Personnel in the last
financial year and its comparison with the percentile increase
in the Managerial Remuneration and justification thereof and
point out if there are any exceptional circumstances for
increase in the Managerial Remuneration
15%
The key parameters for any variable component of
remuneration availed by the DirectorsNo variable components paid to any directors
Affirmation that the remuneration is as per the remuneration
policy of the CompanyYes
51 | Annual Report 2024-25
----------------Page (53) Break----------------
NOTES:
a. Remuneration includes salary, allowances and commission where applicable.
b. Employment of the above person is whole-time and contractual in nature, terminable with two months’ notice
on either side.
c. None of the employees of the Company (in terms of remuneration drawn) were in receipt of remuneration
more than Rs.1.02 crores per annum or Rs.8.50 lakhs per month as per Rule 5(2)(i) and (ii) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
d. There are no employees in the service of the Company within the category covered by Rule 5(2)(iii) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
e. None of the above employees is a relative of any Director of the Company.
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Place: Chennai
Date: 16.05.2025
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
Disclosure under Rule 5(2) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 for FY 2024-25
Statement under Section 134 of the Act read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 - Particulars of top 10 employees in terms of remuneration drawn.
S.
No.NameDesignation
Nature of
employeme
nt whether
contractual
or
otherwise
Date of
commenceme
nt of
employment
Qualification
of the
Employee
Age
Last
employment
held by the
Employee
before
joining the
Company
Experience
(in years)
% of equity
shares held
by the
Employee
in the
Company
Remuneration
received
(Gross) Per
year
1Jaijash TatiaDirectorFull TimeApr 1, 2018
BA (Business
Management
with Financial
Economics)
32NA719.656,000,000
2Henna Jain
Joint
Managing
Director &
COO
Full TimeSep 1, 2024
MBA,
MA(International
Relations and
Economics)
29NA0.514.843,000,000
3Shoba Nahar
Chief
Financial
Officer
Full TimeOct 31, 2016BA(CorporateSecretaryship)47NA8.502625000
4Supriya G
Chief
Accounting
Officer
Full TimeApr 1, 2023CharteredAccountant27NA201488437
5RashmiBalakrishnan
Senior
Marketing
Strategist
Full TimeDec 5, 2022B.E ComputerScience41Monexo P2P1801455278
6Sakthivel PFull stackleadFull TimeFeb 12, 2020BE (Mech)39GSH16.501399680
7PrathapaReddy
Technical
Product
Manager
Full TimeSep 1, 2021BTECH (EEE)31ACS Tech13.501346250
8Kashif IqbalMERN StackDeveloperFull TimeApr 15, 2024B.Tech30
Techtrail
Technologies
Pvt Limited
70913059
9Vidyalakshmi
Company
Secretary &
Compliance
Officer
Full TimeMar 10, 2021NA39
Bergen Pipes
Supports India
Pvt. Ltd.
13.50788471
10Abdul MajeedMGHead ofCollectionsFull TimeOct 14, 2024B.A. (English32Mobiwiki130589137
Annual Report 2024-25 | 52
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (54) Break----------------
FORM NO. AOC - 2
(Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the
Companies (Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements/transactions entered into by the Company with
related parties referred to in Section 188(1) of the Companies Act, 2013, including certain arm’s length
transaction under third proviso thereto.
1. Details of contracts or arrangements or transactions not at arm’s length basis
There were no contracts or arrangements or transactions entered into during the year ended March 31,
2025, which were not in the ordinary course of business and at arm’s length basis.
2. Details of all contracts or arrangement or transactions in the ordinary course of business and at arm’s
length basis:
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Place: Chennai
Date: 16.05.2025
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
ANNEXURE D
SI. No.
Name of the
Related Party
Nature of
relationship
Salient terms of
the contract /
arrangements /
transaction
including the
lif
Nature of the
transaction
Duration of
transaction
Date of
approval by
the Board
Transactions
during the
year (2024-
25)(Amount in
Lakhs)
Amount as
advances,
if any: Rs.in
Lakhs
1
M/s. Ashram
Online.Com
Limited
Enterprises
over which
KMPs and
their relatives
can exercise
significant
influence
Refer financialsInterestpaid/payableOne Year29.05.202414.1-
2
M/s. Tatia
Global
Vennture
Limited
Enterprises
over which
KMPs and
their relatives
can exercise
significant
Refer financials
Interest
paid/payableOne Year29.05.202458.21-
Loans TakenOne Year29.05.2024400-
Notes:
1) Appropriate approval has been taken from Audit Committee as well as the Board.
2) The Audit Committee/Board approved all the tentative related party transaction before commencement of FY 2024-
25 and in every quarterly review of the audited committee as well as the Board.
3) Approvals under first proviso to section 188(1) from the shareholders are not required for the above related party
transactions as the ceilings have not been breached.
53 | Annual Report 2024-25
----------------Page (55) Break----------------
Corporate Governance
Report
Corporate governance refers to fostering integrity,
openness, responsibility, adherence to core
principles, and ethical behaviour in business
operations, while ensuring the interests of all
stakeholders are duly considered.
In line with the Companies Act, 2013 (the “Act”)
and Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, including subsequent
amendments (collectively referred to as the “SEBI
Listing Regulations”) and the applicable regulatory
guidelines issued by the Reserve Bank of India for
Non-Banking Financial Companies (the “NBFC
Regulations”), the following report presents the
governance framework and practices followed by
Kreon Finnancial Services Limited (“the Company”
or “KFSL”) during FY 2024–25.
It is evident that KFSL’s governance structure and
its disclosures not only meet but significantly
surpass the minimum requirements mandated
under these legal and regulatory frameworks. KFSL
governance framework enjoys the highest
standards of ethical and responsible conduct of
business to create value for all stakeholders.
It continues to focus on good corporate
governance in line with emerging local and global
standards. It understands and respects its fiduciary
role in the corporate world.
1.CORPORATE GOVERNANCE PHILOSOPHY
At KFSL, corporate governance is not merely a
regulatory requirement, it is a core expression of
the Company’s unwavering commitment to
transparency, ethical leadership, and responsible
stewardship toward all including investors,
employees, stakeholders, customers, and the
broader community.
The Company’s governance philosophy is anchored
in intellectual integrity and goes beyond statutory
compliance to promote leadership and long-term
organizational resilience. This commitment is
reflected through a robust Code of Conduct for
Directors and Senior Management, well-structured
Board-level governance framework, and strong
internal audit and control mechanisms. Together,
they ensure the highest standards of transparency,
accountability, and ethical conduct in all operations
and disclosures.
By embedding these values into its corporate
fabric, the KFSL empowers its leaders to make
informed decisions, ensures prudent financial
management, and creates sustained value for
shareholders - all while nurturing a culture of
professionalism, trust, and openness.
2. BOARD OF DIRECTORS
The Board holds the overall accountability for
overseeing the Company’s operations, strategic
direction, and performance outcomes. Serving a
REPORT ON CORPORATE GOVERNANCE
ANNEXURE E
Annual Report 2024-25 | 54
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (56) Break----------------
fiduciary function, it offers leadership and steers
the Company with a forward-looking vision, while
maintaining an independent and balanced
perspective. In carrying out its duties, the Board
ensures that the Management upholds high
standards of ethical conduct, maintains
transparency, and complies with all disclosure
norms.
a) Composition of Board of Directors
The Board remains broad-based and consists of
eminent individuals from industrial, managerial,
compliance, financial, banking and marketing
backgrounds with considerable expertise and
experience to guide the Management in the
operations of the Company. The Board
composition is in conformity with Regulation 17 of
the SEBI Listing Regulations and Section 149 of the
Act.
As on the date of this report, the Board comprises
of a judicious combination of two Executive
Director and three Non-Executive Independent
Directors out of which two are Independent
Woman Director. The Chairman of the Board is a
Promoter-Executive Director. To be in line with
the Company’s philosophy on Corporate
Governance, all statutory subjects are placed
before the Board to discharge its responsibilities
as trustees of the shareholders.
NOTES:
Mr. Jaijash Tatia and Mrs. Henna Jain are
related to each other.
Details of the Director retiring or being re-
appointed at the ensuing AGM are furnished in
the Notice convening the AGM of the
shareholders along with their brief profile.
None of the Non-Executive Directors have any
material pecuniary relationship or transactions
with the Company.
The independence of a Director is determined
by the criteria stipulated under Regulation
16(1)(b) of SEBI listing regulations and Section
149(6) of the Act.
None of the Directors on the Board holds
directorship in more than 20 companies or more
than 10 public companies whether listed or not.
Necessary disclosures regarding directorship
positions in other companies as on March 31,
2025, have been provided by the Directors.
*Excluding Directorship in Kreon Finnancial Services Limited. Directorship held in Private Limited Companies,
Foreign Companies and Companies formed under Section 8 of the Companies Act, 2013 alternate Directorship
are also excluded.
** Committee includes Audit Committee, Nomination & Remuneration Committee and Stakeholder’s
Relationship Committee across all Public Companies.
*** appointed w.e.f August 06, 2024
**** re-appointed w.e.f April 01, 2025 for second tenure of five consecutive years.
Name of the
Director / DINCategory
Date of
appointment /
re-appointment
Directorship
held in Other
Public
Companies*
Memberships /
Chairpersonship
held in Board
Committees**
Directorship in
other Listed
Companies and
the category of
Directorship
No. of shares
held in the
Company
Jaijash Tatia
(08085029)
Chairman/
Managing Director /
Promoter
01.09.2024---3,974,300
Henna Jain
(08383395)
Joint Managing
Director / Promoter01.09.2024---3,000,000
Anand
Manoharlal
***
(10718528)
Non-Executive /
Independent
Director
06.08.2024----
Rajashree
Santhanam
****
(07162071)
Non-Executive/
Independent
Director
01.04.202525--
Muthusamy
Menaka
****
(10550690)
Non-Executive /
Independent
Director
01.04.2025----
55 | Annual Report 2024-25
----------------Page (57) Break----------------
None of the Directors of the Company holds
the position of Independent Director in more
than seven listed companies.
None of the Directors on the Board is a
member of more than 10 Committees or
Chairman of more than 5 Committees pursuant
to Regulation 26 of the SEBI Listing Regulations
across all the public companies, whether
listed or not, in which he is a director.
Necessary disclosures regarding positions in
Committees in other companies as on March
31, 2025, have been made by the Directors.
b) Board Meetings
Regular Board Meetings are held at least once in a
quarter, inter-alia, to review and approve the
quarterly results of the Company. Additional Board
Meetings are convened, as and when required, to
discuss and decide on various business policies,
strategies and other businesses. The Board
Meetings are held at the registered office of the
Company.
During the year under review, five (5) Board
Meetings were held on the following dates: May
29, 2024, August 06, 2024, November 06, 2024,
January 28, 2025, and March 27, 2025. The
meetings were convened and conducted as per the
provisions of the Act, SEBI Listing Regulations,
Secretarial Standards on Meetings of the Board of
Directors (the “SS-1”) and necessary quorum was
present for all the above-mentioned meetings.
The gap between either of the two meetings did
not exceed 120 days as per the requirements of
Regulation 17(2) of the SEBI Listing Regulations
and provisions of the Act.
c) Separate Meeting of Independent Directors
Pursuant to Regulation 25(3) of the SEBI Listing
Regulations, a separate meeting of the
Independent Directors was held on March 07,
2025, where only the Independent Directors of the
Company were present.
d) Relationship among Directors on the Board
Mr. Jaijash Tatia, Chairman and Managing
Director, is the brother of Mrs. Henna Jain, Joint
Managing Director. None of the other Directors
are related to each other.
e) Compliance by Independent Directors
In opinion of the Board, the Independent Directors
fulfil the conditions specified in the SEBI Listing
Regulations and the Act and are independent of
the Management.
f) Compliance with Code of Conduct for Board
of Directors and Senior Management Personnel
Mr. Jaijash Tatia, Chairman and Managing Director,
declared that the Board and Senior Management
Personnel have affirmed compliance with the
Code of Conduct for the Board of Directors and
Senior Management Personnel during FY 2024-25.
g) Familiarization programmes imparted to
Independent Directors
The details of familiarization programmes
imparted to the Independent Directors during FY
2024-25 are available on the website of the
Company at www.kreon.in
h) Resignation of an Independent Director
During the year under review, no Independent
Director has resigned from the Company.
The details of attendance of each Director at the Board Meeting and the Annual General Meeting are given
below:
**Mr. Anand Manoharlal was appointed as an Independent Director w.e.f 06.08.2024
Name of the DirectorNo. of Board Meetings heldNo. of Board MeetingsattendedAttendance at previous AGM
Jaijash Tatia55Yes
Henna Jain55Yes
Rajashree Santhanam55Yes
Muthusamy Menaka55Yes
Anand Manoharlal**44N.A.
Annual Report 2024-25 | 56
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (58) Break----------------
i) Senior Management
The Senior Management comprises Mrs. Shoba
Nahar, Chief Financial Officer and Ms. Niharika
Goyal, Company Secretary and Compliance
Officer.
There has been no change in the Senior
Management of the Company during FY 2024-25.
However, Mrs. Vidyalakshmi Rajagopalan resigned
w.e.f April 15, 2025, as Company Secretary and
3. BOARD COMMITTEES
The Board has constituted various committees to
deal with specific areas and activities which
concern the Company and needs a closer check.
The Board Committees are formed with the
approval of the Board and function under their
respective Charters which defines the scope,
powers and composition of the Committee. These
Committees play an important role in the overall
management of the day-to-day affairs and
governance of the Company. The Board
Committees meet at regular intervals and take
necessary steps to perform their duties entrusted
by the Board. The composition of various
Committees of the Board is available on the
website of the Company at www.kreon.in.
Compliance Officer and Ms. Niharika Goyal was
appointed in her place w.e.f April 16, 2025.
j) Core skills/expertise/competence available
with the Board
The Board is comprised of qualified members who
possess the required skills, expertise and
competencies that allow them to make effective
contributions to the Board and its Committees.
The following skills/expertise/competencies have been identified for effective functioning of the
Board and a matrix showing skills available with the Board is mentioned below:
Name of DirectorsSkills / ExpertiseSpecialization
Jaijash Tatia
• Integrity
• Ability to function as Team
• Leadership Quality
• Commitment
• Vision and Innovation
Jaijash Tatia is a business graduate from Regents University, London, specializing
in Financial Economics and Business Management consisting of various courses
including Asset Management and Risk Management. He has undergone various
additional modules such as Managerial and Financial Accounting and Statistics at
City University, London, United Kingdom. The Company benefited from his
knowledge and expertise.
Henna Jain
• Integrity
• Leadership Skills
• Ability to function as Team
• Commitment
• Vision and Innovation
Henna Jain, a flourishing young entrepreneur, has been one of the core team
members at the helm of StuCred since August 2017 and has been positively
contributing to the areas of marketing and business operations. She has
completed Master of Business Administration (MBA) from Columbia Business
School, USA, and Master of Arts (Hons) in International Relations and Economics
from the University of St. Andrews, Scotland. To constantly expand her knowledge
and expertise, she has completed 3 advanced level online courses in Marketing,
specializing in Social Media Marketing from Northwestern University, USA.
Rajashree Santhanam
• Leadership Skills
• Finance
• Corporate Law
• Insolvency
She is a Practicing Company Secretary. She is a Graduate in Law, a Postgraduate
in Commerce, Fellow Member of the Institute of Company Secretaries of India, an
Insolvency Professional and a Registered Valuer, registered with Insolvency and
Bankruptcy Board of India. She has vast experience of over 35 years in the areas
of Insurance, Finance, Legal, Insolvency and Valuation.
Muthusamy Menaka
• Leadership Skills
• Finance
• Corporate Laws
• Taxation
She is a Finance professional, a postgraduate in Commerce and Masters in
Business Administration with more than 15 years of vast experience in the areas
of accountancy, finance, audits, corporate laws and taxation.
Anand Manoharlal
• Leadership Skills
• Finance
• International Business
• Financial crime
He is an experienced professional with over 20 years of financial experience,
operational and leadership skills gained through management roles in several
international businesses including financial crime, accounting and auditing
principles and methodologies. His professional achievements include developing
and executing a comprehensive risk-based internal audit plan across diverse
sectors including banking, telecom, oil and gas and real estate, successfully
implementing Oracle ERP in contracting divisions, ensuring internal controls and
best practices, etc.
57 | Annual Report 2024-25
----------------Page (59) Break----------------
As on March 31, 2025, we have the following
Committees of the Board as under:
A) Audit Committee.
B) Nomination and Remuneration Committee.
C) Stakeholders Relationship Committee.
4. AUDIT COMMITTEE
As a measure of good Corporate Governance and
to assist the Board in fulfilling its responsibilities,
an Audit Committee has been constituted
consisting majorly of Independent Directors. The
primary objective of the Audit Committee is to
exercise effective control and supervision over
the financial reporting to ensure accurate, timely
and proper disclosure of the financials of the
Company. The power, roles, and functions of the
Audit Committee cover the areas contemplated
under Regulation 18 of the SEBI Listing Regulations
and Section 177 of the Act.
The Committee consists of four Directors out of
which three are Independent Directors. The
b) Meetings of Audit Committee
During FY 2024-25, four (4) meetings of the Audit
Committee were held with the necessary quorum
on May 29, 2024, August 06, 2024, November 06,
2024, and January 28, 2025. The maximum gap
between any two consecutive meetings did not
exceed 120 days as per the Act and SEBI Listing
Regulations.
c) Terms of reference
As per Regulation 18(3) read with Part C of
Schedule II of the SEBI Listing Regulations and
Section 177 of the Act, the Audit Committee has
been entrusted with the following responsibilities
and terms of reference:
oversight of the financial reporting process
and the disclosure of the financial information
to ensure that the financial statements are
correct, sufficient, and credible;
recommendation for appointment,
remuneration, and terms of appointment of
auditors of the Company;
approval for payment to statutory auditors for
any other services rendered by them;
reviewing, with the management, the
following:
a. the quarterly/half-yearly/annual financial
statements and limited review report / auditor’s
Chairperson of the Committee is also an
Independent Director. The Company Secretary acts
as Secretary to the Committee. The Chief
Financial Officer, Statutory Auditors and Internal
Auditors of the Company are regular invitee(s) to
the meetings.
a) Composition of Audit Committee
All the Members of the Audit Committee are
financially literate and possess the requisite
financial/business acumen to specifically
investigate the internal controls and audit
procedures. The Committee undertakes periodic
discussions with the Statutory Auditors, for
financial statements of your Company. Also,
quarterly/half-yearly/annual financial results
along with limited review report or auditor’s
report are reviewed by the Audit Committee
before consideration and approval by the Board of
Directors.
The composition of the Audit Committee and attendance of its Members during FY 2024-25 is as follows:
*Anand Manoharlal joined as Member of Audit Committee after his appointment as an Independent Director
w.e.f 06/08/2024. Only 2 meetings of Audit Committee were held after his appointment.
Name of the MemberDesignation in CommitteeCategory of DirectorMeetings heldMeetings attended
Rajashree SanthanamChairpersonNon-Executive Independent Director44
Muthusamy MenakaMemberNon-Executive Independent Director44
Jaijash TatiaMemberChairman and Managing Director44
Anand Manoharlal*MemberNon-Executive Independent Director22
Annual Report 2024-25 | 58
Corporate Overview
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Statutory Reports Financial Statement Notice
----------------Page (60) Break----------------
report thereon before submission to the Board for
approval;
b. performance of statutory auditors and internal
auditors;
c. adequacy of internal control systems;
d. matters required to be included in the
Director’s Responsibility Statement (which forms
part of Board Report) in terms of Section 134(3)(c)
of the Act;
e. changes, if any, in accounting policies and
practices and reasons for the same;
f. major accounting entries involving estimates
based on the exercise of judgment by the
Management;
g. significant adjustments made in the financial
statements arising out of the audit findings;
h. compliance with listing and other legal
requirements relating to financial statements;
i. disclosure of any related party transactions;
j. modified opinion(s) in the draft audit report,
if any;
k. the statement of uses / application of funds
raised through an issue (public issue, right issue,
preferential issue, etc.), the statement of funds
utilized for purposes other than those stated in
the offer document / prospectus / notice, and the
report submitted by the monitoring agency,
monitoring the utilization of proceeds of a public
or rights issue, and making appropriate
recommendations to the Board to take up steps in
this matter.
reviewing and monitoring the auditor’s
independence and performance, and
effectiveness of the audit process;
approval or any subsequent modification of
transactions of the Company with the related
parties;
scrutiny of inter-corporate loans and
investments;
valuation of the undertakings or assets of the
Company;
evaluation of internal financial controls and
risk management systems;
reviewing the adequacy of the internal audit
function, if any, including the structure of the
internal audit department, staffing, and
seniority of the official head of the
department, reporting structure coverage and
frequency of internal audit;
discussion with internal auditors of any
significant findings and follow up thereon;
reviewing the findings of any internal
investigations by the internal auditors into
matters where there is suspected fraud or
irregularity or a failure of internal control
systems of material nature and reporting the
matter to the Board;
discussion with statutory auditors before the
audit commences, about the nature and scope
of audit as well as post-audit discussion to
ascertain any area of concern;
to look into the reasons for substantial
defaults in the payment to the depositors,
debenture holders, shareholders (in case of
non-payment of declared dividends), and
creditors;
to review the functioning of the vigil
mechanism / whistle blower policy;
approval for appointment of Chief Financial
Officer after assessing the qualifications,
experience, and background of the proposed
candidate;
review of investments made by the unlisted
subsidiary of the Company;
reviewing the utilization of loans and/or
advances from / investment by the Holding
Company in the Subsidiary exceeding 100
Crore or 10% of the asset size of the
subsidiary, whichever is lower including
existing loans / advances / investments;
consider and comment on rationale, cost-
benefits and impact of schemes involving
merger, demerger, amalgamation etc., on the
listed entity and its shareholders;
such other role/functions as may be
specifically referred to the Committee by the
Board and/or other committees of Directors of
the Company and specified in the SEBI Listing
Regulations or Act.
5. NOMINATION AND REMUNERATION COMMITTEE
The Board constituted a Nomination and
Remuneration Committee (the “NRC’) pursuant to
the provisions of Section 178 of the Act and
Regulation 19 read with Part D of Schedule II of
the SEBI Listing Regulations.
a) Composition of the NRC
The present NRC comprises three Non-Executive
Independent Directors viz. Mrs. Rajashree
Santhanam, Mrs. Muthusamy Menaka and Mr.
Anand Manoharlal. Mrs. Rajashree Santhanam,
Non-Executive Independent Director, acts as the
Chairperson of the Committee. Ms. Niharika
Goyal, Company Secretary and Compliance
Officer, acts as the Secretary to the Committee.
59 | Annual Report 2024-25
----------------Page (61) Break----------------
b) Terms of reference
The powers, role, and terms of reference of the
NRC cover the areas as contemplated under
Section 178 of the Act and Regulation 19 of the
SEBI Listing Regulations, as well as other terms as
specified by the Board. It has been entrusted with
the responsibility to review and grant annual
increments, vary and/or modify the terms and
conditions of appointment/re-appointment
including remuneration and perquisites,
commission, etc. payable to Directors within the
overall ceiling of remuneration.
The terms of reference of the NRC includes the
following:
to formulate criteria for determining
qualifications, positive attributes, and
independence of a director;
to recommend to the Board of Directors a
policy relating to, the remuneration of the
Directors, Key Managerial Personnel and other
employees;
·for every appointment of an Independent
Director, the NRC shall evaluate the balance
of skills, knowledge and experience on the
Board and based on such evaluation, prepare a
description of the role and capabilities
required for an Independent Director. The
person recommended to the Board for
appointment as an Independent Director shall
have the capabilities identified in such
description. To identify suitable candidates,
the Committee may:
a) use the services of an external agencies, if
required;
b) consider candidates from a wide range of
backgrounds, having due regard to diversity; and
c) consider the time commitments of the
candidates.
to formulate criteria for evaluation of
performance of Independent Directors and the
Board as whole;
to devise a policy on diversity of Board of
Directors;
to identify persons who are qualified to
become Directors and who may be appointed
in Senior Management in accordance with the
criteria laid down, and recommend their
appointment and removal to the Board;
whether to extend or continue the terms of
appointment of the Independent Director, on
the basis of the performance evaluation report
of Independent Directors;
to ensure that the level and composition of
remuneration is reasonable and sufficient to
attract, retain and motivate Directors of the
quality which are required to run the Company
successfully;
to see that relationship of remuneration to
performance is clear and meets appropriate
performance benchmarks;
to make sure that the remuneration to
Directors, Key Managerial Personnel and Senior
Management involves a balance between fixed
and incentive pay reflecting short and long-
term performance objectives appropriate to
the working of the Company and its goals;
to recommend to the Board all remuneration,
in whatever form, payable to Senior
Management;
such other role/functions as may be
specifically referred by the Board or other
Committees or mentioned in the SEBI Listing
Regulations.
c) Performance evaluation criteria
In terms of the requirement with the Act and the
SEBI Listing Regulations, the NRC has formulated a
criterion for evaluation of the performance of
Board, individual Directors, Chairman and the
Board Committees. The criteria covers the areas
relevant to the functioning of the Board and its
Committees such as its composition, structure,
oversight, effectiveness, performance, skill set,
knowledge, strategy, and risk management. The
individual Directors, particularly the Independent
Directors, were evaluated on parameters such as
integrity, participation, skill, and knowledge,
independent judgment, preparation, conduct, and
effectiveness.
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
interests of the Company and its minority
shareholders, etc.
Annual Report 2024-25 | 60
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Statutory Reports Financial Statement Notice
----------------Page (62) Break----------------
d) Meetings of NRC and attendance of Members during the year under review
During FY 2024-25, the NRC met four times on May 29, 2024, August 05, 2024, January 28, 2025, and
March 27, 2025, respectively.
Name of the MemberDesignation in CommitteeCategory of DirectorMeetings heldMeetings attended
Rajashree SanthanamChairpersonIndependent Director44
Muthusamy MenakaMemberIndependent Director44
Anand Manoharlal*MemberIndependent Director22
Henna Jain**MemberJoint Managing Director22
*Mr. Anand Manoharlal joined as a Member of NRC w.e.f 06.08.2024. Two meetings were held after his
appointment.
**ceased to be a Member w.e.f 06.08.2024 due to her appointment as Joint Managing Director. Two meetings
were held before her cessation.
6. STAKEHOLDERS RELATIONSHIP COMMITTEE
The Stakeholders Relationship Committee (the
“SRC”) oversees and monitors, inter alia,
transfer/transmission of securities, investors’
grievances such as complaints on the transfer of
shares, non-receipt of the balance sheet, non-
receipt of declared dividends,
dematerialization/rematerialization, etc. and
redressal thereof within the purview of the
guidelines set out in the SEBI Listing Regulations.
The Committee also reviews matters of issue of
duplicate share certificates, approval/rejection of
application for rematerialization, subdivision,
consolidation, transposition, and thereupon issue
of share certificates to the shareholders, etc.
The roles and responsibilities of the said
Committee as prescribed under the Act and SEBI
Listing Regulations are mentioned under the terms
of reference of the Committee.
a) Constitution and Composition of the
Committee
The present Stakeholders Relationship Committee
comprises of three Directors viz. Mrs. Muthusamy
Menaka, Mrs. Rajashree Santhanam and Mrs.
Henna Jain. Mrs. Muthusamy Menaka, Non-
Executive Independent Director, acts as the
Chairman of the Committee. Ms. Niharika Goyal,
Company Secretary and Compliance Officer, acts
as the Secretary to the Committee.
b) Terms of Reference
This Committee has been entrusted with the
following role and responsibilities:
resolving the grievances of the security
holders of the Company including complaints
related to transfer/transmission of shares,
non-receipt of the annual report, non-receipt
of declared dividends, issue of new/duplicate
certificates, general meetings, etc;
review of measures taken for the effective
exercise of voting rights by shareholders;
review of adherence to the service standards
adopted by the Company in respect of various
services being rendered by the Registrar and
Share Transfer Agent (RTA);
review of the various measures and initiatives
taken by the Company for reducing the
quantum of unclaimed dividends and ensuring
timely receipt of dividend warrants / annual
reports / statutory notices by the Shareholders
of the Company;
looking into the redressal of shareholders’ and
investors’ complaints and other areas of
investor services;
such other role/functions as may be
specifically referred to the Committee by the
Board of Directors and/or other Committees of
Directors of the Company and/or mentioned in
the SEBI Listing Regulations.
61 | Annual Report 2024-25
----------------Page (63) Break----------------
c) Delegated authority for share transfers and connected work
d) Number of Shareholders’ complaints during FY 2024-25
e) Meeting of SRC and attendance of Members during the year under review
During FY 2024-25, one meeting of the SRC was held on March 14, 2025 and attendance of Members is
given below.
NameDesignationAddressContactEmail ID
Niharika GoyalCompany Secretary andCompliance Officer
No. 26, 22nd Street, Rathinam
Nagar, Thiruvanmiyur, Chennai –
600041
044-42696634investor.relations@kreon.in
Purva Sharegistry
(India) Private
Limited
Registrar and Share
Transfer Agent
Unit No-9, Shiv Shakti Industrial
Estate, J. R. Boricha Marg, Near
Lodha Excelus, Lower Parel
(East), Mumbai – 400 011
022-23018261support@purvashare.com
Number of complaints received during the FY 2024-250
Number of complaints not resolved as on March 31, 20250
Number of pending complaints as on March 31, 20250
Name of the MemberDesignation inCommitteeCategory of DirectorMeetings heldMeetings attended
Muthusamy MenakaChairmanNon-Executive Independent Director11
Rajashree SanthanamMemberNon-Executive Independent Director11
Henna JainMemberJoint Managing Director11
7. REMUNERATION OF DIRECTORS
Particulars
Managing
Director
Joint Managing
Director
Independent Directors
Jaijash TatiaHenna JainRajashree
Santhanam
Muthusamy MenakaAnand Manoharlal
Sitting Fees70,000/-50,000/-70,000/-70,000/-40,000/-
Salaries and Allowances60,00,000/-35,00,000/----
Perquisites-----
Commission/ Bonus-----
Performance Linked Incentive-----
Total60,70,000/-35,50,000/-70,000/-70,000/-40,000/-
Stock Options-----
Services Contracts, notice
period, severance fees
-----
Annual Report 2024-25 | 62
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (64) Break----------------
NOTES:
1.Mrs. Henna Jain did not receive any remuneration as a Non-Executive Director till August 2024. She
has received it from September 01, 2024 as a Joint Managing Director.
2.No performance-linked incentives or any other fees are paid to any of the Directors.
3.The Company has not entered into any Service Contract with the Directors, except agreement with
Mr. Jaijash Tatia, Managing Director, and Mrs. Henna Jain, Joint Managing Director.
4.The notice period for Executive Directors shall be three months. Further, there is no notice period
for Independent Directors of the Company.
5.The Company does not pay any severance fees to any of the Directors.
6.The Independent Directors shall not be entitled to participate in the Stock Option scheme, if any,
introduced by the Company.
a) Details of the last three AGMs
b) Special Resolution passed or proposed to be
passed through postal ballot
From April 01, 2024 till date of this report, the
following Special Resolutions were passed by the
Members of the Company through:
Postal ballot dated September 12, 2024:
Approval of investments in securities under
Section 186 of the Companies Act, 2013.
Appointment of Mr. Anand Manoharlal as an
Independent Director.
Approval to increase the Authorized Share
Capital of the Company by amending the
Memorandum of Association of the Company.
Appointment and payment of remuneration of
Mr. Jaijash Tatia as Chairman and Managing
Director.
Appointment and payment of remuneration of
Mrs. Henna Jain as Joint Managing Director.
Postal ballot dated June 20, 2025:
Re-appointment of Mrs. Rajashree Santhanam
as an Independent Director.
Re-appointment of Mrs. Muthusamy Menaka as
an Independent Director.
As on the date of this report, your Company does
not propose to pass any special resolution for the
time being by way of postal ballot.
c) Procedure for Postal Ballot
The postal ballot is conducted in accordance with
the provisions contained in Section 110 and any
other applicable provisions, if any, of the
Companies Act, 2013 read with Rule 22 of the
Companies (Management and Administration)
Rules, 2014. The shareholders are provided with
the facility to vote through remote e-Voting. The
postal ballot notice is sent to the shareholders as
per the permitted mode wherever applicable. The
Company also publishes a notice in the
newspapers in accordance with the requirements
under the Ac
Shareholders holding equity shares as on the cut-
off date may cast their votes through e-Voting
during the voting period decided for the said
purpose. After completion of scrutiny of votes,
the Scrutinizer submits his report to the Chairman
and the results of voting by postal ballot are
announced within the time prescribed under law.
8. GENERAL BODY MEETINGS
YearLocationDateTimeSpecial Resolutions Passed
2021-22Through VideoConference30.08.202211:00 AMAlteration of object clause of Memorandum of AssociationIncrease in borrowing powers
2022-23Through VideoConference28.07.202311:00 AMApproval of the issuance of Non-Convertible Debentures.
2023-24Through VideoConference28.06.202412:15 PM
Appointment of Mrs. M. Menaka (DIN:10550960) as an
Independent Director
Appointment of Mrs. Rajashree Santhanam (DIN:07162071) as
an Independent Director
Approval of the issuance of Non-Convertible Debentures.
63 | Annual Report 2024-25
----------------Page (65) Break----------------
The results are displayed on the website of the
Company and communicated to the Stock
Exchanges, Depositories and RTA. The resolutions,
if passed by the requisite majority, are deemed to
have been passed on the last date specified for
receipt of duly completed postal ballot forms or
e-Voting. However, during FY 2024-25, the
Company did not send the physical Ballot paper
forms due to relaxation provided by Ministry of
Corporate Affairs. Your Company has followed the
aforesaid procedure stipulated in the Act and has
carried out Postal Ballot for the item mentioned
above.
d) Person who conducted the postal ballot
exercise
M/s. Lakshmmi Subramanian & Associates,
Practicing Company Secretaries, was appointed as
the Scrutinizer for conducting the postal ballot
through remote e-voting process in accordance
with the applicable provision of the Act and SEBI
Listing Regulations, during the year under review.
9. MEANS OF COMMUNICATION
As per Regulation 33 of the SEBI Listing
Regulations, the Board approves the financial
results in the proforma prescribed by the SEBI
within the statutory period and announces
forthwith the results to the stock exchange where
the shares of the Company are listed and
publishes the financial results in the Newspapers
viz. Trinity Mirror (English) and Makkal Kural
(Tamil). The quarterly/annual financial results are
also available on the website of the Company at
www.kreon.in and Stock Exchange website at
www.bseindia.com. Official press/news releases
and presentations on investor calls made by
the Company from time to time and presentations
made to investors and analysts are displayed
on the Company’s website. All material
information about the Company is promptly sent
to the Stock Exchange where shares are listed and
to the media and the investor community.
10. GENERAL SHAREHOLDER INFORMATION
a) Registered Office
Kreon Finnancial Services Limited
No. 26, 22 Street, Rathinam Nagar,
Thiruvanmiyur,
nd
Chennai – 600041, Tamil Nadu, India
Ph – 044-42696636
Email ID – investor.relations@kreon.in
b) Annual General Meeting
The 31 Annual General Meeting of the Company
shall be held on August 29, 2025, Friday at 11:00
AM through Video Conference in accordance with
Ministry of Corporate Affairs (“MCA”) and SEBI
circulars.
st
c) Financial calendar (proposed) for FY 2025-26
d) Trading Window Closure
The trading restriction shall be made applicable
from the end of every quarter till 48 hours after
the declaration of financial results or as may be
deemed fit to the Compliance Officer.
e) Dividend payment and book closure date
Your Company has not declared any dividend so
far.
f) Listing at Stock Exchanges
The equity shares of the Company are listed on
the Bombay Stock Exchange Limited (BSE) located
at address at Phiroze Jeejeebhoy Towers, Dalal
Street, Mumbai - 400 001. The annual listing fees
for FY 2025-26 have been duly paid to the
aforesaid stock exchange. Further, the company
also paid Annual Custodian Fee to the Depository.
f) Stock Code
BSE Stock Code: 530139
ISIN: INE302C01018
h) Registrar and Share Transfer Agent
Purva Sharegistery (India) Private Limited
No. 9, Shiv Shakti Industrial Estate, J.R. Boricha
Marg, Lower Parel, Mumbai, Maharashtra -
400 011, India
Ph: 022-4961 4132 / 022-3522 0056 /
022-4970 0138
Email: support@purvashare.com
Website: www.purvashare.com
QuarterPeriod endingDate / Period
First QuarterJune 30, 2025Declared on July 25,2025
Second Quarter/
Half-Year
September 30,
2025
On or before
November 14, 2025
Third QuarterDecember 31,2025On or before February14, 2026
Fourth Quarter /
yearMarch 31, 2026
On or before May 30,
2026
Annual Report 2024-25 | 64
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (66) Break----------------
i) Share transfer system
In terms of Regulation 40(1) of the SEBI Listing
Regulations, as amended, securities can be
transferred only in dematerialized form w.e.f.
April 01, 2019, except in case of request received
for transmission or transposition or re-lodgment of
securities. Members holding shares in physical
form are requested to consider converting their
holdings into dematerialized form. Transfers of
equity shares in electronic form are effected
through the depositories with no involvement of
the Company.
The Company obtains an annual certificate from a
Company Secretary in Practice confirming the
issue of share certificates, sub-division,
consolidation, transmission etc., and submits a
copy thereof to the Stock Exchanges in terms of
Regulation 40(9) of SEBI (LODR) Regulations, 2015.
Further, the Compliance Certificate under
Regulation 7(3) of the SEBI (LODR) Regulations,
2015 confirming that all activities in relation to
both physical and electronic share transfer facility
are maintained by Registrar and Share Transfer
Agent registered with the Securities and Exchange
Board of India is also submitted to the Stock
Exchanges on yearly basis.
As per SEBI notification SEBI/LAD -
NRO/GN/2018/24 dated June 08, 2018 read with
SEBI press Release dated December 03, 2018, the
request for effecting transfer of securities (except
in case of transmission, transposition, or re-
lodgment of securities) is not being processed
after March 31, 2019, unless the securities are
held in the dematerialized form with the
depositories.
INFORMATION FOR PHYSICAL SHAREHOLDERS
With reference to SEBI Circular dated November
03, 2021, read with SEBI Circulars dated December
14, 2021, and January 25, 2022, March 16, 2023,
and November 17, 2023, on common and simplified
norms for processing investor’s service,
shareholders holding shares in physical form, to
furnish the following documents mandatorily to
Company/RTA to lodge grievance or avail service
request from the RTA and further shall not be
eligible for receipt of dividend in physical mode
w.e.f. April 01, 2024.
Valid PAN including all Joint Shareholders duly
linked with Aadhaar and KYC details (Form ISR-
1);
Bank Account details (Bank Name, Branch,
Bank Account No, IFSC Code and MICR code)
(Form ISR-1);
Address with pincode, email ID and mobile
number (Form ISR-1);
Specimen Signature (Form ISR-2);
Registration of Nominee (Form No. SH-13) or
Declaration for opting-out of Nomination
(Form ISR- 3)
Details of the above forms are available on the
website of the Company as well as RTA’s website.
Necessary communication through letters has
already been sent to all the shareholders
j) Shares suspended from trading
During FY 2024-25, the shares of your Company
were not suspended from trading on the stock
exchange.
k) Dematerialization of shares
Trading in shares of the Company is permitted
only in dematerialized form. As of March 31, 2025,
94.35% equity shares of the Company are in
dematerialized form. There is no pending request
from any shareholders holding physical shares for
Dematerialization as on date. Further, there have
been no shares either in the physical holding
category or Dematerialized category in the
suspense account.
l) Outstanding ESOPs / GDRs / ADRs / Warrants or
any convertible instruments, conversion date,
and likely impact on equity
Not Applicable
m) Commodity price risk or foreign exchange
risk and hedging activities
Not Applicable
n) Credit Rating
Not Applicable
l) Outstanding ESOPs / GDRs / ADRs / Warrants or
any convertible instruments, conversion date,
and likely impact on equity
Not Applicable
m) Commodity price risk or foreign exchange
risk and hedging activities
Not Applicable
n) Credit Rating
Not Applicable
65 | Annual Report 2024-25
----------------Page (67) Break----------------
financial year ended March 31, 2025.
p) Plant Locations
The Company does not have any plant location.
q) Market Price Data
o) Disclosure of ‘loans and advances in the
nature of loans to firms/companies in which
directors are interested’ by name and amount
The details of the same have been disclosed in the
Notes forming part of the annual accounts for the
r) Performance in comparison to broad-based indices (BSE Sensex)
Month
Share Price (Rs.)
Month
Share Price (Rs.)
HighLowClosingHighLowClosing
Apr 202449.23947.15Oct 202437.4528.2730.02
May 202447.2739.539.68Nov 202433.328.329.9
Jun 202448.993544.9Dec 202432.8927.3129.15
Jul 202445.9938.238.2Jan 202532.8524.3126.15
Aug 202443.4834.6935.31Feb 202527.5617.8521.95
Sep 202439.6732.3235.09Mar 202526.518.521.94
Month
SensexKFSL share
HighLowHighLow
Apr 202475,124.2871,816.4649.239
May 202476,009.6871,866.0147.2739.5
Jun 202479,671.5876,583.2948.9935
Jul 202481,908.4379,043.3545.9938.2
Aug 202482,637.0381,949.6843.4834.69
Sep 202485,978.2582,725.2839.6732.32
Oct 202484,648.4084,257.1737.4528.27
Nov 202480,569.7380,023.7533.328.3
Dec 202482,317.7479,743.8732.8927.31
Jan 202580,072.9978,265.0732.8524.31
Feb 202578,735.4177,637.0127.5617.85
Mar 202578,741.6973,427.6526.518.5
Annual Report 2024-25 | 66
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
(Rs.in Lakhs)
(Rs.in Lakhs)
----------------Page (68) Break----------------
No. of sharesShareholders% of totalshareholdersNo. of shares% of total shares
1-100176447.68104,7600.52
101-20056215.19106,0560.52
201-50063717.22249,5591.23
501-10003599.7295,4831.46
1001-50003008.11641,4353.17
5001-10000300.81217,2011.07
10001-100000270.73670,2073.31
100001 and above210.5617,937,29988.7
Total370010020,222,000100
s) Distribution of shareholding
67 | Annual Report 2024-25
----------------Page (69) Break----------------
t) Address for correspondence
Secretarial Department
Kreon Finnancial Services Limited
No. 26, 22 Street, Thiruvanmiyur, Chennai – 600
041, Tamil Nadu, India.
nd
Phone No: 044-42696634,
Email: investor.relations@kreon.in
SEBI toll-free helpline for investors: 1800 22 7575
or 1800 266 7575 (available on all days from 9:00
a.m. to 6:00 p.m. excluding declared holidays).
SEBI investors’ contact for feedback and
assistance: 022-26449377/022-40459377/022-
20752247, e-mail:scoreshelp@sebi.gov.in
11. OTHER DISCLOSURES
a) Materially Significant Related Party
Transactions
There were no materially significant related party
transactions made by the Company that may have
potential conflict with the interests of the
Company at large.
Attention of the Members is drawn to the
disclosures of transactions with related parties set
out in Note No. 34 of the Financial Statements
forming part of the Annual Report.
b) Vigil Mechanism / Whistle Blower Policy
The Company has adopted the Vigil Mechanism /
Whistle Blower Policy that covers our Directors
and Employees. The Company promotes ethical
behavior in all its business activities and has put in
place a mechanism for reporting illegal or
unethical behavior. The employees are free to
report violations of applicable laws and
regulations and the Code of Conduct. The
mechanism provides for adequate safeguards
against victimization of Directors and Employees
and provides for direct access to the Chairman of
the Audit Committee. This neither releases
employees from their duty of confidentiality in
the course of their work nor can it be used as a
route for raising malicious or unfounded
allegations about a personal situation.
The Company has a dedicated Whistle Blower
Policy, available at the Company's website and it
is affirmed that no personnel has been denied
access to the Audit Committee.
c) Details of cyber security incidents or
breaches or loss of data
During the year under review, no cyber security
incidents or any other incidents resulting in
breaches or loss of data have occurred.
d) Information disclosed under clause 5A of
Part A of Schedule III of SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015
During the year under review, no such agreements
have been carried out by the Company. Hence, no
information needs to be disclosed under this
clause.
Annual Report 2024-25 | 68
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (70) Break----------------
e) Utilization of funds
The Company has not raised any funds through
preferential allotment or qualified institutional
placements as specified under Regulation 32(7A)
of the SEBI Listing Regulations.
f) Recommendation of Board Committees’
The Board has accepted all the recommendations
made by various Committees of the Board which
are mandatorily required to be made during FY
2024-25.
g) Fees paid to Statutory Auditors
During FY 2024-25, total fees for all services paid
by the Company to the Statutory Auditors amounts
to Rs. 81,000/-.
h) Compliance with Mandatory Requirements
The Company has complied with all the mandatory
requirements as prescribed under the SEBI Listing
Regulations.
i) Disclosures with respect to demat suspense
account / unclaimed suspense account
Not Applicable
j) Disclosures related to the Sexual
Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act,
2013 (POSH)
As per the requirement of POSH, the Company has
a robust mechanism in place to redress complaints
reported under it. An Internal Complaints
Committee (ICC) has been set up, as per the
provisions of POSH, to redress complaints received
regarding sexual harassment. All employees
(permanent, contractual, temporary, trainees) are
covered under this policy.
The following is the summary of the complaints
received and disposed-off during FY 2024-25:
a) No. of complaints filed during the financial
year: Nil
b) No. of complaints disposed-off during the
financial year: Nil
c) No. of complaints pending as on the end of
financial year: Nil
k) Details of non-compliance by the
Company, penalties, strictures imposed on
the listed entity by stock exchange(s) or
SEBI or any statutory authority, on any
matter related to capital markets, during the
last three years;
l) SEBI Complaints Redress System
(SCORES)
The investor complaints are processed in a
centralized web-based complaints redressal
system established by SEBI. The salient features
of this system are the availability of a centralized
database of all complaints and online uploading of
Action Taken Reports (ATRs) by concerned
companies.
Through SCORES, an investor can track the status
of their complaints and the action taken by the
Company in response. In its efforts to improve
ease of doing business, the SEBI has launched a
mobile app “SEBI SCORES”, making it easier for
investors to lodge their grievances with SEBI, as
they can now access SCORES conveniently via
their smartphones.
The upgraded SEBI Complaint Redressal System
(SCORES) is available at https://scores.sebi.gov.in
for registering and/or lodging new complaints.
m) Prohibition of Insider Trading
In accordance with the SEBI (Prohibition of Insider
Trading) Regulations, 2015, and the SEBI Listing
Regulations, the Company has established a Code
of Conduct for Prohibition of Insider Trading for
the securities of the Company.
The objective of this Code is to prevent misuse of
any unpublished price sensitive information (UPSI)
and prohibit any insider trading activity, to
protect the interest of the shareholders at large.
During the year under review, the Company
adhered to the SEBI (Prohibition of Insider
Trading) Regulations, 2015. No violations of the
Code or instances of insider trading were
observed. Also, your Company has established a
robust mechanism to deal with sharing of UPSI to
prevent any misuse of such UPSI by any person.
The Company has installed well-defined software
RegulationObservation
Action taken
against the
Company
Company’s
action
plan
SEBI (LODR)
Regulations
, 2015
Delay in
furnishing prior
intimation on
about the
meeting of the
board of
directors
The Company
was fined
Rs.11,180/-
by BSE for
such delay.
The
Company
has paid
the fine.
69 | Annual Report 2024-25
----------------Page (71) Break----------------
12. DISCRETIONARY REQUIREMENTS
The Company has adopted the following
discretionary requirements given under Part E of
Schedule II of the SEBI Listing Regulations.
a) Modified opinion(s) in the audit report
The Company is in the regime of financial
statements with unmodified audit opinion.
b) Reporting of internal auditor
The internal auditor reports directly to the
Audit Committee.
c) Shareholder Rights
Financial performance and significant events are
published in newspapers, uploaded on the
Company’s website and submitted to the Stock
Exchange i.e. the BSE Limited, instead of
sending
where any information related to UPSI has been recorded in real time, also known as Structured Digital
Database (SDD).
ParticularsWeb Link
Terms and conditions of appointment of Independent Directorshttps://drive.google.com/file/u/1/d/1uV22eLBF2commiRr6S6uhTWteo1
CvCKs/view?usp=drive_link
Policy on Board Diversityhttps://drive.google.com/file/d/1msberRBewkSWjXK7gbFf1911r7R8vvvg
/view
Policy on related party transactionshttps://drive.google.com/file/d/1KoVJbWvU9PX6-
xVIhWCj9t8IywLpXONK/view
Vigil mechanism / whistle blower policyhttps://drive.google.com/file/d/1QjhtYbg8v4VTPH_or6nDFea40VeDsB7L
/view
Code of conduct for Board of Directors and Senior Management
Personnel
https://drive.google.com/file/d/1qRtxYZNyTQG9wVelvPkvPCSoUX-
ruc9P/view
Policy for determination of materiality of events or
information
https://drive.google.com/file/d/1gP6HxbTPvICyTg-
2CT4hqPS21NaHA2qx/view
Familiarization programme for Independent Directorshttps://drive.google.com/file/d/1YmZ870SkOE3av9PjWp7dvtum4BtBhE
HN/view
Criteria for making payments to Non-Executive Directorshttps://drive.google.com/file/d/1jhov6sttUuyDlN4UG1gETxPgqegCMUbh
/view
Policy on preservation and archival of documentshttps://drive.google.com/file/d/1kVValO2p0ZpvUWLYs39bipwQuPFLUdc
v/view
Nomination and Remuneration Policyhttps://drive.google.com/file/d/1raAjzU5dsypCWUjlp6USdLMr8hvYN03L
/view
Performance Evaluation Policyhttps://drive.google.com/file/d/12EkfVZXqNkpdhl7y3NtvoIhKR2IEViUq/
view
Succession Planhttps://drive.google.com/file/d/1fnBBai7AVfVFfH6HYGFMPAAFdM6MHbI
k/view
Policy for prevention, prohibition and redressal of sexual
harassment at the workplace
https://drive.google.com/file/d/1FYz8W9S8pEf-ihsbGV5GNR7w9g-
uAVnt/view
Code of conduct for Insider Tradinghttps://drive.google.com/file/d/1FXWgxkoVR4BomqFPdNxnGbiN-
xXP2149/view
Code of practices and procedures for fair disclosures of UPSIhttps://drive.google.com/file/d/1FXWgxkoVR4BomqFPdNxnGbiN-
xXP2149/view
to each household of the shareholders.
13. CERTIFICATION / DECLARATION
a) Declaration by Managing Director regarding
affirmation with compliance of code of conduct
The Board of Directors of Kreon Finnancial
Services Limited, in compliance with Regulation
17(5) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, has
laid down the Codes of Conduct for the Board
Members and the Senior Managerial Personnel of
the Company, which have also been posted on the
website of the Company viz. www.kreon.in.
Pursuant to the above, the Company has received
‘Affirmation of Compliance’ from the Board
Members and the Senior Managerial Personnel of
the Company and accordingly, the Managing
Director makes the following declaration:
Annual Report 2024-25 | 70
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1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (72) Break----------------
I, Jaijash Tatia, Managing Director, hereby affirm
that all the Board Members and the Senior
Management Personnel have fully complied with
the provisions of the Code of Conduct for
Directors and Senior Management Personnel during
the financial year ended March 31, 2025.
b) Certificate of Non-Disqualification of
Directors
The Company has received a Certificate from M/s.
AXN Prabhu & Associates, Practicing Company
Secretaries, confirming that none of the Directors
on the Board of the Company have been debarred
or disqualified from being appointed or continuing
as Directors of Companies by the Securities and
Exchange Board of India / Ministry of Corporate
Affairs or any such Statutory Authority. The
Certificate is attached as Annexure-G to the
Annual Report.
c) CFO Certificate
Shoba Nahar, Chief Financial Officer, has
submitted the certificate, in terms of Regulation
17(8) read with Part B of Schedule II of the SEBI
Listing Regulations, to the Board. The said
certificate has been attached as Annexure-B to
the Annual Report.
14. CORPORATE GOVERNANCE COMPLIANCE
a) Independent Auditor’s Certificate on
Corporate Governance
The certificate regarding the compliance of
conditions of corporate governance, issued by
M/s. Darpan & Associates, Statutory Auditors, has
been attached as Annexure-I to the Annual Report.
Place: Chennai
Date: 25.07.2025
Sd/-
Jaijash Tatia
Chairman and Managing
Director
DIN:08085029
For Kreon Finnancial Services Limited
ParticularsRegulationCompliance
Appointment/re-appointment of Independent Directors as per criteria16(1)(b)
25(2A)(6)
Yes
Board Composition17(1), (1A), (1C),Yes
Meeting of Board of Directors17(2)Yes
Quorum of Board Meeting17(2A)Yes
Review of Compliance Reports17(3)Yes
Plans for orderly succession of appointments17(4)Yes
Code of Conduct17(5)Yes
Fees / Compensation17(6)Yes
Minimum Information to be placed before Board17(7)Yes
Compliance certificate17(8)Yes
Risk Assessment and Management17(9)Yes
Performance Evaluation of Independent Directors17(10)Yes
Recommendation of Board17(11)Yes
Maximum number of Directorships17AYes
Composition of Audit Committee18(1)Yes
Meetings and Quorum of Audit Committee18(2)Yes
Role of Audit Committee18(3)Yes
Composition of Nomination and Remuneration Committee19(1), (2)Yes
Quorum of Nomination and Remuneration Committee meeting19(2A)Yes
Meeting of Nomination and Remuneration Committee19(3A)Yes
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ParticularsRegulationCompliance Status
Role of Nomination and Remuneration Committee19(4)Yes
Composition of Stakeholders Relationship Committee20(1), (2), (2A)Yes
The Chairperson of the Stakeholders Relationship Committee shall be
present at the Annual General Meeting
20(3)Yes
Meeting of Stakeholders Relationship Committee20(3A)Yes
Role of Stakeholders Relationship Committee20(4)Yes
Composition of Risk Management Committee21(1), (2), (3), (4)NA
Meeting of Risk Management Committee21(3A), (3C)NA
Quorum of Meeting of Risk Management Committee21(3B)NA
Role of Risk Management Committee21(4), (6)NA
Vigil Mechanism22Yes
Material related party transactions23(1), (1A), (4)Yes
Policy on related party transactions23(1)Yes
Prior or omnibus approval for related party transactions23(2), (3), (5)Yes
Half-yearly disclosure of related party transactions23(9)Yes
Composition of Board of unlisted material subsidiary24(1)NA
Other corporate governance with respect to subsidiaries of listed entity24(2), (3), (4), (5),
(6)
NA
listed entity has a listed subsidiary24(7)NA
Annual Secretarial Compliance Report24AYes
Alternate Director to Independent Director25(1)Yes
Tenure, appointment, re-appointment or removal of Independent
Directors
25(2), (2A)Yes
Meeting of Independent Directors25(3), (4)Yes
Resignation / removal of Independent Directors25(6), (11)NA
Familiarization of Independent Directors25(7)Yes
Declaration from Independent Directors25(8), (9)Yes
D&O Insurance for Independent Directors25(10), (12)NA
Membership in Committees26(1), (2)Yes
Affirmation of compliance with code of conduct26(3)Yes
Disclosures by Senior Management regarding any transactions
where their personal interest conflicts with Company’s interest
26(5)NA
Agreement by employee with any shareholder or third party26(5)NA
Vacancies in respect of certain Key Managerial Personnel26AYes
Compliances to discretionary requirements27(1)Yes
Quarterly compliance report on corporate governance27(2)Yes
Website46Yes
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To,
The Members
Kreon Finnancial Services Limited
We have examined the compliance conditions of Corporate Governance by Kreon Finnancial Services Limited
for the year ended on 31st March, 2025 as stipulated under Regulations 17 to 27, clauses (b) to (i) and (t) of
sub- regulation (2) of Regulation 46 and para C, D and E of Schedule V of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") for
the period 1st April, 2024 to 31st March 2025. We have obtained all the information and explanations, which
to the best of our knowledge and belief were necessary for the purpose of certification.
The Compliance of conditions of Corporate Governance is the responsibility of the management. Our
examination was limited to review of the procedures and implementation thereof, adopted by the Company
for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an
expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to explanation given to us, and the
representation made by the Directors and the Management, we certify that the Company has materially
complied with the conditions of Corporate Governance as stipulated Listing Regulations.
We further state that such compliance is neither an assurance as to the future viability of the Company nor
the efficiency or effectiveness with which the management has conducted the affairs of the Company.
Restriction on use
The certificate is addressed and provided to the Members of the Company solely for the purpose of enabling
the Company to comply with the requirement of the Listing Regulations and should not be used by any other
person or for any other purpose. Accordingly, I do not accept or assume any liability or any duty of care for
any other purpose or to any other person to whom this certificate is shown or into whose hands it may come
without my prior consent in writing.
For M/s Darpan & Associates
Chartered Accountants
ICAI Firm Registration No.016156S
Sd/-
CA Darpan Kumar
Membership No. 235817
Partner
UDIN: 25235817BMJLLZ8015
Place: Chennai
Date: 16.05.2025
CERTIFICATE OF CORPORATE GOVERNANCE
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SECRETARIAL AUDIT REPORT
ANNEXURE - F
For the Financial Year Ended on 31st March, 2025
(Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of
the Companies (Appointment and Remuneration Personnel) Rules, 2014)
To,
Kreon Finnancial Services Limited
26, 22nd Street, Rathinam Nagar,
Thiruvanmiyur, Chennai, Tamil Nadu, 600041
We have conducted a Secretarial audit of the compliance of applicable statutory provisions and the
adherence to good corporate practices by Kreon Finnancial Services Limited having its registered office at
26, 22nd Street, Rathinam Nagar, Thiruvanmiyur, Chennai, Tamil Nadu, 600041 (hereinafter called "the
Company") during the financial year from 01 April, 2024 to 31 March, 2025 (the year/ audit period/period
under review).
We conducted the Secretarial audit in a manner that provided us a reasonable basis for evaluating the
Company's corporate conducts/statutory compliances and expressing our opinion thereon.
We are issuing this report based on our verification of the Company's books, papers, minute books, forms and
returns filed and other records maintained by the Company, the information provided by the Company, its
officers, agents and authorised representatives during the conduct of secretarial audit, the explanations and
clarifications given to us and the representations made by the Management.
We hereby report that in our opinion, the Company has during the audit period covering the financial year
ended on 31 March, 2025, generally complied with the statutory provisions listed hereunder and also that
the Company has proper Board processes and compliance mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter:
1.1. We have examined the books, papers, minute books, forms, and returns filed and other records made
available to us and maintained by the Company for the financial year ended on 31 March, 2025, according to
the applicable provisions of:
(i) The Companies Act, 2013 (the Act) and the Rules and the Regulations made thereunder;
(ii) Secretarial Standards (SS-1) on "Meetings of the Board of Directors" and Secretarial Standards (SS-2) on
"General Meetings" issued by The Institute of Company Secretaries of India;
(iii) The Securities Contract (Regulation) Act, 1956 and the Rules made thereunder;
(iv) The Depositories Act, 1996 and the Regulations bye-laws framed thereunder;
(v) Foreign Exchange Management Act, 1999 and the Rules and Regulations made there under to the extent
of their applicability.
(vi) The following Regulations and Guidelines are prescribed under the Securities and Exchange Board of
India Act, 1992 ('SEBI Act): -
a) Securities and Exchange Board of India (Listing Obligations and Disclosure Regulations, 2015 ("SEBI LODR").
b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
("SEBI SAST");
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d) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
e) Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018;
f) Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations,
1993, to the extent of the Listed Entity engaging the RTA;
g) Securities and Exchange Board of India (Investor Protection and Education Fund) Regulations, 2009; and
h) Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices relating to
Securities Market) Regulations, 2003.
(vii) The Company, being a Non-Banking Financial Institution, has the following material laws specifically
applicable to the Company:
a) Reserve Bank of India Act, 1934
b) Master Direction (Non-Banking Company - Scale Based Regulation) Directions, 2023
c) Master Direction - Know Your Customer (KYC) Direction, 2016
d) Master Direction - Reserve Bank of India (Transfer of Loan Exposures) Directions, 2021, as amended
from time to time.
e) Non-banking Financial Companies Prudential Norms (Reserve Bank) Directions, 1988 and circulars
relating to Non- Banking Financial Institutions as of 31st March 2023
f) Other Master directions and guidelines issued by the RBI for NBFCs from time to time.
1.2 In relation to the period under review, the Company has, to the best of our knowledge and belief and
based on the records, information, explanations and representations furnished to us, complied with the laws
mentioned in clauses (i) to (vi) of paragraph 1.1 above except for:
a) Delay in furnishing prior intimation about the meeting of the Board of Directors under Regulation
29(2)/29(3) of SEBI (LODR) Regulations, 2015; however, the Company has paid the SOP fines within the
prescribed time.
b) There was a delay in filing form SH-7 during the period under review; however, the same was filed with
Additional fees.
1.3 Generally complied with the laws specifically applicable to the Company mentioned in sub-paragraph
(vii) of paragraph 1.1.
1.4. We are informed that, during/in respect of the year, no events have occurred which required the
Company to comply with the following laws/rules/regulations and consequently was not required to
maintain any books, papers, minute books or other records or file any forms/returns under the same:
a) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021;
b) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations,
2021;
c) Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
d) Securities and Exchange Board of India (Issue and Listing of Non-Convertible and Redeemable Preference
Shares) Regulations, 2013;
e) Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021;
f) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;
75 | Annual Report 2024-25
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2. Board Processes:
We further report that:
2.1 The Board of Directors of the Company is duly constituted with the proper balance of Executive
Directors, Non-Executive Directors, and Independent Directors during the Financial Year 2024-25.
2.2 There were changes in the composition of the Board of Directors during the period under review and
were carried out in compliance with the provisions of the Act.
2.3 Adequate notice is given to all directors to schedule the Board Meetings at least seven days in
advance/consent of directors was received for meetings held at a shorter notice, if any. The agenda and
detailed notes on the agenda were also circulated to the Board members prior to the meetings.
2.4 A system exists for seeking and obtaining further information and clarification on the agenda items
before the meeting and for meaningful participation at the meeting; and
2.5 As per the minutes of the meeting duly recorded and signed by the Chairman, the decisions and views of
the Board have been recorded.
3. Compliance mechanism:
We further report that:
3.1 There are adequate systems and processes in the Company commensurate with its size and operation to
monitor and ensure compliance with all applicable laws, including labour laws, environmental laws, and
other industrial-specific laws applicable to the Company.
3.2 The compliance by the Company of applicable finance laws like Direct and Indirect tax laws has not
been reviewed in this audit since the same have been subject to review by Statutory Financial Audit and
other designated professionals.
4. Specific Events/actions:
We further report that during the audit period the following specific events/actions having a major bearing
on the Company's affairs in pursuance of the above referred Laws, Rules, Regulations, Guidelines, Standards,
etc. took place:
a) On Company's request, the Credit Rating Agency Brickworks Ratings India Private Limited vide its letter
dated 2nd April 2024 has withdrawn the rating assigned to Kreon Finnancial Services Limited for the
proposed term loan facility aggregating to Rs.10.00 Crores (Rupees Ten Crores Only) on account of non-
utilization of the proposed facility.
b) The Board at its meeting held on 29th May 2024 appointed Mrs. M Menaka (DIN: 10550690) as an
additional Director (Independent category) for a period of one (1) year. The said appointment was
regularized in the Annual General Meeting dated 28th June 2024 by way of a special resolution.
c) The Board at its meeting held on 29th May 2024 appointed Mrs. Rajashree Santhanam (DIN: 07162071) as
an additional Director (Independent category) for a period of one (1) year. The said appointment was
regularized in the Annual General Meeting dated 28th June 2024 by way of special resolution.
d) At its meeting held on August 06, 2024, the Board approved to increase the Authorized share capital of
the Company from Rs. 30 Crores to Rs. 50 Crores. The said increase in the Authorized share capital of the
Company was approved by the shareholders vide postal Ballot dated 10th September 2024 by way of
Ordinary Resolution.
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e) At its meeting held on August 06, 2024, the Board approved an increase in the limits under Section 186 of
the Companies Act, 2013, the same was approved by the shareholders vide postal Ballot dated 10th
September 2024 by way of Special Resolution.
f) The Board at its meeting held on 06th August 2024 approved the designation of Mr. Jaijash Tatia as
Chairman & Managing Director of the Company w.e.f 1st September 2024. The said designation was approved
by the shareholders vide postal Ballot dated 10th September 2024 by way of Ordinary Resolution.
g) The Board at its meeting held on 06th August 2024 approved the designation of Mrs. Henna Jain as Joint
Managing Director of the Company w.e.f 1st September 2024. The said designation was approved by the
shareholders vide postal Ballot dated 10th September 2024 by way of Ordinary Resolution.
h) The Board at its meeting held on 06th August 2024 appointed Mr. Anand Manoharlal (DIN: 10718528) as an
additional Director (Independent category) for five (5) years. The said appointment was regularized vide
postal Ballot dated 10th September 2024 by way of Special Resolution.
i) The shareholders vide postal Ballot dated 10th September 2024 by way of Special Resolution approved
Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 read with the
provisions of the Companies Act, 2013, the remuneration payable to Mr. Jaijash Tatia, Chairman and
Managing Director and Mrs. Henna Jain, Joint Managing Director, both Promoter Executive Directors.
j) The Board at its meeting held on 27th March 2025 re-appointed Mrs. Rajashree Santhanam (DIN: 07162071)
as non-executive Independent Director of the Company for five (5) years with effect from 1st April 2025. The
said appointment will be approved by the shareholders vide postal Ballot dated 20th June 2025 by way of
Special Resolution.
k) The Board at its meeting held on 27th March 2025 re-appointed Mrs. M Menaka (DIN: 10550690) as non-
executive Independent Director of the Company for five (5) years with effect from 1st April 2025. The said
appointment will be approved by the shareholders vide postal Ballot dated 20th June 2025 by way of Special
Resolution.
l) Resignation of Mrs. R Vidyalakshmi as Company Secretary & Compliance Officer of the Company w.e.f.
closure of business hours of 15th April 2025.
m) Appointment of Mrs. Niharika Goyal as Company Secretary & Chief Compliance Officer of the Company
w.e.f 16th April 2025.
For Lakshmmi Subramanian and Associates
Practicing Company Secretaries
Sd/-
S. Vasudevan
Partner
FCS No. 9495
C.P.No.27636
Peer review No.6608/2025
UDIN: F009495G000730930
Place: Chennai
Date: 08.07.2025
77 | Annual Report 2024-25
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To
The Members
Kreon Finnancial Services Limited
26, 22nd Street, Rathinam Nagar, Thiruvanmiyur, Chennai, Tamil Nadu, 600041
Our Secretarial Audit Report for the financial year ended 31 March, 2025 is to be read along with this
Annexure.
1. Maintenance of Secretarial record and ensuring compliance with all applicable laws is the responsibility of
the management of the Company. Our responsibility is to express an opinion. on these secretarial records
based on our audit.
2. We have followed the audit practices and the processes as were appropriate to obtain reasonable
assurance about the correctness of the contents of the secretarial records. The verification was done on test
basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and
practices we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of
the Company..
4. Wherever required, we have obtained the Management representation about financial information, the
compliance of law, rules and regulation and happening of certain events etc.
5. The compliance of the provisions of other laws, rules, regulation, standards specifically applicable to the
Company is the responsibility of the management. Our examination was limited to the verification of system
implemented by the Company on a test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the
effectiveness with which the management has conducted the affairs of the Company.
(To the Secretarial Audit Report of M/s. Kreon Finnancial Services Limited
for the financial year ended on 31st March, 2025)
For Lakshmmi Subramanian and
Associates
Practicing Company Secretaries
Sd/-
S. Vasudevan
Partner
FCS No. 9495
C.P.No.27636
Peer review No.6608/2025
UDIN: F009495G000730930
Place: Chennai
Date: 08.07.2025
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CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
ANNEXURE - G
(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)
To,
Kreon Finnancial Services Limited
26, 22nd Street, Rathinam Nagar,
Thiruvanmiyur, Chennai, Tamil Nadu - 600041
We have examined the relevant registers, records, forms, returns and disclosures received from the
Directors of Kreon Finnancial Services Limited, CIN L65921TN1994PLC029317 and having Registered Office at
26, 22nd Street, Rathinam Nagar, Thiruvanmiyur, Chennai – 600041, (hereinafter referred to as ‘the
Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance
with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Directors
Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations
furnished to us by the Company and its officers, we hereby certify that none of the Directors on the Board of
the Company as stated below for the Financial Year ending on March 31, 2025 have been debarred or
disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange
Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the
responsibility of the management of the Company. Our responsibility is to express an opinion on these based
on our verification. This certificate is neither an assurance as to the future viability of the Company nor of
the efficiency or effectiveness with which the management has conducted the affairs of the Company.
For AXN Prabhu & Associates
Sd/-
CS AXN Prabhu
Practising Company Secretary
FCS NO: 3902; PCSNO: 11440
UDIN: F003902G000305918
Place: Chennai
Date: 24.04.2025
S.No.Name of DirectorDINDate of Appointment
1Mr. Jaijash Tatia01.04.2018
2Mrs. Henna Jain22.03.2019
3Mr. Anand Manoharlal1071852806.08.2024
4Mrs. Muthusamy Menaka1055069001.04.2024
5Mrs. Rajashree Santhanam01.04.202407162071
08383395
08085029
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FINANCIAL SECTION
----------------Page (82) Break----------------
To the Members of
KREON FINNANCIAL SERVICES LIMITED
Opinion
We have audited the accompanying standalone
financial statements of Kreon Finnancial Services
Limited, Chennai, which comprise the Balance
Sheet as at March 31, 2025, and the Statement of
Profit and Loss (including Other Comprehensive
Income), the Statement of Changes in Equity and
the Statement of Cash Flows for the year then
ended and a summary of the significant accounting
policies and other explanatory information.
In our opinion and to the best of our information
and according to the explanations given to us, the
aforesaid standalone financial statements give the
information required by the Act in the manner so
required and give a true and fair view in
conformity with the accounting principles
generally accepted in India, of the state of affairs
of the company as at March 31, 2025; and its Loss,
Total Comprehensive Loss, the changes in Equity,
and Cash Flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the
Standards on Auditing (SAs) specified under section
1143(10) of the Companies Act, 2013. Our
responsibilities under those Standards are further
described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our
report. We are independent of the Company in
accordance with the Code of Ethics issued by the
Institute of Chartered Accountants of India
together with the ethical requirements that are
relevant to our audit of the financial statements
under the provisions of the Companies Act, 2013
and the Rules thereunder, and we have fulfilled
our other ethical responsibilities in accordance
with these requirements and the Code of Ethics.
We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a
basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our
professional judgment, were of most significance
in our audit of the financial statements of the
current period. These matters were addressed in
the context of our audit of the financial
statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion
on these matters.
S.NoKey Audit MatterAuditors’ Response
1
Compliance and disclosure
requirements under the
applicable Indian Accounting
Standards, RBI Guidelines and
other applicable statutory,
regulatory and financial
reporting framework.
We have assessed the systems and processes laid down by the company to appropriately ensure
compliance and disclosures as per the applicable Indian Accounting Standards, RBI Guidelines
and other applicable statutory, regulatory and financial reporting framework.
We have designed and performed audit procedures to assess the completeness and correctness of
the details disclosed having regard to the assumptions made by the management in relation to
the applicability and extent of disclosure requirements; and have relied on internal records of
the company and external confirmations wherever necessary.
We checked the stage classification as at the balance sheet date as per the definition of Default
of the Company and Reserve Bank of India circulars issued from time to time.
We have checked on sample basis that the stage classification for the borrowers has been given
in accordance with the Resolution Framework issued by Reserve Bank of India (the ‘RBI’) and the
Board approved policy for ECL provisioning and stage classification with respect to such
accounts;
2
Completeness in
identification, accounting and
disclosure of related party
transactions in accordance
with the applicable laws and
financial reporting
framework.
We have assessed the systems and processes laid down by the company to appropriately identify,
account and disclose all material related party transactions in accordance with applicable laws
and financial reporting framework. We have designed and performed audit procedures in
accordance with the guidelines laid down by ICAI in the Standard on Auditing (SA 550) to
identify, assess and respond to the risks of material misstatement arising from the entity’s
failure to appropriately account for or disclose material related party transactions which
includes obtaining necessary approvals at appropriate stages of such transactions as mandated by
applicable laws and regulations.
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Information Other than the Financial Statements
and Auditor’s Report Thereon
The Company’s Board of Directors is responsible
for the preparation of the other information. The
other information comprises the information
included in the Board’s report, Management
discussion and analysis and Report on corporate
governance, but does not include the standalone
financial statements and our auditor’s report
thereon.
Our opinion on the standalone financial
statements does not cover the other information
and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the standalone
financial statements, our responsibility is to read
the other information and, in doing so, consider
whether the other information is materially
inconsistent with the standalone financial
statements or our knowledge obtained during the
course of our audit or other wise appears to be
materially misstated.
If, based on the work we have performed, we
conclude that there is no material misstatement of
this other information we are required to report
that fact. We have nothing to report in this
regard.
Management’s Responsibility for the Standalone
Financial Statements
The Company’s Board of Directors is responsible
for the matters stated in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to
the preparation of these standalone financial
statements that give a true and fair view of the
financial position, financial performance, (changes
in equity) and cash flows of the Company in
accordance with6 the accounting principles
generally accepted in India, including the
accounting Standards specified under section 133
of the Act. This responsibility also includes
maintenance of adequate accounting records in
accordance with the provisions of the Act for
safeguarding of the assets of the Company and for
preventing and detecting frauds and other
irregularities; selection and application of
appropriate accounting policies; making judgments
and estimates that are reasonable and prudent;
and design, implementation and maintenance of
adequate internal financial controls, that were
operating effectively for ensuring the accuracy
and completeness of the accounting records,
relevant to the preparation and presentation of
the financial statement that give a true and fair
view and are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements,
management is responsible for assessing the
Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going
concern and using the going concern basis of
accounting unless management either intends to
liquidate the Company or to cease operations, or
has no realistic alternative but to do so.
Those Board of Directors are also responsible for
overseeing the Company’s financial reporting
process.
Auditor’s Responsibilities for the Audit of the
Financial Statements
Our objectives are to obtain reasonable assurance
about whether the financial statements as a whole
are free from material misstatement, whether due
to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is
a high level of assurance, but is not a guarantee
that an audit conducted in accordance with SAs
will always detect a material misstatement when
it exists. Misstatements can arise from fraud or
error and are considered material if, individually
or in the aggregate, they could reasonably be
expected to influence the economic decisions of
users taken on the basis of these financial
statements.
As part of an audit in accordance with SAs, we
exercise professional judgment and maintain
professional skepticism throughout the audit. We
also:
Identify and assess the risks of material
misstatement of the financial statements,
whether due to fraud or error, design and
perform audit procedures responsive to those
risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a
material misstatement resulting from fraud is
higher than for one resulting from error, as
fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or
the override of internal control.
Obtain an understanding of internal control
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relevant to the audit in order to design audit
procedures that are appropriate in the
circumstances. Under section 143(3)(i) of the
Companies Act, 2013, we are also responsible
for expressing our opinion on whether the
company has adequate internal financial
controls system in place and the operating
effectiveness of such controls.
Evaluate the appropriateness of accounting
policies used and the reasonableness of
accounting estimates and related disclosures
made by management.
Conclude on the appropriateness of
management’s use of the going concern basis
of accounting and, based on the audit evidence
obtained, whether a material uncertainty
exists related to events or conditions that may
cast significant doubt on the Company’s ability
to continue as a going concern. If we conclude
that a material uncertainty exists, we are
required to draw attention in our auditor’s
report to the related disclosures in the
financial statements or, if such disclosures are
inadequate, to modify our opinion. Our
conclusions are based on the audit evidence
obtained up to the date of our auditor’s
report. However, future events or conditions
may cause the Company to cease to continue
as a going concern.
Evaluate the overall presentation, structure
and content of the financial statements,
including the disclosures, and whether the
financial statements represent the underlying
transactions and events in a manner that
achieves fair presentation.
We communicate with those charged with
governance regarding, among other matters, the
planned scope and timing of the audit and
significant audit findings, including any significant
deficiencies in internal control that we identify
during our audit.
We also provide those charged with governance
with a statement that we have complied with
relevant ethical requirements regarding
independence, and to communicate with them all
relationships and other matters that may
reasonably be thought to bear on our
independence, and where applicable, related
safeguards.
From the matters communicated with those
charged with governance, we determine those
matters that were of most significance in the audit
of the financial statements of the current period
and are therefore the key audit matters. We
describe these matters in our auditor’s report
unless law or regulation precludes public
disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter
should not be communicated in our report because
the adverse consequences of doing so would
reasonably be expected to outweigh the public
interest benefits of such communication.
Report on Other Legal and Regulatory
Requirements
(1) As required by the Companies (Auditor’s
Report) Order, 2020 (“the Order”) issued by the
Central Government of India in terms of sub-
section (11) of section143 of the Act, we give in
the “Annexure A” a statement on the matters
specified in paragraphs 3 and 4 of the Order, to
the extent applicable.
(2) A. As required by Section 143 (3) of the Act,
we report that:
a) We have sought and obtained all the
information and explanations which to the best of
our knowledge and belief were necessary for the
purposes of our audit.
b) In our opinion, proper books of account as
required by law have been kept by the Company so
far as it appears from our examination of those;
c) the Balance Sheet, the Statement of Profit and
Loss including Other Comprehensive Income,
Statement of Changes in Equity and the Statement
of Cash Flow dealt with by this Report are in
agreement with the books of account;
d) In our opinion, the aforesaid standalone
financial statements comply with the Indian
Accounting Standards specified under Section 133
of the Act.
e) On the basis of written representations
received from the directors as on March 31, 2025
taken on record by the Board of Directors, none of
the directors is disqualified as on March 31, 2025
from being appointed as a director in terms of
Section 164(2) of the Act.
f) With respect to the adequacy of the internal
financial controls over financial reporting of the
Company and the operating effectiveness of such
controls, refer to our separate Report in
“Annexure B”. Our report expresses an unmodified
opinion on the adequacy and operating
effectiveness of the Company’s internal financial
controls with reference to financial statements.
g) With respect to the other matters to be
83 | Annual Report 2024-25
----------------Page (85) Break----------------
included in the Auditor’s Report in accordance
with the requirements of section 197(16) of the
Act, as amended:
In our opinion and to the best of our information
and according to the explanations given to us, the
remuneration paid by the Company to its directors
during the year is in accordance with the
provisions of section 197 of the Act.
h) With respect to the other matters to be
included in the Auditor’s Report in accordance
with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our
information and according to the explanations
given to us:
i. The Company has disclosed the impact of
pending litigations, if any, on its financial position
in its stand alone financial statements.
ii. The Company has made provision, as required
under the applicable law and Accounting
standards, for material foreseeable losses, if any,
on long-term contracts.
iii. There has been no delay in transferring
amounts, required to be transferred, to the
investor’s education and protection fund by the
Company.
iv. (a) The Management has represented that, to
the best of its knowledge and belief, no funds
(which are material either individually or in the
aggregate) 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 or entity,
including foreign entity (“Intermediaries”), with
the understanding, whether recorded in writing or
otherwise, that the Intermediary shall, whether,
directly or indirectly lend or invest in other
persons or entities identified in any manner
whatsoever by or on behalf of the Company
(“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the
Ultimate Beneficiaries;
(b) The Management has represented, that, to
the best of its knowledge and belief, no funds
(which are material either individually or in the
aggregate) have been received by the Company
from any person or entity, including foreign entity
(“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 in any manner whatsoever by or on
behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee, security
or the like on behalf of the Ultimate Beneficiaries;
(c) Based on the audit procedures that have
been considered reasonable and appropriate in the
circumstances, nothing has come to our notice
that has caused us to believe that the
representations under sub-clause (i) and (ii) of
Rule 11(e), as provided under(a) and (b) above,
contain any material misstatement.
v. The Company has not declared or paid any
dividend during the year, hence compliance with
provision of section 123 is not applicable for the
year.
vi. Relying on representations/explanations from
the company and software vendor and based on
our examination which included test checks, the
Company has used accounting software for
maintaining its books of account, which have a
feature of recording audit trail (edit log) facility
and the same has operated throughout the year
for all relevant transactions recorded in the
respective software, except that the feature of
recording audit trail (edit log) facility was not
enabled at the database level to log any direct
data changes for the accounting software used for
maintaining the books of accounts.
Further, for the periods where audit trail (edit log)
facility was enabled and operated throughout the
year for the respective accounting software, we
did not come across any instance of the audit trail
feature being tampered with. Additionally, the
audit trail has been preserved by the Company as
per the statutory requirements for record
retention except for audit trail (edit log) facility
at database level as the same was not enabled.
For M/s Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
Place: Chennai
Date: 16.05.2025
Annual Report 2024-25 | 84
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (86) Break----------------
i) (a) The Company has maintained proper records
showing full particulars including quantitative
details and situation of its Property, Plant and
Equipment (PPE).
(b) According to the information and explanations
given to us, physical verification of PPE is being
conducted in a phased manner by the management
under a programme designed to cover all the PPE
over a period of three years, which, in our
opinion, is reasonable having regard to the size of
the Company and nature of its business. Pursuant
to the program, a portion of the PPE has been
physically verified by the management during the
year and no material discrepancies between the
books records and the physical PPE have been
noticed.
(c) There are no immovable properties in the name
of the company.
(d) The Company has not revalued any of its
Property, Plant and Equipment (including right-of-
use assets) and intangible assets during the year.
(e) Based on the information and explanations
furnished to us, No proceedings have been
initiated during the year or are pending against
the Company as at March 31, 2025 for holding any
benami property under the Benami Transactions
(Prohibition) Act, 1988 (as amended in 2016) and
rules made thereunder.
ii) (a) There are no inventories in the company
during the year.
(b) The company has not been sanctioned working
capital limits in excess of five crore rupees, in
aggregate, from banks or financial institutions on
the basis of security of curren10t assets.
iii) (a) The Company is registered with Reserve
Bank of India (RBI) under section 45-IA as a non-
banking financial company, and its principal
business is to give loans. Accordingly, the
provisions of clause 3(iii)(a) of the Order are not
applicable to the Company.
(b)Based on our examination and the information
and explanations given to us, in respect of
investments/ guarantees/ securities/ loans/
advances in nature of loan, in our opinion, the
terms and conditions under which such loans were
granted/ investments were made/ guarantees
Company’s interest.
(c) In respect of the loans/ advances in nature of
loan, the schedule of repayment of principal and
payment of interest has been stipulated by the
Company. Considering that the Company is a non-
banking financial company engaged in the business
of granting loans majorly to retail customers, the
entity-wise details of the amount, due date for
payment and extent of delay (that has been
suggested in the Guidance Note on CARO 2020
issued by the Institute of Chartered Accountants
of India for reporting under this clause) have not
been reported because it is not practicable to
furnish such details owing to the voluminous
nature of data generated in the normal course of
the Company’s business. Further, except for the
instances where there are delays or defaults in
repayment of principal and/ or interest, the
parties are repaying the principal amounts, as
stipulated, and are also regular in payment of
interest, as applicable. The Company has
recognized provisions against the above loans, in
accordance with the principles of Indian
Accounting Standards (Ind AS) and the guidelines
issued by the Reserve Bank of India (“RBI”) for
Income Recognition and Asset Classification.
(d) In respect of the loans/ advances in nature of
loans, the total amount overdue for more than
ninety days as at March 31, 2025 is Rs. 185.71
Lakhs. In such instances, in our opinion, based on
information and explanations provided to us,
reasonable steps have been taken by the Company
for the recovery of the principal amounts and the
interest thereon.
ANNEXURE A” to the Independent Auditor’s Report
Referred to in Paragraph2 under the heading “Report on Other Legal and
Regulatory Requirements” of our report of even date on the accounts of Kreon
Finnancial Services Limited, (“the Company”), for the year ended March 31, 2025)
No. of
cases
Principal
Amount
Overdue
Interest
Overdue
Total
Overdue
12515185.71-185.71
85 | Annual Report 2024-25
(Rs.in Lakhs)
----------------Page (87) Break----------------
iv) In our opinion and according to the information
and explanations given to us, the Company has
complied with the provisions of Section 185 and
sub-section (1) of Section 186 of the Act in respect
of the loans and investments made and guarantees
and security provided by it. The provisions of sub-
sections (2) to (11) of Section of Section 186 are
not applicable to the Company as it is a non-
banking financial company registered with the RBI
engaged in the business of giving loans.
v) The Company has not accepted any deposits
from public during the year hence the directives
issued by RBI and the provisions of sections 73 to
76 or any other relevant provisions of the
Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules 2015, are not
applicable.
vi) The Company is not required to maintain cost
records pursuant to the Rules made by the Central
Government for maintenance of Cost Records
under sub-section (1) of section 148 of the Act.
vii) (a) According to the information and
explanations given to us and the records of the
Company examined by us, in our opinion, the
Company is regular in depositing the undisputed
statutory dues, including goods and services tax,
provident fund, employees’ state insurance,
income tax, sales tax, service tax, value added
tax, cess, and other material statutory dues, as
applicable, with the appropriate authorities.
According to the information and explanations
given to us, no undisputed amounts payable in
respect of Provident Fund, Employees State
Insurance, Income Tax, Sales Tax, Service Tax,
duty of Customs, duty of Excise, Value Added Tax,
Cess and any other statutory dues were
outstanding as at March 31, 2025 for a period of
more than six months from the date they became
payable.
(b) According to the information and explanations
given to us, there are no disputed dues of Goods
and Services Tax, Sales Tax, Excise Duty, Customs
Duty, Value Added Tax etc., which have not been
deposited with the appropriate authorities on
account of any dispute.
viii) According to the information and explanations
given to us and the records of the Company
examined by us, there are no transactions in the
books of account that has been surrendered or
disclosed as income during the year in the tax
assessments under the Income Tax Act, 1961, that
has not been recorded in the books of account.
ix) (a) Based on our audit procedures and
according to the information and explanations
given to us, the Company has not defaulted in
repayment of loans or borrowings to a financial
institution, bank, or dues to debenture holders.
(b) According to the information and explanations
given to us and on the basis of our audit
procedures, we report that the Company has not
been declared willful defaulter by any bank or
financial institution or government or any
government authority.
(c) In our opinion and according to the information
and explanations given to us, the Company has
All partiesPromotersRelatedParties
Aggregate of
Loans /
Advances of
Loans
- Repayable on
demand (A)313.74--
- Agreement
does not
specify any
terms or period
of Repayment
(B)
---
Total (A+B)313.74--
Percentage of
loans /
advances in
nature of loan
to the total
loans
10.46%0.00%0.00%
(e) This Company is registered with the Reserve
Bank of India (RBI) under section 45-IA as a non-
banking financial company, and its principal
business is to give loans. Accordingly, the
provisions of clause 3(iii)(e) of the Order are not
applicable to the Company.
(f) The loans/advances in nature of loans granted
during the year, including to promoters/related
parties had stipulated the scheduled repayment of
principal and payment of interest and the same
were not repayable on demand.
Annual Report 2024-25 | 86
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
(Rs.in Lakhs)
----------------Page (88) Break----------------
to it. Therefore clause3 (xii) of the Companies
(Auditor’s Report) Order is not applicable to the
Company.
xiii) The Company has entered into transactions with
related parties in compliance with the provisions of
Sections 177 and 188 of the Act. The details of such
related party transactions have been disclosed in the
financial statements as required under Indian
Accounting Standard 24 “Related Party Disclosures
specified under Section 133 of the Act.
xiv) (a) In our opinion and according to the
information and explanation given to us, the Company
has an internal audit system commensurate with the
size and nature of its business.
(b) The reports of the Internal Auditor for the period
under audit have been considered by us.
(xv) In our opinion during the year the Company has
not entered into any non-cash transactions with its
Directors or persons connected with its directors. and
hence provisions of section 192 of the Companies Act,
2013 are not applicable to the Company.
xvi) (a) The Company is required to and has been
registered under Section 45-IA of the Reserve Bank of
India Act, 1934 as a Non-Deposit Taking Non-
Systemically Important NBFC. The company is NBFC -
Others - Loan Company (LC).
(b) The Company has conducted non-banking financial
activities during the year and the Company holds a
valid Certificate of Registration from the Reserve
Bank of India as per the Reserve Bank of India Act,
1934.
(c) The Company is not a Core Investment Company
(CIC) as defined in the regulations made by the
Reserve Bank of India. Accordingly, the reporting
under clause 3(xvi)(c) of the Order is not applicable
to the Company.
xvii) The Company has not incurred cash losses in the
financial year. The company has not incurred cash
losses in the immediately preceding financial year.
xviii) There has been no resignation of the statutory
auditors during the year.
xix) According to the information and explanations
given to us and on the basis of the financial ratios,
ageing and expected dates of realization of financial
assets and payment of financial liabilities, other
information accompanying the financial statements,
our knowledge of the Board of Directors and
management plans and based on our examination of
the evidence supporting the assumptions, nothing has
utilized the money obtained by way of term loans
during the year for the purposes for which they were
obtained.
(d) According to the information and explanations
given to us, and on overall examination of the
financial statements of the Company, funds raised on
short-term basis have, prima facie, not been used
during the year for long-term purposes by the
Company.
(e) The Company does not have any subsidiary,
associates or joint venture, hence sub-clauses (e) and
(f) of para 3(ix) of the order are not applicable.
x) (a) The Company has not raised any money by way
of initial public offer or further public offer (including
debt instruments) during the year. Accordingly, the
reporting under clause 3(x)(a) of the Order is not
applicable to the Company.
(b) The Company has not made any preferential
allotment of equity shares, warrants and compulsorily
convertible preference shares during the year, hence
reporting under clause 3(x)(b) of the Order is not
applicable
xi) (a) During the course of our examination of the
books and records of the Company, carried out in
accordance with the generally accepted auditing
practices in India, and according to the information
and explanations given to us, we have neither come
across any instance of material fraud by the Company
or on the Company, noticed or reported during the
year, nor have we been informed of any such case by
the Management.
(b) During the course of our examination of the books
and records of the Company, carried out in accordance
with the generally accepted auditing practices in
India, and according to the information and
explanations given to us, a report under Section
143(12) of the Act, in Form ADT-4, as prescribed under
rule 13 of Companies (Audit and Auditors) Rules, 2014
was not required to be filed with the Central
Government. Accordingly, the reporting under clause
3(xi)(b) of the Order is not applicable to the Company.
(c) During the course of our examination of the books
and records of the Company carried out in accordance
with the generally accepted auditing practices in
India, and according to the information and
explanations given to us, the Company has not
received any whistle-blower complaints during the
year, which have been considered by us for any
bearing on our audit and reporting.
xii) In our Opinion, the company is not a Nidhi
Company and the Nidhi Rules, 2014 are not applicable
87 | Annual Report 2024-25
----------------Page (89) Break----------------
xx) Reporting on CSR: Provisions of Section 135
Corporate Social Responsibility (CSR) are not
applicable to the company. Accordingly, reporting
under clause 3(xx)(a) and (b) of the Order is not
applicable for the year.
xxi) The reporting under clause 3(xxi) of the
Order is not applicable in respect of audit of
Standalone Financial Statements. Accordingly, no
comment in respect of the said clause has been
included in this report.
come to our attention, which causes us to believe
that any material uncertainty exists as on the date
of the audit report that Company is not capable of
meeting its liabilities existing at the date of
balance sheet as and when they fall due within a
period of one year from the balance sheet date.
We, however, state that this is not an assurance as
to the future viability of the Company. We further
state that our reporting is based on the facts up to
the date of the audit report and we neither give
any guarantee nor any assurance that all liabilities
falling due within a period of one year from the
balance sheet date will get discharged by the
Company as and when they fall due.
For M/s Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
Place: Chennai
Date: 16.05.2025
Annual Report 2024-25 | 88
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (90) Break----------------
Report on the Internal Financial Controls under
Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)
We have audited the internal financial controls
over financial reporting of M/s Kreon Finnancial
Services Limited (“the Company”) as of March 31,
2025 in conjunction with our audit of the
standalone financial statements of the Company
for the year ended on that date.
Management’s Responsibility for Internal Financial
Controls
The Company’s management is responsible for
establishing and maintaining internal financial
controls based on the internal control over
financial reporting criteria established by the
Company considering the essential components of
internal control stated in the Guidance Note on
Audit of Internal Financial Controls over Financial
Reporting issued by the Institute of Chartered
Accountants of India. These responsibilities
include the design, implementation and
maintenance of adequate internal financial
controls that were operating effectively 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, as required under the
Companies Act, 2013.
Auditors’ Responsibility
Our responsibility is to express an opinion on the
Company’s internal financial controls over
financial reporting based on our audit. We
conducted our audit in accordance with the
Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing, issued by
ICAI and deemed to be prescribed under section
143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial
controls, both applicable to an audit of Internal
Financial Controls and, both issued by the Institute
of Chartered Accountants of India. Those
Standards and the Guidance Note require that we
comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance
about whether adequate internal financial controls
over financial reporting was established and
maintained and if such controls operated
effectively in all material respects.
Our audit involves performing procedures to
obtain audit evidence about the adequacy of the
internal financial controls system over financial
reporting and their operating effectiveness. Our
audit of internal financial controls over financial
reporting included obtaining an understanding of
internal financial controls over financial reporting,
assessing the risk that a material weakness exists,
and testing and evaluating the design and
operating effectiveness of internal control based
on the assessed risk. The procedures selected
depend on the auditor’s judgment, including the
assessment of the risks of material misstatement
of the financial statements, whether due to fraud
or error.
We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a
basis for our audit opinion on the Company’s
internal financial controls system over financial
reporting.
Meaning of Internal Financial Controls over
Financial Reporting
A company’s internal financial control over
financial reporting is a process designed to provide
reasonable assurance regarding the reliability of
financial reporting and the preparation of
financial statements for external purposes in
accordance with generally accepted accounting
principles. A company’s internal financial control
over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of
the assets of the company; (2) provide reasonable
assurance that transactions are recorded as
necessary to permit preparation of financial
statements in accordance with generally accepted
accounting principles, and that receipts and
expenditures of the company are being made only
in accordance with authorizations of management
and directors of the company; and (3) provide
reasonable assurance regarding prevention or
timely detection of unauthorized acquisition, use,
or disposition of the company’s assets that could
have a material effect on the financial
statements.
ANNEXURE B” to the Independent Auditor’s Report of even date on the Standalone
Financial Statements of Kreon Finnancial Services Limited
Corporate Overview
1-2930-7778-124125-135
Statutory Reports Financial Statement Notice
89 | Annual Report 2024-25
----------------Page (91) Break----------------
Inherent Limitations of Internal Financial
Controls Over Financial Reporting
Because of the inherent limitations of internal
financial controls over financial reporting,
including the possibility of collusion or improper
management override of controls, material
misstatements due to error or fraud may occur and
not be detected. Also, projections of any
evaluation of the internal financial controls over
financial reporting to future periods are subject to
the risk that the internal financial control over
financial reporting may become inadequate
because of changes in conditions, or that the
degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material
respects, an adequate internal financial controls
system over financial reporting and such internal
financial controls over financial reporting were
operating effectively as at March 31, 2025, based
on the internal control over financial reporting
criteria established by the Company considering
the essential components of internal control
stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued
by the Institute of Chartered Accountants of India
and jointly controlled companies, which are
companies incorporated in India, as of that date.
For M/s Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
Place: Chennai
Date: 16.05.2025
ParticularsNotesAs at March 31, 2025As at March 31, 2024
ASSETS
Financial Assets
Cash and Cash Equivalents3117.53299.26
Bank Balance Other than Cash and Cash equivalents41926.811820.13
Loans52,971.822,707.29
Investments61,132.771,034.16
Other Financial assets719.5767.05
6,168.505,927.90
Non-financial Assets
Current Tax Assets (Net)83.112.23
Deferred Tax Assets (Net)78.899.14
Property, Plant and Equipment9A106.73105.42
Other Intangible assets9A107.71134.64
Intangible Assets under Development9B24.26-
Balance Sheet as at 31st March, 2025
(Rs.in Lakhs)
Annual Report 2024-25 | 90
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (92) Break----------------
ParticularsNotesAs at March 31,2025As at March 31,2024
ROU Asset1092.64107.66
Other non-financial assets1135.9036.77
Non-Current Assets held for sale124.604.60
453.84410.46
TOTAL ASSETS6,622.336,338.36
LIABILITIES AND EQUITY
Financial Liabilities
Payables
(I) Other Payables
Total outstanding dues of micro enterprises and small enterprises--
Total outstanding dues of creditors other than micro enterprises and small enterprises1334.9427.5
Borrowings (Other than Debt Securities)143,165.862,796.75
Other financial liabilities15216.27166.93
3417.072991.18
Non-Financial Liabilities
Provisions1627.7513.41
Other non-financial liabilities1782.9645.54
110.7158.95
Equity
Equity Share capital182,022.202,022.20
Other Equity191072.881266.02
3,095.083288.22
TOTAL LIABILITIES AND EQUITY6,622.336338.36
Summary of significant accounting policies 2.1 The accompanying notes are an integral part of the financial statements.
Place: Chennai
Date: 16.05.2025
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Sd/-
Shoba Nahar
Chief Financial Officer
Sd/-
Niharika Goyal
Company Secretary
M.No: A61428
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
As per our report of even date
For Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
CA Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
(Rs.in Lakhs)
91 | Annual Report 2024-25
----------------Page (93) Break----------------
Profit and Loss Statement for the year ended 31st March, 2025
ParticularsNotesAs at March 31,2025As at March 31,2024
Revenue from operations
Interest Income20172.7390.11
Dividend Income10.830.08
Fees and commission Income212,256.761,526.63
Other Operating Income22212.5420.25
I.Total Revenue from operations2,652.851,637.07
II.Other Income2311.720.22
III.Total Income (I+II)2,664.571,637.28
Expenses
Finance Costs24283.4795.96
Fees and commission Expenses25366.9583.85
Net Loss on fair value Changes26194.01-
Impairment on financial instruments271157.29690.19
Employee Benefits Expenses28454.44278.37
Depreciation, amortization and impairment2979.3670.50
Others expenses30536.38322.14
IV. Total Expenses3,071.891,541.01
V.Profits / (Loss) before exceptional item and tax [III - IV]-407.3196.27
VI. Exceptional Items--
VII. Profit/(loss) before tax (V -VI )-407.3296.27
VIII. Tax expenses8
Current tax61.68.82
Earlier period tax adjustment--
Deferred tax-54.7825.12
IX. Profit / (loss) for the period from continuingoperations (VII-VIII)-414.1462.33
X. Profit / (Loss) for the period (IX)-414.1462..33
(Rs.in Lakhs)
Annual Report 2024-25 | 92
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Statutory Reports Financial Statement Notice
----------------Page (94) Break----------------
ParticularsNotesAs at March31, 2025As at March31, 2024
XI. Other Comprehensive Income
(A) (i) Items that will not be reclassified to profit or enterprises loss
- Investment in Equity Instruments230.26243.92
- Defined Benefit Obligation - Acturial Gains-7.82-6.88
(ii) Income tax relating to items that will not be reclassified to profit or loss14.96-26.70
Subtotal (A)237.4210.33
(B) (i) Items that will be reclassified to profit or loss--
(ii) Income tax relating to items that will be reclassified to profit or loss--
Subtotal (B)--
Other Comprehensive Income (A + B)237.4210.33
XII. Total Comprehensive Income for the period(X+XI)
(Comprising Profit (Loss) and other Comprehensive Income for the period)-176.74272.65
XIII. Earnings per equity share (for continuing operations)31
III.Total Income (I+II)-2.050.34
Basic (Rs.)-2.050.34
Diluted (Rs.)--
Summary of significant accounting policies 2.1
The accompanying notes are an integral part of the financial statements.
Place: Chennai
Date: 16.05.2025
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Sd/-
Shoba Nahar
Chief Financial Officer
Sd/-
Niharika Goyal
Company Secretary
M.No: A61428
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
As per our report of even date
For Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
CA Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
(Rs.in Lakhs)
93 | Annual Report 2024-25
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Cash Flow Statement for the year ended 31st March, 2025
ParticularsAs at March 31, 2025As at March 31, 2024
A. Cash flow from operating activities
Net profit / (loss) before taxation-407.3196.27
Adjustments for:
Depreciation and amortisation79.3670.50
Interest on income tax refund-0.56
Dividend income-10.83
Acturial Gains-6.52-6.88
Impairment on Financial Instruments194.0119.39
Provision on NPA-33.23-
Loan Write Offs - Bad Debts1190.53670.8
Profit on sale of Fixed Asset-10.93-
Interest received on Bank Deposits-96.75-34.89
Interest paid on Borrowings211.6495.96
Operating profit before working capital changes1109.39911.15
Change in Operating Assets and Liabilities
(Increase) / Decrease in loan Assets-1,428.64-1,005.90
(Increase) / Decrease in deferred Tax-69.74
(Increase) / Decrease in non-Financial Assets0.87-90.62
(Increase) / Decrease in other Financial Assets47.481.29
Increase / (Decrease) in trade payables and other payables7.4420.32
Increase / (Decrease) in other non-Financial liabilities37.4225.03
Increase / (Decrease) in other Financial liabilities49.3419.54
Increase / (Decrease) in other Provisions20.8610.82
Cash generated from operations-225.59-108.38
Direct taxes paid (Net of refunds)3.1019.05
Net cash flow from / (used) in operating activites (A)-228.69-127.43
B. Cash flow from investing activities
Purchase of property plant and equipment-40.15-71.50
Sale of Property, Plant & Equipment13.00
Payment towards intangible assets under development-24.26-
Net Investments in bank deposits (having original maturity of more than three months)-106.67-1,809.61
(Rs.in Lakhs)
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----------------Page (96) Break----------------
ParticularsAs at March 31, 2025As at March 31, 2024
Purchase of Investment - Equity Instruments-2,258.32-665.81
Sale of Investment - Equity Instruments2,251.56-
Interest received on bank deposits96.7534.89
Net cash flow from / (used) in investing activities (B)-68.10-2,512.04
C. Cash flow from financing activities
Proceeds from share warrants-933.35
Proceeds/(Repayment) from Borrowings (Net)335.661,971.21
Payment of Lease Liabilities-19.80-19.80
Interest paid-211.64-84.03
Dividend Income10.83-
Net cash flow from / (used) in financing activities (C)115.052,800.73
D. Net increase / (decrease) in cash and cash equivalents (A + B + C)-181.73161.26
E. Cash and cash equivalents as at beginning of the year299.26138.00
F. Cash and cash equivalents as at the end of the year (D + E)117.53299.26
Components of cash and cash equivalents as at March 31, 2023
Balances with scheduled banks
- in current accounts115.13296.25
Wallets2.402.95
Cash in Hand0.000.07
Total cash and cash equivalents (refer note no. 3)117.53299.26
(Rs.in Lakhs)
Summary of significant accounting policies 2.1 The accompanying notes are an integral part of the financial statements.
Place: Chennai
Date: 16.05.2025
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Sd/-
Shoba Nahar
Chief Financial Officer
Sd/-
Niharika Goyal
Company Secretary
M.No: A61428
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
As per our report of even date
For Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
CA Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
95 | Annual Report 2024-25
----------------Page (97) Break----------------
Balance at the
beginning of the
current reporting
period (As at 31st
March 2024)
Changes in Equity
Share Capital due
to prior period
errors
Restated balance
at the beginning of
the current
reporting period
Changes in equity
share capital
during the current
year
Balance at the end
of the current
reporting period
(As at 31st March
2025)
2022.20-2022.20-2,022.20
Balance at
thebeginning ofthe
current reporting
period(As at 31st
March 2023)
Changes in Equity
Share Capitaldue
to prior period
errors
Restated balance
at the beginning of
the current
reporting period
Changes in equity
share capital
during the current
year
Balance at the end
of the current
reporting period
(As at 31st March
2024)
1,362.30-1,362.30659.902,022.20
Statement of Changes in Equity for the year ended 31st March, 2025
Equity Share Capital:
i) Current reporting period
ii) Previous reporting period
i) Current reporting period
1.Other Equity
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
Share
application
money
pending
allotment
Reserves and Surplus
Other Comprehensive Income
Effective
portion
of Cash
Flow
Hedges
Exchange
differences
on
translating
the
financial
statements
of a foreign
operation
Money
receive
d
against
share
warrant
s
TotalCapital
Reserve
Securities
Premium
Other Reserves
Equity
component of
compound
financial
instruments
Revaluatio
n Surplus
Retained
Earnings
Statutory
Reserves
Debt
instruments
through
Other
Comprehensi
ve Income
Equity
Instruments
through Other
Comprehensive
Income &
Remeasurement
gain/(loss) on
defined benefit
plan
Balance at the
beginning of the
current reporting
period
-1.261,381.84---530.94167.08-246.78--01266.02
Additions during
the year------414.14--237.4----176.74
Transfer to
Statutory Reserves-------------
Capital
Expenditure-16.4-16.4
Transfer of
Reaslised profit
from OCI to
retained earning
333.61-333.61
Equity Issued
during the year-------------
Transfer to capital
reserves---
Balance at the
end of the
current reporting
period
-1.261,381.84---627.88167.08-150.57--01,072.87
(Rs.in Lakhs)
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----------------Page (98) Break----------------
ii) Previous reporting period
Share
application
money
pending
allotment
Reserves and Surplus
Other Comprehensive Income
Effectiv
e
portion
of Cash
Flow
Hedges
Exchange
differenc
es on
translatin
g the
financial
statemen
ts of a
foreign
operation
Money
receive
d
against
share
warrant
s
Total
Capital
Reserve
Securities
Premium
Other Reserves
Equity
component of
compound
financial
instruments
Revaluatio
n Surplus
Retained
Earnings
Statutory
Reserves
Debt
instruments
through
Other
Comprehensi
ve Income
Equity
Instruments
through Other
Comprehensive
Income &
Remeasurement
gain/(loss) on
defined benefit
plan
Balance at the
beginning of the
current reporting
period
--655.95---580.8154.62-36.45--453.71719.93
Additions during
the year-1.26725.89--62.32--210.33--933.351,933.15
Transfer to
Statutory Reserves------12.4612.46------
Equity Issued
during the year------------1,385.79-1,385.79
Transfer to capital
reserves-1.26-1.26
Balance at the
end of the
current reporting
period
-1.261,381.84---530.94167.08-246.78--01,266.02
Place: Chennai
Date: 16.05.2025
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Sd/-
Shoba Nahar
Chief Financial Officer
Sd/-
Niharika Goyal
Company Secretary
M.No: A61428
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
As per our report of even date
For Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
CA Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
(Rs.in Lakhs)
97 | Annual Report 2024-25
----------------Page (99) Break----------------
Notes to the Financial Statement for the year ended
31st March, 2025
Note No:
1. Corporate information
Kreon Finnancial Services Limited (the company) is
a public company domiciled in India and
incorporated under the provision of Companies
Act, 1956 on 23rd November 1994. Its shares are
listed on Bombay Stock Exchange (“”BSE””) in
India. The Company is primarily engaged in the
business of retail loan lending through its digital
platform ”StuCred”. It also lends the money for
other business purposes.
The Company is registered with the Reserve Bank
of India (RBI) as Non-Deposit Taking NBFC and
Classified as NBFC - Investment and Credit
Company (NBFC- ICC) and Ministry of Corporate
Affairs. The registration details are as follows:
The financial statements of the Company for the
year ended March 31, 2025 were approved for
issue in accordance with the resolution of the
Board of Directors on May 16, 2025.”
2. Basis of preparation and Presentation of
financial statements
Preparation:
The financial statements of the Company have
been prepared in accordance with Indian
Accounting Standards (Ind AS) as per the
Companies (Indian Accounting Standards) Rules,
2015, as amended by the Companies(Indian
Accounting Standards) Rules, 2016,notified under
the Section 133 of the Companies Act, 2013 (‘the
Act’). The financial statements have been
prepared under the historical cost convention, as
modified by the application of fair value
measurements required or allowed by relevant
Accounting standards and other relevant provisions
of the Companies Act2013, guidelines issued by
the RBI as applicable to a NBFCs and other
accounting principles generally accepted in India.
Any application guidance
/ clarifications / directions issued by RBI or other
regulators are implemented as and when they are
issued / applicable.
The accounting policies adopted in the
preparation of financial statements are consistent
with those of previous year, except provided
otherwise.
The financial statements are presented in Indian
Rupees in Lakhs which is also the functional
currency of the Company and all values are
rounded to the nearest lakhs, except when
otherwise indicated.”
Presentation:
The financial statements of the Companyare
presented as per ScheduleIII (Division III) of the
Companies Act,2013 applicable to Non-banking
Finance Companies (NBFCs), as notified by the
MCA. The Statement of Cash Flows has been
presentedas per the requirements of Ind-AS 7
Statement of Cash Flows. The Company classifies
its assets and liabilities as financial and non-
financial and presents them in the order of
liquidity.
The Company generally reportsfinancial assets and
financial liabilities on a gross basis in the
BalanceSheet. They are offset and reported net
only where Ind AS specifically permits the same or
it has an unconditional legally enforceable right
to offset the recognised amounts without being
contingent on a future event. Similarly, the
Company offsets incomes and expenses and
reports the same on a net basis where permitted
by Ind AS.
Use of Estimates and Judgements:
The preparation of financial statements in
conformity with Indian Accounting Standards
requires the management to make judgments,
estimates and assumptions that affect the
reported amounts of revenues, expenses, assets
and liabilities and 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
requiring a material adjustment to the carrying
amounts of assets or liabilities in future periods.
RBIB-07-00023
Corporate Identity Number (CIN)L65921TN1994PLC029317
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----------------Page (100) Break----------------
2.1 Summary of Significant accounting policies
a)Financial Instruments:
A financial instrument is defined as any contract
that gives rise to a financial asset of one entity
and a financial liability or equity instrument of
another entity. Trade receivables and payables,
loan receivables, investments in securities, debt
securities and other borrowings, preferential and
equity capital etc. are some examples of financial
instruments.
All the financial instruments are recognized on the
date when the Company becomes party to the
contractual provisions of the financial
instruments. For tradable securities, the Company
recognizes the financial instruments on settlement
date.
I)Financial Assets:
Initial Measurement: All financial assets are
recognized initially at fair value including
transaction costs that are attributable to the
acquisition of financial assets except in the case
of financial assets recorded at FVTPL where the
transaction costs are charged to profit or loss.
Generally, the transaction price is treated as fair
value unless proved to the contrary.
For the purpose of subsequent measurement,
financial assets are classified into the following
categories as per the Company’s Board approved
policy:
a. Debt instruments at amortized cost
b. Equity instruments designated under FVOCI
Debt instruments at amortized cost:
The Company measures its debt instruments at
amortized cost if both the following conditions are
met:
The asset is held within a business model of
collecting contractual cash flows; and
Contractual terms of the asset give rise on
specified dates to cash flows that are Solely
Payments of Principal and Interest (SPPI) on
the principal amount outstanding.
To make the SPPI assessment, the Company applies
judgement and considers relevant factors such as
the nature of portfolio, the period for which the
interest rate is set and other factors which are
integral to a lending arrangement.
The Company determines its business model at the
level that best reflects how it manages groups of
financial assets to achieve its business objective.
The Company’s business model is not assessed on
an instrument by instrument basis, but at a higher
level of aggregated portfolios. If cash flows after
initial recognition are realized in a way that is
different from the Company’s original
expectations, the Company does not change the
classification of the remaining financial assets
held in that business model, but incorporates such
information when assessing newly originated
financial assets going forward.
The business model of the Company for assets
subsequently measured at amortized cost category
is to hold and collect contractual cash flows.
However, considering the economic viability of
carrying the delinquent portfolios on the books of
the Company, it may enter into immaterial and
infrequent transactions to sell these portfolios to
banks and/or asset reconstruction companies
without affecting the business model of the
Company. After initial measurement, such
financial assets are subsequently measured at
amortized cost on Effective Interest Rate (EIR).
Equity instruments designated under FVOCI:
All equity investments in scope of Ind AS 109
‘Financial instruments’ are measured at fair value.
The Company has strategic investments in equity
for which it has elected to present subsequent
changes in the fair value in other comprehensive
income. The classification is made on initial
recognition and is irrevocable.
All fair value changes of the equity instruments,
excluding dividends, are recognized in OCI and not
available for reclassification to profit or loss, even
on sale of investments. Equity instruments at
FVOCI are not subject to an impairment
assessment.
Derecognition: The Company derecognizes a
financial asset (or, where applicable, a part of a
financial asset) when:
The right to receive cash flows from the asset
has expired; or
The Company has transferred its right to
receive cash flows from the assertor has
assumed an obligation to pay the received cash
flows in full without material delay to a third
party under an assignment arrangement and
the Company has transferred substantially all
the risks and rewards of the asset.
99 | Annual Report 2024-25
----------------Page (101) Break----------------
Once the asset is derecognized, the Company does
not have any continuing involvement in the same.
Financial assets subsequently measured at
amortized cost are generally held for collection of
contractual cashflow. The Company on looking at
economic viability of certain portfolios measured
at amortized cost may enter into immaterial and
infrequent transaction for sale of portfolios which
doesn’t affect the business model of the Company.
Impairment of Financial Assets:
General Approach
Expected credit losses (‘ECL’) are recognized
for applicable financial assets held under
amortized cost. Equity instruments are not
subject to impairment under Ind AS 109.
The ECL allowance is based on the credit losses
expected to arise over the life of the asset
(the lifetime expected credit loss).
Lifetime ECL are the expected credit losses
resulting from all possible default events over
the expected life of a financial instrument.
Lifetime ECLs is calculated on either an
individual basis or a collective basis,
depending on the nature of the underlying
portfolio of financial instruments. The
Company has grouped its loan portfolio into
Non-Digital i.e loans repayable on demand and
Digital Loans i.e Term loans.
Based on the above, the Company categorizes its
loans into Stage 1, Stage 2 and Stage 3 as
described below:
Stage 1
All exposures where there has not been a
significant increase in credit risk since initial
recognition or that has low credit risk at the
reporting date and that are not credit impaired
upon origination are classified under this stage.
Though there is a rebuttable presumption that the
credit risk on financial assets has increased
significantly since initial recognition when
contractual payments more than 30 days past due.
However, the Company is confident as per
historical performance that these dues are goods
and fully receivable and accordingly classifies all
standard advances and advances up to 120 days (
PY 150 days) default under this category.
Stage 2
All exposures where there has been a significant
increase in credit risk since initial recognition but
are not credit impaired are classified under this
stage. More than 120 days (PY:150 Days) Past Due
but less than 180 Days (PY:360 days) is considered
as significant increase in credit risk.
Stage 3
All exposures assessed as credit impaired once it
becomes 180 Days (PY:360 days) past due are
classified in this stage. For exposures that have
become credit impaired, a lifetime ECL is
recognized and interest revenue is calculated by
applying the effective interest rate to the
amortized cost (net of provision) rather than the
gross carrying amount. As a matter of prudence,
at this stage, the company writes off the whole
exposure instead of providing for the same.
The above is then compared with the provisions
requirement as per Reserve Bank of India Master
Circular on Prudential norms on Income
Recognition, Asset Classification and Provisioning
pertaining to Advances and Clarifications dated
01st September 2016 (amended till date). Any
short in provisions requirement as per RBI is
adjusted accordingly in line with the master
circular requirements. (Refer note no.33)
Measurement of ECL
The mechanics of the ECL calculations are
outlined below and the key elements are, as
follows:
Probability of Default (PD) - The Probability of
Default is an estimate of the likelihood of default
over a given time horizon.
A default may only happen at a certain time over
the assessed period, if the facility has not been
previously derecognized and is still in the
portfolio. The company has determined the POD
for all stages as follows:
Stage 1 - 0.25%
Stage 2 - 10%
Stage 3- 100%”
Exposure at Default (EAD) - The exposure at
default (EAD) represents the gross carrying
amount of the financial instruments subject to the
impairment calculation.
Loss Given Default (LGD) - LGD is an estimate of
the loss arising in case where a default occurs. It
is based on the difference between the
contractual cash flows due and those that the
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Company would expect to receive, including from
the realisation of any security,if any. It is
usuallyexpressed as a percentage of the EAD.
Company considers 100% of the Exposure at
default as Loss Given Default.
Simplified Approach in case of Trade Receivables
and other financial assets:
The Company follows ‘simplified approach’ for
recognition of impairment loss allowance on trade
receivables and other financial assets. The
application of simplified approach does not
require the Company to track changes in credit
risk. Rather, it recognizes impairment loss
allowance based on lifetime ECLs at each
reporting date, right from its initial recognition.
The Company uses a provision matrix to determine
impairment loss allowance on portfolio of its trade
receivables and other financial assets. The
provision matrix is based on its historically
observed default rates over the expected life of
the trade receivables and other financial assets
and is adjusted for forward- looking estimates. At
every reporting date, the historically observed
default rates are updated for changes in the
forward looking estimates.
II) Financial Liabilities:
Initial Measurement: All financial liabilities are
recognized initially at fair value and, in the case
of borrowings and payables, net of directly
attributable transaction costs. The Company’s
financial liabilities include trade payables, other
payables, and other borrowings.
Subsequent measurement: After initial
recognition, all financial liabilities are
subsequently measured at amortized cost using
the EIR method. Any gains or losses arising on
derecognition of liabilities are recognized in the
Statement of Profit and Loss.
Derecognition: The Company derecognizes a
financial liability when the obligation under the
liability is discharged, cancelled or expired
III) Offsetting of financial instruments:
Financial assets and financial liabilities are offset
and the net amount is reported in the Balance
Sheet only if there is an enforceable legal right to
offset the recognized amounts with an intention to
settle on a net basis or to realize the assets and
settle the liabilities simultaneously.
IV) Fair Value Determination of financial
instruments:
On initial recognition, all the financial instruments
are measured at fair value. For subsequent
measurement, the Company measures investment
in equity instruments designated at OCI alone at
fair value on each balance sheet date.
Fair value is the price that would be received to
sell an asset or paid to transfer a liability in an
orderly transaction between market participants
at the measurement date. The fair value
measurement is based on the presumption that the
transaction to sell the asset or transfer the
liability takes place either:
i. In the principal market for the assertor liability,
or
ii. In the absence of a principal market, in the
most advantageous market for the asset or
liability.” The principal or the most advantageous
market must be accessible by the Company.
The fair value of an asset or a liability is measured
using the assumptions that market participants
would use when pricing the asset or liability,
assuming that market participants act in their
economic best interest.
A fair value measurement of a non-financial asset
takes into account a market participant’s ability to
generate economic benefits by using the asset in
its highest and best use or by selling it to another
market participant that would use the asset in its
highest and best use.
In order to show how fair values have been
derived, financial instruments are classified based
on a hierarchy of valuation techniques, as
summarized below:
Level 1 financial instruments - Those where the
inputs used in the valuation are unadjusted quoted
prices from active markets for identical assets or
liabilities that the Company has access to at the
measurement date. The Company considers
markets as active only if there are sufficient
trading activities with regards to the volume and
liquidity of the identical assets or liabilities and
when there are binding and exercisable price
quotes available on the balance sheet date.
Level 2 financial instruments - No Such
Instruments.
Level 3 financial instruments - No Such
Instruments.
101 | Annual Report 2024-25
----------------Page (103) Break----------------
I) Revenue Recognition
Interest Income:
The Company recognizes interest income using
effective interest rate (EIR) on all financial assets
subsequently measured under amortized cost or
fair value through other comprehensive income
(FVOCI). EIR is calculated by considering all costs
and incomes attributable to acquisition of a
financial asset or assumption of a financial
liability and it represents a rate that exactly
discounts estimated future cash payments /
receipts through the expected life of the financial
asset/financial liability to the gross carrying
amount of a financial assertor to the amortized
cost of a financial liability.
The Company calculates interest income by
applying the EIR to the gross carrying amount of
financial assets other than credit-impaired assets.
In case of credit-impaired financial assets, the
Company recognizes interest income on the
amortiz ed cost net of impairment loss of the
financial asset at EIR. If the financial asset is no
longer credit- impaired, the Company reverts to
calculating interest income on a gross basis.
Penal Charges or like on delayed payments by
customers are treated to accrue only on
realization, due to uncertainty of realization and
are accounted accordingly
Fees and Commission Income:
The Company recognizes revenue from contracts
with customers (other than financial assets to
which Ind AS 109 ‘Financial instruments’ is
applicable) based on a five step model as set out
in Ind AS 115 ‘Revenue from contracts with
customers’. The Company identifies contract(s)
with a customer and its performance obligations
under the contract, determines the transaction
price and its allocation to the performance
obligations in the contract and recognizes revenue
only on satisfactory completion of performance
obligations. Revenue is measured at the fair value
of the consideration received or receivable.
Dividend Income:
Dividend income is recognized when the right to
receive the payment is established.
a) Property, Plant and Equipment
Property, plant and equipment are carried at
historical cost of acquisition less accumulated
depreciation and impairment losses, if any,
consistent with the criteria specified in IndAS 16
‘Property, plant and equipment’. Property, plant
and equipment not ready for the intended use on
the date of Balance Sheet are disclosed as
‘Capital work-in-progress’.
Property, plant and equipment is recognized when
it is probable that future economic benefits
associated with the item is expected to flow to
the Company and the cost of the item can be
measured reliably. An item of property, plant and
equipment and any significant part initially
recognized is derecognized upon disposal or when
no future economic benefits are expected from its
use or disposal. Any gain or loss arising on
derecognition of the asset (calculated as the
difference between the net disposal proceeds and
the carrying amount of the asset) is included
under other income/expenses in the Statement of
Profit and Loss when the asset is derecognized
b) Depreciation on property, plant and
equipment
Depreciation on property, plant and equipment is
calculated on a WDV basis using the rates arrived
at, based on the useful lives estimated by the
management/Useful life as per schedule II. The
identified components are depreciated separately
over their useful lives; the remaining components
are depreciated over the life of the principal
asset. The company has used the following rates
to provide depreciation on its property, plant and
equipment.
The residual values, useful lives and methods of
depreciation of property, plant and equipment are
reviewed at each financial year end and adjusted
prospectively, if appropriate.
c) Intangible assets
Intangible assets, representing software's, licenses
etc. are initially recognized at cost and
Particulars
Useful lives estimated by the
management/Useful life as per
schedule II
Plant and Machineries15 Years
Furniture and Fittings10 Years
Vehicles8 Years
Computer and Peripherals3 Years
Leasehold improvementsThe life based on lease period.
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subsequently carried at cost less accumulated
amortization and accumulated impairment, if any.
The Company recognizes internally generated
intangible assets when it is certain that the future
economic benefit attributable to the use of such
intangible assets are probable to flow to the
Company and the expenditure incurred for
development of such intangible assets can be
measured reliably. The cost of an internally
generated intangible asset comprises all directly
attributable costs necessary to create, produce,
and prepare the asset to be capable of operating
in the manner intended by the Company. The
intangible assets including those internally
generated are amortized using the straight line
method over a period of five years, which is the
Management’s estimate of its useful life. The
useful lives of intangible assets are reviewed at
each financial year end and adjusted
prospectively, if appropriate.
Intangible assets not ready for the intended use on
the date of Balance Sheet are disclosed as
‘Intangible assets under development’.
An intangible asset is derecognized on disposal, or
when no future economic benefits are expected
from use or disposal. Gains and losses arising from
derecognition of an intangible asset, measured as
the difference between the net disposal proceeds
and the carrying amount of the assets are
recognized in the Statement of Profit and Loss
when the asset is derecognized.
d) Leases
The Company follows Ind AS 116 ‘Leases’ for all
long term and material lease contracts.
The Company recognizes a right-of-use asset and a
lease liability at the lease commencement date.
The right- of use asset is initially measured at
cost, which comprises the initial amount of the
lease liability adjusted for any lease payments
made at or before the commencement date, plus
any initial direct costs incurred and an estimate of
costs to dismantle and remove the underlying
asset or to restore the underlying asset or the site
on which it is located, less any lease incentives
received. The right-of-use asset is subsequently
depreciated using the straight- line method from
the commencement date to the end of the lease
term.
The lease liability is initially measured at the
present value of the lease payments that are not
paid at the commencement date, discounted using
the Company’s incremental borrowing rate at the
transition date in case of leases existing as on the
date of transition date and in case of leases
entered after transition date, incremental
borrowing rate as on the date of lease
commencement date. In case of existing leases,
the said date would be the date of transition. It is
remeasured when there is a change in future lease
payments arising from a change in a rate, if the
Company changes its assessment of whether it will
exercise an extension or termination option.
When the lease liability is remeasured in this way,
a corresponding adjustment is made to the
carrying amount of the right-of-use asset, or is
recorded in statement of profit and loss if the
carrying amount of the right-of-use asset has been
reduced to zero.
The Company has elected not to recognize right-
of-use assets and lease liabilities for short-term
leases that have a lease term of 12 months or less
and leases of low-value assets. The Company
recognizes the lease payments associated with
these leases as an expense over the lease term.
The Company’s lease asset class consist of leases
for office premises.
e) Impairment of non-financial assets
An assessment is done at each Balance Sheet date
to ascertain whether there is any indication that
an asset may be impaired. If any such indication
exists, an estimate of the recoverable amount of
asset is determined. If the carrying value of
relevant asset is higher than the recoverable
amount, the carrying value is written down
accordingly.
f) Finance Cost:
Borrowing costs on financial liabilities are
recognized using the EIR.
g) Foreign currency translation
(i) Functional and presentational currency
The standalone financial statements are
presented in Indian Rupees which is also
functional currency of the Company and the
currency of the primary economic environment in
which the Company operates.
(ii)Transactional and Balances
a) Initial Recognition:
Foreign currency transactions are translated into
103 | Annual Report 2024-25
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the functional currency using the exchange rates
prevailing at the dates of the transactions.
b) Conversion:
Monetary assets and liabilities denominated in
foreign currency, which are outstanding as at the
reporting date, are translated at the reporting
date at the closing exchange rate and the
resultant exchange differences are recognized in
the statement of profit and loss or Other
Comprehensive Income as permitted under the
relevant Ind AS.
Non–monetary items that are measured at
historical cost in a foreign currency are translated
using the spot exchange rates as at the date of
recognition.
h) Retirement and other employee benefits
Short term employee benefit:
All employee benefits payable wholly within
twelve months of rendering the service are
classified as short- term employee benefits. These
benefits include short term compensated absences
such as paid annual leave. The undiscounted
amount of short-term employee benefits expected
to be paid in exchange for the services rendered
by employees is recognized as an expense during
the period. Benefits such as salaries and wages,
etc. and the expected cost of the bonus/ex-gratia
are recognized in the period in which the
employee renders the related service.
Post-employment benefit:
a) Defined contribution schemes:
All the employees of the Company are entitled to
receive benefits under the Provident Fund and
Employees State Insurance scheme, defined
contribution plans in which both the employee and
the Company contribute monthly at a stipulated
rate. The Company has no liability for future
benefits other than its annual contribution and
recognizes such contributions as an expense in the
period in which employee renders the related
service. If the contribution payable to the scheme
for service received before the Balance Sheet date
exceeds the contribution already paid, the deficit
payable to the scheme is recognized as a liability
after deducting the contribution already paid. If
the contribution already paid exceeds the
contribution due for services received before the
Balance Sheet date, then excess is recognized as
an asset to the extent that the pre-payment will
lead to, for example, a reduction in future
payment or a cash refund.
b) Defined Benefit schemes:
The Company provides for the gratuity, a defined
benefit retirement plan covering all employees.
The plan provides for lump sum payments to
employees upon death while in employment or on
separation from employment after serving for the
stipulated years mentioned under ‘The Payment
of Gratuity Act, 1972’.The present value of the
obligation under such defined benefit plan is
determined based on actuarial valuation, carried
out by an independent actuary at each Balance
Sheet date, using the Projected Unit Credit
(“”PUC””) Method, which recognizes each period
of service as giving rise to an additional unit of
employee benefit entitlement and measures each
unit separately to build up the final obligation.
The obligation is measured at the present value of
the estimated future cash flows. The discount
rates used for determining the present value of
the obligation under defined benefit plan are
based on the market yields on Government
Securities as at the Balance Sheet date.
Net interest recognized in profit or loss is
calculated by applying the discount rate used to
measure the defined benefit obligation to the net
defined benefit liability or asset. The actual
return on the plan assets above or below the
discount rate is recognized as part of re-
measurement of net defined liability or asset
through other comprehensive income. An actuarial
valuation involves making various assumptions
that may differ from actual developments in the
future. These include the determination of the
discount rate, attrition rate, future salary
increases and mortality rates. Due to the
complexities involved in the valuation and its
long-term nature, these liabilities are highly
sensitive to changes in these assumptions. All
assumptions are reviewed annually.
Re-measurement, comprising of actuarial gains
and losses and the return on plan assets
(excluding amounts included in net interest on the
net defined benefit liability), are recognized
immediately in the balance sheet with a
corresponding debit or credit to retained earnings
through OCI in the period in which they occur. Re-
measurement's are not reclassified to the
statement of profit and loss in subsequent
periods.
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i) Taxes
Current Income Taxes:
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.
The tax rates and tax laws used to compute the
amount are those that are enacted, or
substantively enacted, by the reporting date in
the countries where the Company operates and
generates taxable income.
Current income tax relating to items recognized
outside the statement of profit and loss is
recognized outside the statement of profit and
loss (either in other comprehensive income or 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.
Deferred Income taxes:
Deferred tax assets and liabilities are recognized
for temporary differences arising between the tax
bases of assets and liabilities and their carrying
amounts. Deferred income tax is determined using
tax rates (and laws) that have been enacted or
substantively enacted by the reporting date and
are expected to apply when the related deferred
income tax asset is realized or the deferred
income tax liability is settled.
Deferred tax assets are only recognized for
temporary differences, unused tax losses and
unused tax credits if it is probable that future
taxable amounts will arise to utilize those
temporary differences and losses. Deferred tax
assets are reviewed at each reporting date and
are reduced to the extent that it is no longer
probable that the related tax benefit will be
realized.
Deferred tax assets and liabilities are offset
where there is a legally enforceable right to
offset current tax assets and liabilities and they
relate to income taxes levied by the same tax
authority on the same taxable entity, or on
different tax entities, but they intend to settle
current tax liabilities and assets on a net basis or
their tax assets and liabilities are realized
simultaneously.
Goods and Service Taxes:
Expenses and assets are recognized net of the
goods and services tax/value added taxes paid,
except:
1.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 assertor as part of the expense item, as
applicable.
2.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.
j) Segment Reporting
The Company is primarily engaged in the business
of financing and there are no separate reportable
segments identified as per the Ind AS 108 -
Operating Segments.
k) Earning per share
The Company reports basic and diluted earnings
per share in accordance with Ind AS 33 on Earnings
per share. Basic EPS is calculated by dividing the
net profit or loss for the year attributable to
equity shareholders (after deducting preference
dividend and attributable taxes) by the weighted
average number of equity shares outstanding
during the 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 year are adjusted for the effects of all
dilutive potential equity shares. Dilutive potential
equity shares are deemed converted as of the
beginning of the period, 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.
l) Provisions
Provisions are recognized when the enterprise 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,
105 | Annual Report 2024-25
----------------Page (107) Break----------------
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 enterprise determines the level of
provision by discounting the expected cash flows
at a pre-tax rate reflecting the current rates
specific to the liability. The expense relating to
any provision is presented in the statement of
profit and loss net of any reimbursement. As at
reporting date, the Company does not have any
such provisions where the effect of time value of
money is material.
m) Contingent Liabilities
A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed 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 measured reliably. The Company does
not recognize a contingent liability but discloses
its existence in the financial statements.
Contingent liabilities are reviewed at each
Balance Sheet date.
n) Cash and Cash Equivalents
Cash and cash equivalents include cash on hand
and other short term, highly liquid investments
with original maturities of three months or less
that are readily convertible to known amounts of
cash and which are subject to an insignificant risk
of changes in value.
o) Cash Flow Statement
Cash flows are reported under the ‘Indirect
method’ as set out in Ind AS 7 on ‘Statement of
Cash Flows, whereby net profit after tax is
adjusted for the effects of transactions of non-
cash nature, tax and any deferrals or accruals of
past or future cash receipts or payments. The cash
flows are prepared for the operating, investing
and financing activities of the Company
Note No. 3: Cash and Cash Equivalents
Note No. 4: Bank Balance with other than cash
and cash Equivalents
Note No. 5 : Loans
Particulars
As at
31st March,
2025
As at
31st March,
2024
Cash on Hand0.000.07
Balances with banks (of the
nature of cash and cash
equivalents)
- on current accounts115.13296.25
Others: Wallets2.402.95
Total (Net)117.53299.26
Particulars
As at
31st March,
2025
As at
31st March,
2024
Bank Deposit with original Maturity
for more than 3 Months
1926.811820.13
Total (Net)1926.811820.13
ParticularsAs at31st March, 2025As at31st March, 2024
Loans repayable on Demand313.74402.57
Term Loans (Refer Note 36(D)2684.292,363.61
Gross2998.032,766.18
Less: Impairment loss
allowance (Refer Note 36(D)
for provision made as per RBI
Regulation)
26.2158.89
Net2971.822,707.29
Unsecured*2,998.032,766.18
Gross2998.032,766.18
Less: Impairment loss
allowance
26.2158.89
Net2971.822,707.29
Loans in India
- Individuals, Private and
Public Companies2,998.032,766.18
Gross2998.032,766.18
Less: Impairment loss
allowance26.2158.89
Net2971.822,707.29
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
*All Loans given are unsecured given to the Individuals, private &
public companies.
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Statutory Reports Financial Statement Notice
----------------Page (108) Break----------------
Note No. 6: Investments
Note No. 7: Other Financial Assets
Note No. 8: Current Tax Assets(Net)
Income Tax
Particulars
As at
31st March,
2025
As at
31st March,
2024
Investment in Quoted Equity
Instruments
At Fair Value through OCI
Investment in Equity
Instruments 562.381034.16
At Fair Value through Profit or Loss
Investment in Equity
Instruments 570.39-
Total1132.771034.16
Investment in India1132.771034.16
Investment outside India--
Total1132.771034.16
Less: Impairment loss allowance--
Net1132.771034.16
ParticularsAs at31st March, 2025As at31st March, 2024
Security Deposits(At
Amortized Cost)3.422.85
Rental Deposit10.7-
Telephone Deposit0.020.02
Income Tax Refund1.97-
Other Receivables3.4664.19
Total19.5767.05
*Other Receivables include other loan related receivable and amount
deposited with the demat account.
ParticularsAs at31st March, 2025As at31st March, 2024
Advance Income Tax
net of provision of
tti
5015
Tax Deducted at
Source
14.76.05
Less: Provision for
Taxation
61.68.82
Total3.112.23
Particulars
As at
31st March,
2025
As at
31st March,
2024
Current Tax61.68.82
Adjustment in respect of
current income tax of prior
years
--
Deferred tax relating to
origination and reversal of
temporary differences
48.3825.12
Total tax charge109.9833.95
Reconciliation of the total tax charge:
The tax charge shown in the statement of profit
and loss differs from the tax charge that would
apply if all profits had been charged at Indian
corporate tax rate.
A reconciliation between the tax expense and the
accounting profit multiplied by India’s domestic
tax rate for the financial years ended March 31,
2025 and March 31, 2024 is, as follows:
NOTE: The dividends of Rs. 10.83 lakhs (March 31,
2024: Rs. 0.08 lakhs) received from investments in
shares are recorded as dividend income.
Particulars
As at
31st March,
2025
As at
31st March,
2024
Accounting profit before tax(407.31)96.27
At India’s statutory income tax
rate of 25.168% (2023:
25.168%)
-24.23
Adjustment in respect of
current income tax of prior
years
--
Income Subject to Tax at
special rate (15%)2.53-
Income Subject to Tax at
special rate (20%)74.96-
Non-deductible expenses
Adjustment in respect of prior
years*--
Others23.7937.98
Tax Losses8.71-28.26
Total109.9833.95
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
107 | Annual Report 2024-25
----------------Page (109) Break----------------
Deferred Tax
As at 31st March 2025
As at 31st March 2024
ParticularsDTADTLStatement of Profit
and Loss
OCI
Provision for post retirement benefits7.00--1.641.97
Fair Valuation of Equity Instruments42.0319.8751.5812.99
Property, plant and equipment and intangible assets- carrying amount other
than on account of fair valuation
-1.18-2.08-
Unused Tax losses45.85-8.71-
Right-of-use assets5.05--1.78-
Total99.9321.0454.7814.96
ParticularsDTADTLStatement of Profit
and Loss
OCI
Provision for post retirement benefits3.40--0.991.73
Fair Valuation of Equity Instruments-33.03--28.44
Property, plant and equipment and intangible assets- carrying amount other than
on account of fair valuation
-1.81-0.35-
Unused Tax losses37.14-28.26-
Right-of-use assets3.44--1.80-
Total43.9734.8325.12-26.70
Note No. 9A : Property, Plantand Equipment and Intangible Assets
Lease hold
improvements
Computer and
PeripheralsVehicles
Furniture &
fittings
Plant and
Machineries
Intangible
Assets [StuCred
Application]
Total
Gross block
At April 1, 20238.4631.5230.1939.4214.45190.42314.47
Additions-12.48561.11.93-71.5
At March 31, 20248.4643.9986.1940.5216.38190.42385.97
Additions-12.8926.630.350.28-40.15
Deletions--1.44----
At March 31, 20258.4656.89111.3840.8716.66190.42424.68
Depreciation / amortisation-
At April 1, 20232.1725.8827.229.243.822.1290.43
Charge for the year1.786.853.137.912.1433.6655.48
At March 31, 20243.9532.7330.3617.155.9555.78145.91
Charge for the year1.2810.1317.986.071.9426.9364.33
At March 31, 20255.2342.8648.3423.227.8982.71210.24
Net Block3.2414.0363.0517.658.77107.71214.44
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
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Lease hold
improvements
Computer and
PeripheralsVehicles
Furniture &
fittings
Plant and
Machineries
Intangible
Assets [StuCred
Application]
Total
At March 31, 20244.5111.2755.8323.3710.44134.64240.06
At March 31, 20253.2414.0363.0517.658.77107.71214.44
Impairment Loss-------
At April 1, 2022-------
Charge for the year-------
Disposals-------
At March 31, 2024-------
Charge for the year-------
Disposals-------
Net Block3.2414.0363.0517.658.77107.71214.44
At March 31, 20244.5111.2755.8323.3710.44134.64240.06
At March 31, 20253.2414.0363.0517.658.77107.71214.44
Note No. 9B: Intangible Assets under
Development
As at 31 March 2025st
(a) Intangible Assets under Development aging
schedule
(b) or Intangible assets under development, whose
completion is overdue or has exceeded its cost
compared to its original plan, following
Intangible assets under development completion
schedule shall be given= NIL
As at 31 March 2024st
(c) Intangible Assets under Development aging
schedule
(d) or Intangible assets under development, whose
completion is overdue or has exceeded its cost
compared to its original plan, following
Intangible assets under development completion
schedule shall be given= NIL
Note No. 10 : Leases
A)Where the Company is a lessee.
(i) Amount recognized in balance sheet
Right-of-use Assets:
OFFICE PREMISES:
Intangible assets
under
development
Less
than 1
Year
1-2 Year2-3 Year3-4 Year4-5 Year
Projects in
progress24.26---24.26
Projects
temporarily
suspended
NILNILNILNILNIL
Intangible assets under
development
Less
than 1
Year
1-2
Year
2-3
Year
3-4
Year
4-5
Year
Projects in progressNILNILNILNILNIL
Projects temporarily
suspendedNILNILNILNILNIL
ParticularsAs at31st March, 2025As at31st March, 2024
Opening Balance107.66122.68
- Additions--
- Depreciation charged
during the year
15.0215.02
- Disposals--
Net Carrying Amount92.64107.66
The Company has not revalued any of its Right-of-
use assets during the year ended March 31, 2025.
Hence,the amount of change in gross and net
carrying amount due to revaluation and
impairment losses/reversals is nil.
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
109 | Annual Report 2024-25
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Depreciation charge of right-
of-use assets (included in
depreciation, amortisation
and impairment)
15.0215.02
Interest expense (included in
finance costs)11.1611.16
Expense relating to leases of
low-value assets that are not
shown above as short-term
leases (included in other
expenses)
--
(iii) Gains or losses arising
from sale and leaseback
transactions
--
(iv) Total Cash outflow for
leases during the year26.1826.96
(ii) Amount recognized in statement of profit and
loss
The Company does not face a significant liquidity
risk with regard to its lease liabilities as the assets
are sufficient to meet the obligations related to
lease liabilities as and when they fall due.
Note No. 11 : Other Non-Financial Assets
ParticularsAs at31st March, 2025As at31st March, 2024
Goods and services tax
credit (input) receivable14.5113.04
Advances to Vendors7.093.56
Advance to Employees3.1610.22
Rental Pre-Payments6.587.14
Prepaid Expense1.55-
Others*3.002.82
35.9036.77
Note No. 12 : Non-Current Assets held for sale
ParticularsAs at31st March, 2025As at31st March, 2024
Bullion - Held for Sale*4.64.6
4.64.6
* Measured at lower of cost or fair value.
Note No. 13 : Payables
Particulars
As at
31st March,
2025
As at
31st March,
2024
Other Payables
Dues to Micro and Small Enterprises
(also refer note no: 51)--
Total outstanding dues of creditors
other than micro enterprises and small
enterprises
34.9427.5
34.9427.5
Ageing Schedule
Outstanding for following
periods from due date of
payment
As at March 31, 2024
UndisputedDisputed
MSMEOthersMSMEOthers
Unbilled Dues----
Less than 1 Year--
1-2 Years----
2-3 Years----
More than 3 Years----
Not yet due-27.5--
Total-27.5--
Outstanding for following
periods from due date of
payment
As at March 31, 2025
UndisputedDisputed
MSMEOthersMSMEOthers
Unbilled Dues----
Less than 1 Year--
1-2 Years----
2-3 Years----
More than 3 Years----
Not yet due-34.94--
Total-34.94--
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
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Note No. 14 : Borrowings (Other than Debt
Securities)
Particulars
As at March 31, 2025
At
Amortise
d Cost
At Fair
Value
Through
profit
or loss
Designated
at fair value
through
profit or
loss
Total
Loans from related
parties (Unsecured)1122.09--1122.09
Inter Corporate
Deposit -
(Unsecured)
2,043.77--2,043.77
Total (A)3,165.86--3,165.86
Borrowings in India3,165.86--3,165.86
Borrowings outside
India----
Total (B) to tally
with (A)3,165.86--3,165.86
Particulars
As at March 31, 2024
At
Amortised
Cost
At Fair
Value
Through
profit or
loss
Designated
at fair
value
through
profit or
loss
Total
Loans from related
parties (Unsecured)752.98--752.98
Inter Corporate
Deposit - (Unsecured)2,043.77--2,043.77
Total (A)2,796.75--2,796.75
Borrowings in India2,796.75--2,796.75
Borrowings outside
India----
Total (B) to tally
with (A)2,796.75--2,796.75
(Rs.in Lakhs)
(Rs.in Lakhs)
Note No. 15 : Other financial liabilities
Particulars
As at
31st March,
2025
As at
31st March,
2024
Salary Payable38.9920.07
Audit Fee Payable0.750.75
Other Payables*63.8424.78
Lease liability movement
Opening Lease liability121.33129.2
Add: Additional during the
year
-Interest on lease liability11.1611.94
Less: Deletion during the year
- Lease rental payments(19.80)(19.80)
Closing Lease liability112.69121.33
Total216.27166.93
Note: Loan from related parties are for a tenor of
one year and are renewable.
*Other payables includes liability for other
expenses and Credit Card Dues.
Note No. 16 : Provisions
Particulars
As at
31st March,
2025
As at
31st March,
2024
Provision for employee benefits
- Gratuity (Refer note no: 33)27.7513.41
27.7513.41
Note No. 17 : Other non-financial liabilities
Particulars
As at
31st March,
2025
As at
31st March,
2024
TDS Payable19.6713.32
GST Payable37.5729.63
EPF Payable3.721.76
ESI Payable0.12-
Interest Received in advance0.45-
Professional Tax Payable0.020.59
Other Payables*21.40.23
Total82.9645.54
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
111 | Annual Report 2024-25
----------------Page (113) Break----------------
(i) Reconciliation of the shares outstanding at the
beginning and at the end of the reporting period
Equity shares
Note No. 18 : Equity Share capital
Particulars
As at
31st March,
2025
As at
31st March,
2024
(a) Authorized
2,50,00,000(31 March 2024)
equity shares of `10/- each2,5002,500
50,00,000 (31 March 2024)
Compulsory convertible
preference shares (CCPS) of
`10/- each
500500
2,00,00,000 (31 March’25)
equity shares of `10/- each
-Increased during the FY 2025
2,000-
(b) Issued, Subscribed and
fully paid up
2,02,22,000 (31st March 2024:
2,02,22,000) Equity Shares of
10/- Each
2,022.202,022.20
Total issued, subscribed and
fully paid-up share capital2,022.202,022.20
Particulars
31st March 202531st March 2024
Number of
sharesAmount
Number of
sharesAmount
At the beginning of
the period20,222,000
2,022.2013,623,0001,362.30
Loan converted to
Equity----
Preference shares
converted to
Equity*
----
Warrants converted
to Equity**--6,599,000659.9
Outstanding at
the end of the
year
20,222,0002,022.2020,222,0002022.2
Particulars
31st March 202531st March 2024
Number
of sharesAmount
Number
of sharesAmount
At the beginning of the
period----
Issued during the
period----
Converted to equity
during the year*----
Outstanding at the
end of the year----
Name of Warrant
Holders
Category
As at
31st March,
2025
As at
31st
March, 2024
No of
warrants
converted
No of
warrants
converted
Jaijash TatiaPromoter-2,029,000
Henna JainPromoter-2,320,000
Ramesh NaharNon-Promoter - -
B Rameshchand Nahar
and Sons HUFNon-Promoter--
Kulin Shantibhai VoraNon-Promoter-350,000
Rocky Rasiklal VoraNon-Promoter-350,000
Bhogilal Mavji VoraNon-Promoter-300,000
Bhawarlal Rameshchand
Sons HUF
Non-Promoter--
Nirmala NaharNon-Promoter--
Salil BansalNon-Promoter-1,000,000
Sapna ParekhNon-Promoter-250,000
Total-6,599,000
(ii) Term / right attached to equity shares
The company has only one class of equity shares having par
value of `10 per share. Each holder of equity shares is
entitled to one vote per share. The dividend, if any, is
subject to the approval of the shareholders in the ensuing
annual general meeting.
*On July 20, 2023, the company alloted 65,99,000
equity shares of face value of Rs.10 each fully paid
issued at a premium of Rs.11/- per equity share to
the following warrant holders upon exercise of
option of conversion of 65,99,000 warrants. The
entire proceeds have been utilised for the objects of
the preferential issue.
Preference Shares
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
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Statutory Reports Financial Statement Notice
----------------Page (114) Break----------------
The company has not declared any dividend during
the year.
In the event of liquidation of the company, the
holders of equity shares will be entitled to receive
remaining assets of the company, after
distribution of all preferential amounts. The
distribution will be in proportion to the number of
equity shares held by the shareholders.
(iii) Capital management for the Company’s
objectives, policies and processes for managing
capital:
The Company’s objective is to maintain
appropriate levels of capital to support its
business strategy taking into account the
regulatory, economic and commercial
environment.
The primary objectives of the Company’s capital
management policy are to ensure that the
Company complies with externally imposed capital
requirements and maintains strong credit ratings
and healthy capital ratios in order to support its
business and to maximize shareholder value.
The Company manages its capital structure and
makes adjustments in the light of changes in
economic conditions and the requirements of the
financial covenants. To maintain or adjust the
capital structure, the Company may adjust the
dividend payment to shareholders, return capital
to shareholders or issue new shares. The Company
monitors capital using a gearing ratio, which is net
debt divided by total capital plus net debt. The
Company includes within net debt, interest
bearing loans and borrowings less cash and short-
term deposits.
ParticularsAs at31st March, 2025As at31st March, 2024
Debt3165.862,796.75
Less: Cash and Cash
Equivalents117.53299.26
Net Debt3048.332,497.49
Total Equity3095.073,288.22
Net Debt to Total Equity
Ratio0.980.76
(iv) Details of shareholders holding more than
5% shares in the company
Name of the
Shareholder
31st March 202531st March 2024
Number of
shares
% holding in
the class
Number of
shares
% holding
in the
class
Equity shares
of `10 each
fully paid
Tatia Global
Vennture
Limited
1,950,0009.64%1,950,0009.64%
Subh Labh
Infrastructure
Private
Limited
1,759,5008.70%1,759,5008.70%
Jaijash Tatia3,974,30019.65%3,974,30019.65%
Henna Jain3,000,00014.84%3,000,00014.84%
As per records of the company, including its
register of shareholders/ members and other
declarations received from shareholders regarding
beneficial interest, the above shareholding
represents both legal and beneficial ownerships of
shares.
(v) Details of Promoters holding in the company
Promoter Name
as at March 31, 2025
Number of
shares
% holding
in the class
% Change
during the
year
Equity shares of `10 each
fully paid
1. Mr. Jaijash Tatia3,974,30019.65%-
2. Ms. Henna Jain3,000,00014.84%-
3. Tatia Global Vennture
Limited1,950,0009.64%-
4. Ashram online.com Ltd952,7004.71%-
5. Bharat Jain Tatia550,2192.72%-
6. Chandrakantha Tatia504,8502.50%-
7. Jinpaad Developers
Private Limited310,0001.53%-
8. Pannalal Tatia1000.00%-
Total11,242,16955.59%-
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
113 | Annual Report 2024-25
----------------Page (115) Break----------------
Promoter Name
As at March 31, 2024
At
Amortised
Cost
Designated
at fair value
through
profit or
loss
Total
Equity shares of `10 each
fully paid
1. Mr. Jaijash Tatia3,974,30019.65%5.37%
2. Ms. Henna Jain3,000,00014.84%9.84%
3. Tatia Global Vennture
Limited1,950,0009.64%-4.67%
4. Ashram online.com Ltd952,7004.71%-2.28%
5. Bharat Jain Tatia550,2192.72%-1.32%
6. Chandrakantha Tatia504,8502.50%-1.21%
7. Jinpaad Developers
Private Limited310,0001.53%-0.74%
8. Pannalal Tatia1000.00%0.00%
Total11,242,16955.59%4.99%
Note No. 19 : Other Equity
Particulars
As at
31st
March,
2025
As at
31st
March,
2024
Statutory reserve (Pursuant to Section 45-IC of
The RBI Act, 1934)
Opening Balance167.09154.62
Add: Transferred from Retained Earnings-12.46
Closing Balance167.09167.09
Capital Reserve
Opening Balance1.26-
Add: Added during the year-1.26
Closing Balance1.261.26
Securities Premium
Opening Balance1381.84655.95
Add: Premium on shares issued during the year-725.89
Closing Balance1,381.841,381.84
Convertible Warrants
Opening Balance-453.71
Add: Money Received during the year-933.35
Particulars
As at
31st
March,
2025
As at
31st
March,
2024
Less: Shares alloted during the year--1,385.79
Less: Forfeited Amount transferred to
capital reserve--1.26
Closing Balance--
Other Comprehensive Income
Opening Balance246.7936.45
Add: Additions during the year237.4210.33
Less: Transfer to retained Earnings
(Realised Profits)-333.61-
Closing Balance150.57246.79
Retained Earnings
Opening Balance-530.94-580.8
Add: Profits for the current year-414.1462.32
Add: Transfer from other comprehensive
income (Realised profits)333.61-
Add/Less: Appropriations
Share Capital Expenses-16.4-
Transfer to statutory reserve as per
Section 45-IC of The RBI Act, 1934--12.46
-627.88-530.94
Total1072.871,266.03
Nature and Purpose of Reserves:
A) Statutory Reserves:
Every year the Company transfers a sum of not
less than twenty per cent of net profit of that
year as disclosed in the statement of profit and
loss to its Statutory Reserve pursuant to Section
45-IC of the RBI Act, 1934.
The conditions and restrictions for distribution
attached to statutory reserves as specified in
Section 45-IC(1) in The Reserve Bank of India Act,
1934:
a)Every non-banking financial company (NBFC)
shall create a reserve fund and transfer therein a
sum not less than twenty per cent of its net profit
every year as disclosed in the profit and loss
account and before any dividend is declared.
(Rs.in Lakhs)
(Rs.in Lakhs)(Rs.in Lakhs)
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1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (116) Break----------------
b) No appropriation of any sum from the
reserve fund shall be made by the NBFC except
for the purpose as may be specified by the RBI
from time to time and every such appropriation
shall be reported to the RBI within twenty-one
days from the date of such withdrawal:
Provided that the RBI may, in any particular case
and for sufficient cause being shown, extend the
period of twenty one days by such further period
as it thinks fit or condone any delay in making
such report.
c) Notwithstanding anything contained in sub-
section (1), the Central Government may, on the
recommendation of the RBI and having regard to
the adequacy of the paid-up capital and reserves
of a NBFC in relation to its deposit liabilities,
declare by order in writing that the provisions of
sub-section (1) shall not be applicable to the NBFC
for such period as may be specified in the order:
Provided that no such order shall be made
unless the amount in the reserve fund under sub-
section (1) together with the amount in the share
premium account is not less than the paid-up
capital of the NBFC.
B) Securities Premium:
The amount received in excess of face value of
the equity shares is recognized in Securities
premium. In case of equity-settled share based
payment transactions, the difference between fair
value on grant date and nominal value of share is
accounted as securities premium. The reserve can
be utilized only for limited purposes such as
issuance of bonus shares in accordance with the
provisions of the Companies Act, 2013.
C) Retained Earnings:
Retained earnings are the profits that the
Company has earned till date, less any transfers
to statutory reserve, debenture redemption
reserve, general reserve, dividends distributions
paid to shareholders and transfer from debenture
redemption reserve.
D) Other Comprehensive Income:
Other comprehensive income comprises of
Changes in actuarial gains on account of Defined
Benefit obligations and Investment in Equity
Instruments designated at FVOCI not declassifiable
to Profit and Loss Statement. On derecognition of
Equity Instruments, company transfers the amount
to Retained Earnings.
E) Capital Reserve:
Capital reserve is unexercised warrant amount
forfeited. (refer note: 19)
Note No. 20 : Interest Income
Note No. 22 : Other Operating income
Note No. 21 : Fees and Commission Income
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
Interest on Loans75.9855.22
Interest on deposits with bank96.7534.89
Total172.7390.11
Particulars
For the year
ended
For the year
ended
31st March, 202531st March, 2024
Income from Application
Usage Fee1,651.701,218.26
Income from Loan Related
Fees605.06308.36
2256.761,526.63
Revenue from contract
with customers
Fees and Commission
Income2256.761,526.63
Timing of Revenue
Recognition:
Services transferred at
point in time2256.761,526.63
Services transferred over
time--
Particulars
For the year endedFor the year ended
31st March, 202531st March, 2024
Bad Debts Recovery212.5420.25
Total212.5420.25
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
115 | Annual Report 2024-25
----------------Page (117) Break----------------
Note No. 24 : Finance Cost
Note No. 25: Fees and Commission Expenses
Note No. 26 : Net gain/(Loss) on fair Value
Changes*
Particulars
For the year
ended
For the year
ended
31st March, 202531st March, 2024
On Financial liabilities
measured at amortized cost
Interest on Borrowings272.3184.03
Interest on Lease Liabilities11.1611.94
Total283.4795.96
Particulars
For the year endedFor the year ended
31st March, 202531st March, 2024
Loan Collection Fee366.9583.85
Total366.9583.85
Particulars
For the
year ended
For the
year ended
31st
March,
2025
31st
March,
2024
(A) Net gain/ (loss) on financial
instruments at fair value through profit or
loss
-
(i) On Trading Portfolio
-Investments194.01-
- Derivatives--
-Others--
(ii) On Financial Instruments designated at
fair value through profit/loss
(B) Others (to be specified)
Particulars
For the
year ended
For the
year ended
31st
March,
2025
31st
March,
2024
Total Net gain/(Loss) on fair value
Changes(C)194.01-
Fair Value changes:
-Realised127.83-
-Unrealised66.18-
Total Net gain/(loss) on fair value
changes(D) to tally with (C)194.01-
*Fair value changes in this schedule are
other than those arising on account of
accrued interest income/expense.
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
Interest on Income Tax Refunds0.560.09
Profit on sale of property, plant
& Equipment
10.93-
Other Income0.230.12
Total11.720.22
Note No. 23 : Other income
Note No. 27 : Impairment on Financial
Instruments
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
On Financial instruments
measured at amortized cost
On Loans (Write-Off)1190.53670.8
Provisions on Loan(33.23)19.39
Total1157.29690.19
Note No. 28 : Employee benefits expense
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
Salaries, wages and bonus (Including
Director Remuneration)413.72261.68
Contribution to provident and other
funds32.7410.71
Gratuity Expenses (Refer Note 35)6.523.94
Staff-Welfare expenses1.462.04
Total454.44278.37
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
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Statutory Reports Financial Statement Notice
----------------Page (118) Break----------------
Note No. 31 : Earnings per share(EPS)
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
A. Payment to auditor:
As Auditor:
Statutory audit0.750.75
Previous year Adjustment-0.4
0.751.15
Particulars
For the year
ended
For the
year ended
31st March,
2025
31st March,
2024
Profits/(Loss) after Tax (A)-414.1462.32
Weighted average number of equity
shares in calculating basic EPS (B) - In
Lakhs
202.22185.72
Weighted average number of equity
shares in calculating diluted EPS
(C) - In Lakhs
202.22185.72
Basic earnings per equity share (in
Rupees) (face value of ` 10/- per share
(A/B) - In Lakhs
-2.050.34
Diluted earnings per equity share (in
Rupees) (face value of ` 10/- per share)
(A/C) - In Lakhs
-2.050.34
Note No. 29 : Depreciation and Amortization
Expenses
Note No. 30 : Other expenses
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
Depreciation of Property, Plant
and Equipments
37.4121.82
Amortization of Intangible Assets26.9333.66
Depreciation of Right-Of-Use
Assets (Refere note no: 10)
15.0215.02
Total79.3670.5
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
Rent, taxes and energy cost4.863.54
Loan origination expense75.3840.14
Business Promotion269.2994.93
Legal and professional fee26.5727.64
Technology expenses90.28100.43
Administrative expenses29.0921.05
Repairs and maintenance5.214.54
Communication cost6.242.01
Printing and stationery1.860.87
Director‘s fees, allowances and
expenses3.000.32
Payment to Auditors (Refer note A)0.751.15
Insurance expense3.280.57
Listing and other filing fee5.227.05
Postage and courier0.040.05
Travelling & convyeance expenses6.997.00
Membership fees1.533.28
Bank Charges0.950.35
Other Expenditure5.847.22
536.38322.14
Note No. 32 : Expenditure in foreign
currency(accrual basis)
Particulars
For the year
ended
For the year
ended
31st March,
2025
31st March,
2024
Technology Cost including
software subscriptions and
Infrastructure Usage
82.7828.53
Total82.7828.53
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
117 | Annual Report 2024-25
----------------Page (119) Break----------------
Note No. 33 : Gratuity and other post-employment benefit plans
Particulars
For the year endedFor the year ended
31st March, 202531st March, 2024
Amount recognised in the statement of profit and loss in respect of the
defined benefit plan are as follows:
i. Funded status of the plan
Present value of unfunded obligations27.7513.41
Present value of funded obligations--
Fair value of plan assets--
Net Defined Benefit Liability/(Assets)27.7513.41
ii. Profit and loss account for the period
Service cost:
Current service cost5.583.75
Past service cost--
loss/(gain) on curtailments and settlement--
Net interest cost0.940.19
Total included in 'Employee Benefit--
Total included in 'Employee Benefit Expenses/(Income)6.523.94
iii. Other Comprehensive Income for the period
Components of actuarial gain/losses on obligations:
Due to Change in financial assumptions400.32
Due to change in demographic assumption3.22-
Due to experience adjustments4.196.56
Return on plan assets excluding amounts included in interest income--
Amounts recognized in Other Comprehensive (Income) / Expense7.826.88
iv. Reconciliation of defined benefit obligation
Opening Defined Benefit Obligation13.412.59
Transfer in/(out) obligation--
Current service cost5.583.75
Interest cost0.940.19
Components of actuarial gain/losses on obligations:--
Due to Change in financial assumptions0.40.32
(Rs.in Lakhs)
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Statutory Reports Financial Statement Notice
----------------Page (120) Break----------------
Particulars
For the year endedFor the year ended
31st March, 202531st March, 2024
Due to change in demographic assumption3. 22-
Due to experience adjustments4.196.56
Past service cost
Closing Defined Benefit Obligation27.7513.41
v. Reconciliation of Net Defined Benefit Liability/(Assets)
Net opening provision in books of accounts13.412.59
Transfer in/(out) obligation--
Transfer (in)/out plan assets--
Employee Benefit Expense6.523.94
Amounts recognized in Other Comprehensive (Income) / Expense7.826.88
27.7513.41
Benefits paid by the Company--
Contributions to plan assets--
Closing provision in books of accounts27.7513.41
Note No. 34 : Related party disclosures
RelationshipName of the Party
Key Management Personnel
Jaijash Tatia, MD W.e.f 01-09-2024 (Erstwhile WTD)
Henna Jain, WTD W.e.f 01-09-2024, (Erstwhile Non- Executive
Director)
Shoba Nahar, CFO
Vidyalakshmi, Compliance Officer & CS (Date of Cessation 15-
04-2025)
Niharika Goyal, Compliance Officer & CS (W.e.f 16-04-2025)
Relative of Key Management Personnel*NIL
Enterprises over which KMPs and their relatives can exercise
significant Influence
Jinpaad Developers Private Limited
Ashram Online.com Limited
Tatia Global Venntures Limited
Opti Products Private Limited
A) Names of the Related parties and Related party relationship
*Names of relatives of Key Management Personnel with whom the Company has transactions.
(Rs.in Lakhs)
119 | Annual Report 2024-25
----------------Page (121) Break----------------
B) Balance at the year end:
Particulars
Enterprises over
which KMPs and
their relatives can
exercise significant
Influence
Relative of Key
Managerial
Personnel
Key Managerial
PersonnelTotal
3/31/20253/31/20243/31/20253/31/20243/31/20253/31/20243/31/20253/31/2024
Remuneration
- Jaijash Tatia----5.005.005.005.00
- Shoba Nahar----5.001.255.001.25
- Henna Jain----5.00---
- Vidya Lakshmi R----0.850.58-0.58
Loan Balance
- Jaijash Tatia-------
- Ashram Online.com
Ltd130.19129.14----130.19129.14
- Opti Products P Ltd.
(Outstanding to be
converted to CCPS)
300.00364.34----300.00364.34
- Tatia Global Venture
Ltd.691.89259.5----691.89259.5
Salary advance
- Shoba Nahar-----10.00-10.00
(Rs.in Lakhs)
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Statutory Reports Financial Statement Notice
----------------Page (122) Break----------------
Particulars
Enterprises over
which KMPs and
their relatives can
exercise significant
Influence
Relative of Key
Managerial Personnel
Key Managerial
PersonnelTotal
3/31/20253/31/20243/31/20253/31/20243/31/20253/31/20243/31/20253/31/2024
Remuneration
- Jaijash Tatia----60.0060.0060.0060.00
- Shoba Nahar----26.2515.0026.2515.00
- Henna Jain---35.00-35.00
- Vidya Lakshmi R----7.677.037.677.03
Salary advance
- Shoba Nahar-----10.00-10.00
Loan Borrowings
- JaijashTatia-----10.00-10.00
- Tatia Global Venture Ltd.400.0047.50----400.0047.50
Loan Repayments
- Jaijash Tatia-----51.60-51.60
- Ashram Online.com Ltd-30.00-----30.00
- Opti Products P Ltd.64.34-----64.34-
- Tatia Global Venture Ltd.-50.00-----50.00
- Jinpaad Developers P Ltd.--------
Share Warrants Receipts
- Jaijash Tatia-----287.59-287.59
- Henna Jain-----291.37-291.37
Warrants conversion to
Equity Shares
- JaijashTatia-----426.09-426.09
- Henna Jain-----487.20-487.20
Interest Expenses
- Ashram Online.com Ltd14.1012.93----14.1012.93
- Opti Products P Ltd.--------
- Tatia Global Venture Ltd.58.2122.46----58.2122.46
c) Transactions with Related parties during the year:
(Rs.in Lakhs)
121 | Annual Report 2024-25
----------------Page (123) Break----------------
Note No. 35 : Asset Classification as per RBI Norms:
Asset Classification
as per RBI Norms
Asset
Classification
as per Ind AS
109
For the Year Ended March 31, 2025For the Year Ended March 31, 2024
Gross
Carrying
Amount
as per Ind
AS
Loss
Allowances
(Provisions)
as required
under Ind
AS 109
Net
Carrying
Amount
Provisions
required
as
per IRACP
norms
Difference
between
Ind
AS 109
provisions
and IRACP
norms
Gross
Carrying
Amount as
per Ind AS
Loss
Allowances
(Provisions)
as required
under Ind
AS 109
Net
Carrying
Amount
Provisions
required
as
per IRACP
norms
Difference
between
Ind
AS 109
provisions
and IRACP
norms
Performing Assets
Standard AssetsStage 12,805.456.952798.56.95-2,142.635.362,137.275.36-
Non-Performing
Assets (NPA)
a) Sub-StandardStage 2192.5819.26173.3219.26-533.1153.31479.853.31-
b) Doubtful - upto
1 year (Unsecured)Stage 3*1190.531190.53-1190.53-675.81675.81-675.81-
1 to 3 YearsStage 3----------
More than 3 YearsStage 3----------
Sub-Total for
Doubtful1190.531190.53-1190.53-675.81675.81-675.81-
c) Loss AssetsStage 3----------
Sub-Total for NPA1,383.111209.78173.321209.78-1,208.92729.12479.8729.12-
Total
Stage 12,805.456.952,798.506.95-2,142.635.362,137.275.36-
Stage 2192.5819.26173.3219.26-533.1153.31479.853.31-
Stage 31190.531190.53-1190.53-675.81675.81-675.81-
(Rs.in Lakhs)
* Recorded as Loan Bad Debts (Write offs) in Profit and Loss Statement. Hence, Gross Amount as per Ind
AS in Balance Sheet will have a difference to that extent.
Note: As required by the RBI Notification, the Company has complied with the requirements of Ind AS
and the Guidelines and Policies approved by the Board in recognition of impairment of financial
instruments. The overall impairment provision made under Ind AS equals the prudential norms
prescribed by the RBI.
Annual Report 2024-25 | 122
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (124) Break----------------
The Company" Kreon Finnancial Services Limited"
has complied with the various requirements
prescribed by Master Direction - Reserve Bank of
India (Non-Banking Financial Company – Scale
Based Regulation) Directions, 2023
(A) Capital Adequacy Ratio
NOTE
*Tier II is not applicable on the company.
*CRAR = (Tier I Capital + Tier II Capital) / Risk-
Weighted Assets.
• Minimum capital ratio consisting of Tier I and
Tier II capital of not less than 15 percent of
aggregate risk weighted assets on- balance sheet
only as the company has no any risk adjusted
value of off- balance sheet items.
• The Tier I capital at any point of time, shall not
be less than 10%
Note No. 36 :
Particulars
Numerator
(Rs.in
Lakhs)
Denominator
(Rs.in Lakhs)
For the
year
ended
31st
March,
2025
For the
year
ended
31st
March,
2024
Capital to risk-
weighted
assets ratio
(CRAR*)
2943.246504.0845.25%50.42%
Tier I CRAR2943.246504.0845.25%50.42%
Tier I CRAR*6504.080.00%0.00%
(B) Calculation of Gross NPA %
Particulars
For the year
ended
31st March,
2025
For the year
ended
31st March,
2024
Gross Loans & Advances2998.032766.18
Gross Non -Performing Assets192.58533.11
Gross NPAs as a percentage of
Gross advances6.42%19.27%
(Rs.in Lakhs)
NOTE: Gross NPA %=((Gross NPAs/Gross Advances )}
×100
C) Calculation of Net NPA %
NOTE: Net NPA %={(Gross NPAs−Provisions)/Net
Advances )}×100
(D) Total Provision As per RBI Regulation
The extant NPA classification norm stands changed
to the overdue period of more than 90 days for
applicable NBFCs. A glide path is provided to
applicable NBFCs to adhere to the 90 days NPA
norm as under :-
ParticularsFor the year ended31st March, 2025For the year ended31st March, 2024
Gross Loans &
Advances2998.032766.18
Less: Provision26.2158.89
Gross NPAs as a
percentage of Gross
advances
2971.822707.29
Gross Non-
Performing Assets
(Gross NPA)
192.58533.11
Less: Provision26.2158.89
Net NPA166.38474.22
Net NPA %5.60%17.52%
% o
% of
Provision
Amount
as of
31-03-
2025
Amount
as of
31-03-
2024
Provision
as on
31-03-
2025
Provision
as on
31-03-
2024
Standard
Assets0.25%2805.452233.076.955.58
Sub-
Standard
Assets
10.00%192.58533.1119.2653.31
2998.032766.8126.2158.89
(Rs.in Lakhs)
(Rs.in Lakhs)
(Rs.in Lakhs)
123 | Annual Report 2024-25
----------------Page (125) Break----------------
* During the year 2022, the company had forfeited
outstanding amounts of Rs. 16.25 lakhs pertaining
to advances received from certain parties more
than 5 years back, owing to failure in fulfillment
of further commitment by such parties. Such
forfeited advance amounts are appropriately
considered as income now. No amount would be
due to such parties and no claim could be held
good against the company in this regard.
However, in line with Ind AS 37, the company
recognizes the said amount of Rs. 16.25 lakhs as a
Contingent Liability.
There are no other unexecuted capital contracts
which are outstanding or remaining to be
performed.
There is no pending commitments for the financial
years ended March 31, 2025 and March 31, 2024.
38.Utilization of borrowings from Banks and
Financial Institutions
The company doesn’t have any borrowings from
banks or financial institutions in the financial
years ended March 31, 2025 and March31, 2024.
39. Details of title deeds of Immovable Property
not held in name of the Company: (other than
properties where the company is the lessee and
the lease agreements are duly executed in
favour of the lessee)
The Company does not possess any immovable
property whose title deeds are not held in the
name of the Company during the financial year
ended March 31, 2025 and March 31, 2024.
38. Details of loans and advances in the nature
of loans granted to promoters, directors, KMPs
and the related parties (as defined under
companies act, 2013) either severally or jointly
with any other person:
The Company hasn’t granted any loans or
advances to promoters, directors, KMPs and their
related parties during the financial year ended
March 31, 2025 and March 31, 2024.
41. Details of Benami Property Proceedings
under the Benami Transactions (Prohibition) Act,
1988 (45 of 1988) and the rules made
thereunder:
No proceedings have been initiated or pending
against the Company for holding any benami
property under the Benami Transactions
(Prohibition) Act, 1988 (45 of 1988) and rules
made thereunder in the financial years ended
March 31, 2025 and March31, 2024.
42. Borrowings from Banks and Financial
Institutions on the basis of Current Assets
(Working Capital Funds)
The company doesn’t have any any borrowings
from banks or financial institutions in the
financial years ended March 31, 2025 and March
31, 2024.
43. Details of Willful Defaulter
The Company has not been declared as a willful
defaulter by any bank or financial institution or
other lender in the financial years ended March
31, 2025 and March 31, 2024.
44. Details of transactions with Stuck-Off
Companies
The company doesn’t have any transactions with
struck off companies in the financial years ended
March 31, 2025 and March 31, 2024.
45. Details of Over due of Charger Registration
with Registrar of Companies
All charges or satisfaction, if required, are
registered with ROC within the statutory period
for the financial years ended March31, 2025 and
March 31, 2024. No charges or satisfactions are
Note No. 37 : Contingent Liabilities and
Commitments
ParticularsAs at31st March, 2025As at31st March, 2024
Forfeited Amounts *16.2516.25
16.2516.25
(Rs.in Lakhs)
NPA Norms TimelineTimeline
>150 days overdueBy March 31, 2024
>120 days overdueBy March 31, 2025
> 90 daysBy March 31, 2026
Annual Report 2024-25 | 124
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1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (126) Break----------------
years ended March 31, 2025 and March 31, 2024.
49. Disclosure required under Sec 186(4) of the
Companies Act 2013
The loan made, guarantee given or security
provided in the ordinary course of business by a
NBFC registered with Reserve Bank of India are
exempt from the applicability of provisions of
Section 186 of the Act.
50. Scheme of Arrangements
The company doesn’t have any scheme of
arrangements to disclose during the financial
years ended March 31, 2025 and March 31, 2024.
yet to be registered with ROC beyond the
statutory period.
46. Compliance with number of layers of
companies:
The Company has no subsidiaries for the financial
years ended March 31, 2025 and March 31, 2024.
47. Details of undisclosed income under Income
Tax Act, 1961 not recorded in books of
accounts:
There are no transactions not recorded in the
books of accounts.
48. Details of Crypto Currency or Virtual
Currency:
The Company has not traded or invested in Crypto
currency or Virtual currency during the financial
51. Utilization of Borrowed funds and share
premium:
The Company, as part of its normal business,
grants loans and advances, makes investment,
provides guarantees to and accept deposits and
borrowings from its customers, other entities and
persons. These transactions are part of Company’s
normal non-banking finance business, which is
conducted ensuring adherence to all regulatory
requirements.
Other than the transactions described above, 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 persons or entities,
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). The Company
has also not received any fund from any parties
(Funding Party) with the understanding 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.
52. FINANCIAL RATIOS:
RatiosNumeratorDenomenatorMar 31, 2025Mar 31, 2024Variance (%)Reason*
Current Ratio6,168.503,417.071.811.697%NA
Debt-Equity
Ratio3,165.863,095.08102.2985.0520%NA
Debt Service
Coverage Ratio-425.073,165.86-13.438.71-254%
Significant
variance is due
to change in bad
debts policy
during the year
which has
resulted in
higher write-off
of loans.
(Rs.in Lakhs)
125 | Annual Report 2024-25
----------------Page (127) Break----------------
*Reasons are provided for variance more than 25%.
RatiosNumeratorDenomenatorMar 31, 2025Mar 31, 2024Variance (%)Reason*
Return on equity
ratio(414.14)3,095.07-13.382.45-646%
Significant
variance is due
to change in bad
debts policy
during the year
which has
resulted in
higher write-off
of loans.
Net profit ratio(414.14)2,664.57-15.543.85-504%
Significant
variance is due
to change in bad
debts policy
during the year
which has
resulted in
higher write-off
of loans.
Return on
capital
employed ratio
-1356,260.92-2.162.96-173%
Significant
variance is due
to change in bad
debts policy
during the year
which has
resulted in
higher write-off
of loans.
Annual Report 2024-25 | 126
(Rs.in Lakhs)
53.Financial Risk Management:
In course of its business, the Company is exposed
to certain financial risks that could have
significant influence on the Company’s business
and operational / financial performance.
The Board of Directors reviews and approves risk
management framework and policies for managing
these risks and monitors suitable mitigating
actions taken by the management to minimize
potential adverse effects and achieve greater
predictability to earnings.
Borrowings, trade payables and other financial
liabilities constitute the Company’s primary
financial liabilities and investment in shares, trade
receivables, loans, cash and cash equivalents and
other financial assets are the financial assets.
Credit Risk:
Credit risk refers to the risk of default on the loan
receivables to the Company that may result in
financial loss. The maximum exposure from
unsecured loan receivables amounts to Rs.2998.03
Lakhs and Rs.2766.18 Lakhs as of March 31, 2025
and March 31, 2024 respectively.
Loans are advances to Corporates and to individual
business entities and to the student community.
Credit risk is being managed through credit
approvals, establishing credit limits and monitoring
the creditworthiness of customers to allow credit
terms in the normal course of business. Generally,
the loan tenure is for a period of one year and
renewable based on the request of the borrower. In
the case of loans offered to students through its
“StuCred” App, the credit period is up to 150 days.
Liquidity Risk:
The objective of liquidity risk management is to
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
----------------Page (128) Break----------------
maintain sufficient liquidity and ensure that funds
are available for use as per requirements. The
Company manages liquidity risk through cash credit
limits and undrawn borrowing facilities by
continuously monitoring forecast and actual cash
flows. The Company invests its surplus funds in
bank fixed deposit which carry minimal mark to
market risks.
Market Risk:
Market risk is the risk that the fair value or future
cash flows of a financial instrument will fluctuate
because of changes in market prices. Market risk for
the entity comprises two types of risk: currency
risk, interest rate risk and equity price risk.
Financial instruments affected by market risk
include borrowings, trade payables in foreign
currency and investment in unquoted equity shares.
The objective of market risk management is to
manage and control market risk exposure within
acceptable parameters, while optimizing the return.
Currency Risk:
The Company is not exposed to any significant
currency risk. During the year under review, the
company has bought/subscribed to software in
foreign currency at the time of
purchase/subscription.
Sensitivity analysis:
Since the company is not exposed to any currency
risk, sensitivity analysis of foreign currency
transactions is not applicable.
Interest Rate Risk:
The Company is not exposed to any interest rate
risk. The company’s fixed rate instruments are
carried at amortized cost. They are therefore not
subject to interest rate risk, since neither the
carrying amount nor the future cash flows will
fluctuate because of a change in market interest
rates.
Equity Price Risk:
Company has investments in listed companies
which are measured at FVTOCI. The valuation is
dependent on market conditions
54. Dues to MSME:
Management has determined that there are no
overdue amounts payable to Micro, Small and
Medium Enterprises as defined under The Small
and Medium Enterprises Development Act, 2006
based on information available with the Company
as at March 31, 2025 and March 31, 2024. Further,
the Company has not paid any interest to any
Micro and Small Enterprises during the current
year.
55. Events after the reporting date:
There have been no events after the reporting
date.
56. Comparatives
Previous year’s figures have been regrouped /
reclassified wherever necessary to confirm to
current year’s classification.
57. Round offs
The figures appearing in the financial statements
has been rounded off to the nearest lakhs.
Place: Chennai
Date: 16.05.2025
Sd/-
Jaijash Tatia
Managing Director
DIN: 08085029
Sd/-
Shoba Nahar
Chief Financial Officer
Sd/-
Niharika Goyal
Company Secretary
M.No: A61428
Sd/-
Henna Jain
Joint Managing Director
DIN: 08383395
On behalf of the Board of Directors
For Kreon Finnancial Services Limited
As per our report of even date
For Darpan and Associates
Chartered Accountants
ICAI Firm Registration No. 016156S
Sd/-
CA Darpan Kumar
Partner
Membership. No: 235817
UDIN: 25235817BMJLND2492
127 | Annual Report 2024-25
----------------Page (129) Break----------------
NOTICE OF 31 ANNUAL GENERAL MEETINGst
Notice is hereby given that the 31 Annual
General Meeting (the “AGM”) of the Members of
Kreon Finnancial Services Limited (the
“Company”) will be held on Friday, August 29,
2025 at 11:00 AM through Video Conferencing (VC)
for which purpose the Registered Office of the
Company situated at No. 26, 22 Street, Rathinam
Nagar, Thiruvanmiyur, Chennai, Tamil Nadu, India,
600041 shall be considered as deemed venue for
the 31 AGM, to transact the following
business(es):
st
nd
st
ORDINARY BUSINESS(ES)
1. ADOPTION OF AUDITED FINANCIAL
STATEMENTS
To receive, consider and adopt the Audited
Standalone Financial Statements of the Company
for the financial year ended March 31, 2025,
together with the Reports of the Board of
Directors and the Auditors thereon and if thought
fit, to pass the following resolution, with or
without modification(s), as an ORDINARY
RESOLUTION.
“RESOLVED THAT the Audited Standalone
Financial Statements of the Company for the
financial year ended March 31, 2025 including the
Audited Balance Sheet as at March 31, 2025, the
Statement of Profit and Loss and the Cash Flow
Statement for the year ended March 31, 2025,
together with the schedules and notes annexed
and the reports of the Board of Directors and
Independent Auditors thereon, as circulated to
the Members, be and are hereby received,
considered and adopted.”
2. DIRECTOR LIABLE TO RETIRE BY
ROTATION
To appoint a Director in place of Mrs. Henna Jain
(DIN: 08383395), who retires by rotation and being
eligible, offers herself for re-appointment, and if
thought fit, to pass the following resolution, with
or without modification(s), as an ORDINARY
RESOLUTION.
“RESOLVED THAT pursuant to the provisions of
Section 152 and any other applicable provisions of
the Companies Act, 2013 read with rules made
thereunder, Mrs. Henna Jain (DIN: 08383395), who
retires by rotation and being eligible offers
herself for re-appointment, be and is hereby re-
appointed as the Director of the Company, liable
to retire by rotation.”
SPECIAL BUSINESS(ES)
1. AMENDMENT OF MEMORANDUM OF
ASSOCIATION OF THE COMPANY
To consider and alter the object clause of the
Memorandum of Association and if thought fit, to
pass the following resolution, with or without
modification(s), as a SPECIAL RESOLUTION.
“RESOLVED THAT pursuant to the provisions of
Section 4, 13 and other applicable provisions, if
any, of the Companies Act, 2013 (the “Act”) read
with applicable rules and regulations made
thereunder, including any statutory modification(s)
or re-enactment(s) thereof for the time being in
force, recommendation of Board of Directors in its
meeting dated July 25, 2025 and subject to such
approvals, permissions and sanctions of the
Registrar of Companies, Appropriate Authorities,
Departments or Bodies to the extent necessary,
consent of the Members of the Company be and
are hereby accorded for effecting alteration in the
existing Object Clause of the Memorandum of
Association (the “MOA”) of the Company in the
following manner:
Clause III sub-clause A paragraph 6 be altered by
inserting sub-paragraph (d) after sub-paragraph
(c) as follows:
To carry on the business of Payment Aggregator
and Payment Gateway as per the definitions
specified by the Reserve Bank of India and
providing associated services and solutions, to
engage in the business of providing payment
collection services in any form to any
government/semi government, company,
organization, institution, trust, society, firm,
individual etc. from their customers, service users
and end users, to undertake the designing and
development of payment systems and/or
applications software either for own use or on any
behalf or for sale, providing Information
Technology services including but not limited to
any type of electronic transactions like
Netbanking, UPI, E-wallet, EMI OR e-purse
transactions or debit/credit card transactions or
any other payment modes through
internet/mobilephones or Point of Sales terminals
Annual Report 2024-25 | 128
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Statutory Reports Financial Statement Notice
----------------Page (130) Break----------------
(POS/MPoS) or any wireless or any other devices,
and the provision of any of the foregoing services
and/or solutions to various parties in India and
abroad.
RESOLVED FURTHER THAT the Board of Directors
and the Company Secretary of the Company be
and are hereby authorized to do, from time to
time, all such acts, deeds and things as may be
necessary to give effect to the above resolution.”
4. APPOINTMENT OF SECRETARIAL AUDITOR
To consider and if thought fit, to pass the
following resolution as an ORDINARY
RESOLUTION:
“RESOLVED THAT pursuant to the provisions of
Section 204 and other applicable provisions, if
any, of the Companies Act, 2013 read with Rule 9
of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, Regulation
24A and other applicable provisions of the
Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements), 2015
(the “SEBI Listing Regulations”) including any
statutory modification(s) or re-enactment(s)
thereof, for the time being in force, the approval
and recommendations of the Audit Committee and
Board of Directors and subject to receipt of such
other approvals, consents and permissions as may
be required, M/s. Lakshmmi Subramanian &
Associates, Practicing Company Secretaries (Peer
Review Certificate No. 6608/2025, COP:3122), be
and is hereby appointed as the Secretarial
Auditors of the Company for an initial term of up
to five consecutive years to hold office from the
conclusion of 31 Annual General Meeting till the
conclusion of the 36 Annual General Meeting of
the Company to be held in the calendar year
2030, to conduct Secretarial Audit of the Company
in terms of Section 204 of the Companies Act,
2013 read with Regulation 24A and other
applicable provisions of the SEBI Listing
Regulations, for the period beginning from the
financial year 2025-26 till the financial year 2029-
30, at such remuneration as may be mutually
agreed upon between the Board (based on the
recommendation(s) of the Audit Committee) and
the Secretarial Auditors of the Company.
st
th
RESOLVED FURTHER THAT the Board of Directors
and the Company Secretary of the Company be
and are hereby authorized to do all such acts,
deeds, things and to sign all such documents and
writings as may be necessary to give effect to this
resolution and for matters connected there with
or incidental thereto.”
Place: Chennai
Date: 25.07.2025
Sd/-
Niharika Goyal
Company Secretary
ACS: 61428
By and on behalf of the Board of Directors
For Kreon Finnancial Services Limited
129 | Annual Report 2024-25
----------------Page (131) Break----------------
NOTES:
1. In compliance with the Ministry of Corporate
Affairs (the ‘MCA’) circulars dated April 08, 2020,
April 13, 2020, May 05, 2020, September 25, 2023,
and September 19, 2024, physical attendance of
the Members to the AGM venue is not required and
AGM can be held through Video Conferencing (VC)
or Other Audio-Visual Means (OAVM). Hence,
Members can attend and participate in the 31
AGM through VC and Members joining through VC
shall be reckoned for the purpose of quorum
under Section 103 of the Act. Further, all
resolutions in the meeting shall be passed through
the facility of e-Voting.
st
2. Pursuant to the MCA Circular No.14/2020 dated
April 08, 2020, the facility to appoint proxy to
attend and cast vote for the Members is not
available for 31 AGM. Hence, the proxy form is
not annexed in the Notice. However, pursuant to
the provisions of Sections 112 and 113 of the Act,
the Corporate Members are entitled to appoint
authorized representatives to attend the AGM
through VC and participate and cast their votes
through e-Voting. In this regard, the Body
Corporates are required to send a latest certified
copy of the Board Resolution/ Authorization
Letter/ Power of Attorney (POA) authorizing their
representative(s) to attend the meeting and vote
on their behalf through e-Voting. The said
resolution/letter/POA shall be sent by the Body
Corporate through its registered e-mail address to
the Company Secretary at cs@kreon.in with a
copymarked to https://evoting.purvashare.com/.
st
3. In compliance with MCA Circular No. 20/2020
dated May 05, 2020, SEBI Circular No.
SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12,
2020, SEBI Circular No.
SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January
15, 2021 and SEBI Circular No. SEBI/HO/CFD/CFD-
PoD-2/P/CIR/2023/167 dated October 07, 2023,
the financial statements including Board’s Report,
Auditor’s Report or other documents required to
be attached therewith (together referred to as
Annual Report FY 2024-25) and Notice of 31 AGM
are being sent in electronic mode to Members
whose email ID is registered with the 1.Company
or the Depository Participant(s) (the ‘DP’) as on
Friday, August 01, 2025, and to all other persons
so entitled.
st
4. A letter providing web-link of annual report has
been sent to the physical shareholders and
shareholders without email addresses.
5. The proceedings of 31AGM shall be deemed to
be held at the Registered Office of the Company
situated at No. 26, 22 Street, Rathinam Nagar,
Chennai, Tamil Nadu, 600041, India.
st
nd
6. The Members can join the 31 AGM, through VC
mode, 15 minutes before and after the scheduled
time of the commencement of the meeting by
following the procedure mentioned in the Notice.
The facility of participation at the AGM through
VC will be made available for 1000 Members on
first come first served basis. However, this
number does not include the large shareholders
i.e., Shareholders holding 2% or more
shareholding, Promoters, Institutional Investors,
Directors, Key Managerial Personnel, the Chairman
of the Audit Committee, Nomination and
Remuneration Committee and Stakeholders
Relationship Committee, Auditors etc. who are
allowed to attend the AGM without restriction on
account of first come first served basis.
st
7. The relevant explanatory statement pursuant to
Section 102 of the Act in respect of the special
businesses set out in the Notice is annexed
hereto.
8. In case of joint holders, the Member whose
name appears as the first holder in the order of
names as per the Register of Members of the
Company will be entitled to vote during the AGM.
9. All documents referred to in the Notice can be
obtained for inspection through secured mode by
writing to the Company at cs@kreon.in till the
date of the Meeting.
10. During the 31 AGM, the Register of Directors
and Key Managerial Personnel and their
shareholding maintained under Section 170 of the
Act and the Register of Contracts or arrangements
in which Directors are interested maintained
under Section 189 of the Act shall be available for
inspection by writing an email at cs@kreon.in.
st
11. The Register of Members and Share Transfer
Books of the Company shall remain closed from
Saturday, August 23, 2025, to Friday, August 29,
2025, (both days inclusive) for the purpose of the
31 AGM.st
12. The Board of Directors have appointed
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----------------Page (132) Break----------------
M/s. Lakshmmi Subramanian and Associates,
Practicing Company Secretaries, Chennai as the
Scrutinizer to scrutinize the e-Voting process in a
fair and transparent manner.
13. Pursuant to the provisions of Section 108 of
the Act read with Rule 20 of the Companies
(Management and Administration) Rules, 2014 (as
amended) and Regulation 44 of the SEBI Listing
Regulations (as amended), relevant SEBI/MCA
Circulars, the Company is providing facility of
remote e-Voting to its Members in respect of the
business to be transacted at the 31AGM. For this
purpose, the Company has entered into an
agreement with Purva Sharegistry (India) Private
Limited (the ‘Purva’), for facilitating e-Voting, as
the authorized agency. The facility of casting
votes by Members using remote e-Voting or e-
Voting on the date of the 31 AGM will be
provided by Purva.
st
st
14. In line with MCA Circulars, the Notice calling
the 31 AGM has been uploaded on the website of
the Company at www.kreon.in.The Notice can also
be accessed from the website of the Bombay
Stock Exchange Limited at www.bseindia.com and
also disseminated on the website of Purva at
https://evoting.purvashare.com/.
st
15. The 31 AGM shall be convened through VC in
compliance with applicable provisions of the Act
read with MCA Circulars and therefore, the route
map and attendance slip are not annexed to the
Notice.
st
16. The recorded transcript of this meeting, shall
as soon as possible, be made available on the
website of the Company at www.kreon.in.
17. Members can avail the facility of nomination
in respect of shares held by them in physical form
pursuant to the provisions of Section 72 of the Act
read with Rule 19(1) of the Companies (Share
Capital and Debentures) Rules, 2014. Members
desiring to avail this facility may send their
nomination in the prescribed form duly filled in to
RTA. Members interested in obtaining a copy of
the Nomination Form may write to the Company
Secretary at cs@kreon.in.
18. All grievances connected with the facility for
e-Voting or attending the 31 AGM may be
addressed to Ms. Deepali Dhuri, Compliance
Officer, Purva Sharegistry (India) Private Limited,
st
Unit No. 9, Shiv Shakti Industrial Estate, J. R.
Boricha Marg, Lower Parel (East), Mumbai -
400011 or write an email to
evoting@purvashare.com or contact at 022-
49614132, 022-49700138 or 022-35220056.
INSTRUCTIONS AND OTHER INFORMATION
RELATING TO E-VOTING
1. The e-voting period commences from Tuesday,
August 26, 2025 at 9:00 AM IST and ends on
Thursday, August 28, 2025 at 5:00 PM IST. During
this period, the Members of the Company, holding
shares either in physical form or in dematerialized
form, as on the cut-off date, may cast their vote
electronically. The remote e-Voting module shall
be disabled thereafter by Purva.
2. Voting rights shall be reckoned on the paid-up
value of shares registered in the name of the
Member / Beneficial Owner List maintained by the
Depositories as on the cut-off date, i.e., Friday,
August 22, 2025 (the “cut-off date”).
3. Shareholders whose name appears in the
Register of Members or in the Register of
Beneficial Owners maintained by the depositories
as on the cut-off date shall be entitled to avail
the facility of remote e-Voting or e-Voting during
the 31 AGM. A person who is not a Member as on
the cut-off date should treat this Notice only for
information purpose
st
4. Any person who becomes a Member of the
Company after dispatch of Notice and hold shares
as on the cut-off date, may obtain the user ID and
password by sending a request at
helpdesk.evoting@cdslindia.com. However, if a
Member is already registered with CDSL for
remote e-Voting, then existing user ID and
password can be used for casting the vote.
5. The Scrutinizer shall, immediately after the
conclusion of voting at the 31 AGM, unblock the
votes cast during the AGM and votes cast through
remote e-Voting and make a consolidated
Scrutinizer’s Report of the total votes cast in
favour or against and provide it, not later than
two working days from the conclusion of the 31
AGM, to the Chairman or a person authorized by
him in writing, who shall countersign the same.
st
st
6. The results, along with the Scrutinizer’s Report,
shall be declared within two working days and
shall be placed on the Company’s website at
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www.kreon.in and communicated to the Bombay
Stock Exchange Limited where the shares of the
Company are listed.
INSTRUCTIONS TO SHAREHOLDERS FOR
REMOTE E-VOTING AND E-VOTING DURING
THE AGM AND JOINING THE MEETING
THROUGH VC/OAVM
1. Shareholders who already voted through
remote e-Voting prior to the meeting date would
not be entitled to vote again during the 31 AGM.st
2. In terms of SEBI Circular No.
SEBI/HO/CFD/CMD/CIR/P/2020/242 dated
December 09, 2020, Individual Shareholders
holding securities in demat mode are allowed to
vote through their demat account maintained with
Depositories and Depository Participants.
Shareholders are advised to update their mobile
number and email ID in their demat accounts to
access e-Voting facility.
3. Pursuant to SEBI Circular No.
SEBI/HO/CFD/CMD/CIR/P/2020/242 dated
December 09, 2020, under Regulation 44 of the
SEBI Listing Regulations, listed entities are
required to provide remote e-Voting facility to its
Shareholders, in respect of all resolutions.
However, it has been observed that the
participation by the public non-institutional
shareholders / retail shareholders is at a
negligible level. Currently, there are multiple e-
Voting service providers (ESPs) providing e-Voting
facility to listed entities in India. This
necessitates registration on various ESPs and
maintenance of multiple user IDs and passwords
by the Shareholders.
To increase the efficiency of the voting process,
pursuant to a public consultation, it has been
decided to enable e-Voting to all the demat
account holders, by way of a single login
credential, through their demat accounts /
websites of Depositories / Depository Participants.
Demat account holders would be able to cast their
vote without having to register again with the
ESPs, thereby, not only facilitating seamless
authentication but also enhancing ease and
convenience of participating in e-Voting process.
LOGIN METHOD FOR E-VOTING AND
JOINING VIRTUAL MEETINGS FOR
INDIVIDUAL SHAREHOLDERS HOLDING
SECURITIES IN DEMAT MODE (CDSL/NSDL)
AND PHYSICAL MODE
I. Individual Shareholders holding securities in
demat mode with CDSL
1. Users who have opted for CDSL Easi/Easiest
facility, can login through their existing user ID
and password. Option will be made available to
reach e-Voting page without any further
authentication. The URL for users to login to
Easi/Easiest are
https://web.cdslindia.com/myeasi/home/login or
visit www.cdslindia.com and click on Login icon
and select New System / My easi.
2. After successful login, the Easi/Easiest user will
be able to see the e-Voting option for eligible
companies where the e-Voting is in progress as per
the information provided by the Company. On
clicking the e-Voting option, the user will be able
to see e-Voting page of the e-Voting service
provider (‘ESPs’) for casting your vote during the
remote e-Voting period or joining virtual meeting
and voting during the meeting. Additionally, a link
is provided to access the system of all ESPs i.e.
CDSL/NSDL/KARVY/LINKTIME/PURVA so that the
user can visit the ESPs website directly.
3. If the user is not registered for Easi/Easiest,
option to register is available at
https://web.cdslindia.com/myeasi/Registration/E
asiRegistration.
4. Alternatively, the user can directly access e-
Voting page by providing Demat Account Number
and PAN from e-Voting link available on
www.cdslindia.com home page or click on
https://evoting.cdslindia.com/Evoting/Evotinglogi
n. The system will authenticate the user by
sending OTP on registered mobile number and
email ID as recorded in the Demat Account. After
successful authentication, user will be able to see
the e-Voting option where the e-Voting is in
progress and also able to directly access the
system of all ESPs.
II.Individual Shareholders holding securities in
demat mode with NSDL
1.If you are already registered for NSDL IDeAS
facility, please visit the e-Services website of
NSDL. Open web browser by typing the following
URL: https://eservices.nsdl.com either on a
Personal Computer or on a mobile. Once the home
page of e-Services is launched, click on the
“Beneficial Owner” icon under “Login” which is
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available under ‘IDeAS’ section. A new screen will
open. You will have to enter your user ID and
password. After successful authentication, you will
be able to see e-Voting services. Click on “Access
to e-Voting” under e-Voting services and you will
be able to see e-Voting page. Click on company
name or e-Voting service provider name and you
will be re-directed to e-Voting service provider
website for casting your vote 1.during the remote
e-Voting period or joining virtual meeting and
voting during the meeting.
2. If the user is not registered for IDeAS e-
Services, option to register is available at
https://eservices.nsdl.com. Select “Register Online
for IDeAS “Portal or click at
https://eservices.nsdl.com/SecureWeb/IdeasDirect
Reg.jsp.
3. Visit the e-Voting website of NSDL. Open web
browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a
Personal Computer or on a mobile. Once the home
page of e-Voting system is launched, click on the
icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will
open. You will have to enter your User ID (i.e.,
Iyour sixteen-digit demat account number hold
with NSDL), Password/OTP and a Verification Code
as shown on the screen. After successful
authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting
page. Click on company name or e-Voting service
provider name and you will be redirected to e-
Voting service provider website for casting your
vote during the remote e Voting period or joining
virtual meeting and voting during the meeting.
III. Individual Shareholders (holding securities in
demat mode) login through their Depository
Participants
You can also login using the login credentials of
your demat account through your Depository
Participant registered with NSDL/CDSL for e-
Voting facility. After Successful login, you will be
able to see e-Voting option. Once you click on e-
Voting option, you will be redirected to
NSDL/CDSL website after successful
authentication, wherein you can see e-Voting
feature. Click on Company name or ESP name and
you will be redirected to ESP’s website for casting
your vote during the remote e-Voting period or
joining virtual meeting and voting during the
meeting.
Important note: Members who are unable to
retrieve user ID or password, are advised to use
‘Forget User ID and Forget password’ option
available at above-mentioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues
related to login through Depository i.e., CDSL OR NSDL.
IV. Shareholders other than individual
shareholders holding in demat form and Physical
Shareholders
1.The Shareholders should log on to the e-Voting
website https://evoting.purvashare.com.
2. Click on “Shareholder/Member” module.
3. Now enter your User ID
For CDSL: 16 digits beneficiary ID;
For NSDL: 8 Character DP ID followed by 8 Digits
Client ID;
Login typeHelpdesk details
Individual Shareholders holding securities in demat mode
with CDSL
Members facing any technical issue in login can contact CDSL
helpdesk by sending a request at helpdesk.evoting@cdslindia.com
or contact at 022-23058738 and 022-23058542/43.
Individual Shareholders holding securities in demat mode
with NSDL
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request at evoting@nsdl.co.in or call at toll
free no.: 1800 1020 990 and 1800 22 44 30.
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Shareholders holding shares in physical form
should enter EVENT Number followed by Folio
Number registered with the Company. For
example, if folio number is 001*** and EVENT is 8,
then User ID is 8001***.
4. If you are holding shares in demat form and had
logged on to www.evotingindia.com or
www.evoting.nsdl.com and voted on an earlier e-
Voting of any company, then your existing
password is to be used.
5.If you are a first-time user, follow the steps given below:
A. After entering these details appropriately, click
on “SUBMIT” tab.
B. Shareholders holding shares in physical form
will then directly reach the Company selection
screen.
C. For Members holding shares in physical form,
the details can be used only for e-Voting on the
resolutions contained in this Notice.
D. Click on the EVENT NO. for “Kreon Finnancial
Services Limited” on which you choose to vote.
E. On the voting page, you will see “RESOLUTION
DESCRIPTION” and against the same the option
“YES/NO/ABSTAIN” for voting. Select the option
YES or NO or ABSTAIN as desired. The option YES
implies that you assent to the resolution, option
NO implies that you dissent to the resolution and
ABSTAIN implies that you are not voting either for
or against the resolution.
F. Click on the “NOTICE FILE LINK” if you wish to
view the Notice.
G. After selecting the resolution you have decided
to vote on, click on “SUBMIT”. A confirmation box
will be displayed. If you wish to confirm your vote
click on “OK”, else to change your vote click on
“CANCEL” and accordingly modify your vote.
H.Once you “CONFIRM” your vote, you will not be
allowed to modify your vote.
V. Non – Individual Shareholders and Custodians
– Remote Voting
1. Non-Individual Shareholders (i.e., other than
Individuals, HUF, NRI etc.) and Custodians are
required to log on to
https://evoting.purvashare.com and register
themselves in the “Custodians / Mutual Fund”
module.
2. A scanned copy of the Registration Form
bearing the stamp and sign of the entity should be
emailed to evoting@purvashare.com.
3. After receiving the login details, a Compliance
User should be created using the admin login and
password. The Compliance User would be able to
link the account(s) for which they wish to vote on.
For Shareholders other than individual shareholders holding in demat form and physical shareholders
PAN
Enter your 10-digit alpha-numeric *PAN issued by Income Tax Department (Applicable for
both demat Shareholders as well as physical Shareholders)
Shareholders who have not updated their PAN with the Company/DP are requested to use
the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details
OR
Date of Birth (DOB)
Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your
demat account or in the Company records in order to login.
If both the details are not recorded with the Depository/Company, please enter the member
ID / folio number in the Dividend Bank details field as mentioned in instruction.
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4. A scanned copy of the Board Resolution and
Power of Attorney (POA) which they have issued in
favour of the Custodian, if any, should be uploaded
in PDF format in the system for the scrutinizer to
verify the same.
5. Alternatively, Non-Individual Shareholders are
required to send the relevant Board
Resolution/Authority letter etc. together with
attested specimen signature of the duly
authorized signatory who are authorized to vote,
to the Scrutinizer if they have voted from
individual tab and not uploaded same in the Purva
e-Voting system for the scrutinizer to verify the
same.
INSTRUCTIONS FOR SHAREHOLDERS WHOSE
EMAIL ID / MOBILE NO. ARE NOT
REGISTERED WITH THE
COMPANY/DEPOSITORIES
1. For Physical Shareholders: Please provide
necessary details like Folio No., Name of
Shareholder, scanned copy of the share certificate
(front and back), PAN (self-attested scanned copy
of PAN Card), AADHAR (self-attested scanned copy
of Aadhar Card) by email to RTA at
support@purvashar.com with a copy to Company
at cs@kreon.in.
2. For Demat Shareholders: Please update your
email ID and mobile number with your respective
Depository Participant (DP).
3. For Individual Demat Shareholders: Please
update your email ID and mobile number with your
respective DP which is mandatory while e-Voting
and joining virtual meetings through Depository.
INSTRUCTIONS FOR SHAREHOLDERS
ATTENDING THE AGM THROUGH VC/OAVM
AND E -VOTING DURING THE MEETING
1. The procedure for attending meeting and e-
Voting on the day of the AGM is same as the
instructions mentioned above for remote e-Voting.
2. The link for VC/OAVM to attend the meeting will
be available where the EVENT NO. of the Company
will be displayed after successful login as per the
instructions mentioned above for remote e-Voting.
3. Shareholder who have voted through remote e-
Voting, shall be eligible to attend the AGM but not
be eligible to vote during the AGM.
4. Shareholders are encouraged to join the
meeting through laptops/Ipads for better
experience. Further, the shareholders will be
required to allow camera and use internet with
good speed to avoid any disturbance during the
meeting.
5. Please note that participants connecting from
mobile devices / tablets / laptop connecting via
mobile hotspot may experience audio/video loss
due to fluctuation in their respective network. It
is therefore recommended to use stable Wi-Fi or
LAN connection to mitigate any kind of aforesaid
glitches.
6. Shareholders who would like to express their
views or ask questions during the AGM, may
register themselves as a speaker by sending their
request in advance at least seven days prior to the
date of AGM mentioning their name, demat
account number/folio number, email id, mobile
number at cs@kreon.in. The shareholders who do
not wish to speak during the AGM but have queries
may send their queries in advance at least seven
days prior to meeting mentioning their name,
demat account number/folio number, email id,
mobile number at cs@kreon.in. These queries will
be replied to by the Company suitably by email.
7. Those shareholders who have registered
themselves as a speaker will only be allowed to
express their views/ask questions during the
meeting.
8. Only those shareholders, who are present in the
AGM through VC/OAVM facility and have not cast
their vote on the resolutions through remote e-
Voting and are otherwise not barred from doing
so, shall be eligible to vote through e-Voting
system available during the AGM.
9. Votes cast by the shareholders through the e-
voting available during the AGM but not
participated in the meeting through VC/OAVM
facility, shall be considered invalid as the facility
of e-voting during the meeting is available only to
the shareholders attending the meeting.
GENERAL INSTRUCTIONS
1.As per Regulation 40 of the SEBI Listing
Regulations, as amended, securities of listed
companies can be transferred/transmitted and
transposed only in dematerialized form. In view of
this and to eliminate all risks associated with the
135 | Annual Report 2024-25
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physical shares and for ease of portfolio
management, Members holding shares in physical
form are requested to consider converting their
holdings to dematerialized form by contacting
their Depository Participants (‘DP’).
2. Members are requested to register/update their
email ID and addresses in respect of shares held in
dematerialized form with their respective DP and
in respect of shares held in physical form with the
Company’s RTA. Members holding shares in
physical form, are requested to dematerialize
their shares to avail the benefits of electronic
trading/holding and to facilitate share transfer.
3. Purva Sharegistry (India) Private Limited, Unit
No. 9, Shiv Shakti Industrial Estate, J.R. Boricha
Marg, Near Lodha Excelus, Lower Parel, Mumbai,
Maharashtra – 400 011 is the Company’s Registrar
and Share Transfer Agent (‘RTA’) for physical
transfer of shares and all correspondence may be
addressed directly to them. In respect of shares
held in dematerialized form, the Members may
send requests or correspond through their
respective DPs.
4. Members who have multiple folios in identical
names in the same order are requested to send all
the Share Certificates either to the Company
addressed to the Registered Office or to the
Company’s RTA for consolidation of such folios into
one to facilitate better services.
5. Members may please note that SEBI vide its
Circular No. SEBI/
HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated
January 25, 2022 has mandated the listed
companies to issue securities in dematerialized
form only while processing service requests viz.
issue of duplicate securities certificate; claim
from unclaimed suspense account;
renewal/exchange of securities certificate;
endorsement; sub-division/splitting of securities
certificate; consolidation of securities
certificates/folios; transmission and transposition.
Accordingly, Members are requested to make
service requests by submitting a duly filled and
signed Form ISR-4 for the above-mentioned
requests and surrender their original securities
certificate(s) for processing of service requests to
the RTA. The RTA shall thereafter issue a ‘Letter
of confirmation’ in lieu of physical securities
certificate(s), to the securities holder/claimant
within 30 days of its receipt of such request after
removing objections, if any. The ‘Letter of
Confirmation’ shall be valid for a period of 120
days from the date of its issuance, within which
the securities holder/claimant shall make a
request to the DP for dematerialising the said
securities. Form ISR-4 is available on the website
of RTA.
6. As per the provisions of Section 72 of the Act,
the facility for making nomination is available for
the Members in respect of the shares held by
them. Members who have not yet registered their
nomination are requested to register the same by
submitting Form No. SH-13. If a Member desires to
cancel the earlier nomination and record a fresh
nomination, he/she may submit the same in Form
SH-14. Members are requested to submit the said
form to their DP in case the shares are held in
electronic form and to the Company’s RTA at
support@purvashare.com in case the shares are
held in physical form, quoting their folio number.
7. SEBI vide its Circulars dated July 31, 2023, and
August 4, 2023, read with Master Circular dated
July 31, 2023 (updated as on August 11, 2023), has
established a common Online Dispute Resolution
Portal (“ODR Portal”) for resolution of disputes
arising in the Indian Securities Market. Pursuant to
above-mentioned circulars, post exhausting the
option to resolve their grievances with the
RTA/Company directly and through existing
SCORES platform, the investors can initiate
dispute resolution through the ODR Portal
(https://smartodr.in/login).
Place: Chennai
Date: 25.07.2025
Sd/-
Niharika Goyal
Company Secretary
ACS: 61428
By and on behalf of the Board of Directors
For Kreon Finnancial Services Limited
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ANNEXURES TO THE NOTICE
ADDITIONAL INFORMATION ABOUT THE DIRECTOR
PROPOSED TO BE RE-APPOINTED
(As per Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
and Secretarial Standard–2 on General Meetings)
Item No.2
Name of the DirectorMrs. Henna Jain
Date of Birth23.11.1994
Age30
DIN8383395
Nature of AppointmentDirector is liable to retire by rotation and being eligible,offers herself for re-appointment.
Date of First Appointment22.03.2019
Qualification
MBA from Columbia Business School, USA
MA in International Relations and Economics from the
University of St. Andrews, Scotland
No. of. Shares held30,00,000 shares having face value of Rs.10/- each
Nature of expertise/experienceSpecialization in operations, marketing and overallmanagement of the Company
Terms and conditions of re-appointment and remuneration
There is no change in the terms and conditions since her
previous appointment as Joint Managing Director w.e.f
01.09.2024
Relationship with any other Director or KMPSister of Mr. Jaijash Tatia (Chairman and Managing Director)
Number of Board Meetings attended during FY 2024-255 (100% attendance)
Directorship in other companies & LLPsNIL
Chairman/Member of the Committees of CompanyMember of Stakeholders Relationship Committee
Chairman/Member of the Committee of other Public Limited
Companies in which he is a directorNIL
Last approved remuneration drawnNIL
Names of the listed entities from which the Director has
resigned in the past three yearsNIL
Brief resume
She is the Co-founder of StuCred, a mobile application that
offers instant short-term loans to college students. The
platform currently serves approximately 700,000 users and
has a presence across nearly 21,000 colleges.
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EXPLANATORY STATEMENT
ITEM No. 03 – AMENDMENT OF
MEMORANDUM OF ASSOCIATION OF THE
COMPANY
The Company proposes to make an application to
the Reserve Bank of India (RBI) for obtaining a
Payment Aggregator (PA) License in accordance
with the applicable guidelines governing the
regulation of Payment Aggregators and Payment
Gateways. In view of the above, it is considered
necessary to amend the Object Clause of the
Memorandum of Association (MOA) of the Company
to specifically include activities relating to
payment aggregation, payment gateway services,
and other related digital payment and technology-
enabled financial services.
The proposed amendment is intended to facilitate
the Company’s ability to undertake the business of
providing comprehensive online payment
solutions, integration with payment gateways,
payment collection and processing services, and
the development of associated software and
applications. It will also enable the Company to
offer digital transaction processing through
various electronic channels, including but not
limited to Net Banking, UPI, debit/credit cards, e-
wallets, EMI, Point of Sale (POS/MPoS) devices,
and other digital platforms, both in India and
abroad. This amendment is necessary to align the
Company’s constitutional documents with the
regulatory requirements and to support its
strategic vision of expanding its footprint in the
digital payments ecosystem.
Accordingly, the Board of Directors at its meeting
held on July 25, 2025, considered and approved
the proposal to alter Clause III(A)(6) – Main
Objects of the MOA of the Company to include the
proposed new object clause, subject to the
approval of the Members by way of a special
resolution.
A copy of the existing MOA together with the draft
of amended MOA reflecting the proposed changes
is available for inspection at the Registered Office
of the Company during business hours on all
working days up to the date of the 31 AGM and
will also be available for inspection during the
AGM.
st
None of the Directors, Key Managerial Personnel
of the Company or their relatives are, in any way,
concerned or interested, financially or otherwise,
in the proposed resolution, except to the extent
of their shareholding, if any, in the Company.
The Board recommends the proposed resolution
for approval of the Members to be passed as a
Special Resolution.
ITEM NO. 04 – APPOINTMENT OF
SECRETARIAL AUDITOR
Pursuant to the amended provisions of Regulation
24A of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the “SEBI Listing Regulations”)
vide SEBI Notification dated December 12, 2024
and provisions of Section 204 of the Companies
Act, 2013 (the “Act”) and Rule 9 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Audit Committee and
the Board of Directors at their respective
meetings held on July 28, 2025 have approved and
recommended the appointment of M/s. Lakshmmi
Subramanian & Associates, Practicing Company
Secretaries (Peer Review Certificate No.
6608/2025, COP:3122) as Secretarial Auditors of
the Company for a term of up to 5 (Five)
consecutive years to hold office from the
conclusion of 31 AGM till the conclusion of 36
AGM of the Company to be held in the calendar
year 2030 on following terms and conditions:
stth
A) Term of appointment: Up to 5(Five) consecutive
years from the conclusion of 31 AGM till the
conclusion of 36 AGM.
st
th
B) Proposed Fees: as may be mutually agreed upon
between the Board based on the
recommendation(s) of the Audit Committee and
the Secretarial Auditors of the Company.
Basis of recommendations: The recommendations
are based on the fulfilment of the eligibility
As required by Section 102 of the Companies Act, 2013, the following explanatory statement sets out
all material facts relating to the Special Businesses mentioned in the accompanying Notice.
Pursuant to Section 102 of the Companies Act, 2013
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criteria and qualification prescribed under the Act
and rules made thereunder and SEBI Listing
Regulations with regard to the full time partners,
secretarial audit, experience of the firm,
capability, independent assessment, audit
experience and also based on the evaluation of
the quality of audit work done by them in the
past.
Credentials: M/s Lakshmmi Subramanian &
Associates, established in 1988 and based in
Chennai, is a distinguished firm of Practising
Company Secretaries. Peer Reviewed by the
Institute of Company Secretaries of India, the firm
has a client base of more than 500 body-
corporates which include Public Sector
undertakings, National and Multi-National
Companies, Core Manufacturing Companies, SMEs
and other private companies.
M/s. Lakshmmi Subramanian & Associates has
given their consent to act as Secretarial Auditor of
the Company and confirmed that their aforesaid
appointment (if made) would be within the
prescribed limits under the Act and the rules
made thereunder and SEBI Listing Regulations.
They have also confirmed that they are not
disqualified to be appointed as Secretarial Auditor
in terms of provisions of the Act and the rules
made thereunder and Regulation 24A of the SEBI
Listing Regulations read with SEBI Circular No.
SEBI/HO/CFD/CFD-PoD-2/CIR/P/2024/185 dated
December 31, 2024 and other relevant applicable
SEBI Circulars issued in this regard.
None of the Director(s) or Key Managerial
Personnel of the Company or their respective
relatives are concerned or interested, financially
or otherwise, in the proposed resolution, except
to the extent of their shareholding, if any, in the
Company.
The Board recommends the proposed resolution
for approval of the Members to be passed as an
Ordinary Resolution.
Place: Chennai
Date: 25.07.2025
Sd/-
Niharika Goyal
Company Secretary
ACS: 61428
By and on behalf of the Board of Directors
For Kreon Finnancial Services Limited
139 | Annual Report 2024-25
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Notes
Annual Report 2024-25 | 140
Corporate Overview
1-3031-7980-127128-139
Statutory Reports Financial Statement Notice
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Notes
141 | Annual Report 2024-25
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Kreon Finnancial Services Limited
No.26, 22nd Street, Rathinam Nagar, Thiruvanmiyur, Chennai, Tamil Nadu, 600041
Ph:(044)426-966-34 E-mail: info@kreon.in
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